<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED
June 30, 1995 OR
____TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM
________ TO ________
Commission file No. 1-7259
SOUTHWEST AIRLINES CO.
(Exact name of registrant as specified in its charter)
TEXAS 74-1563240
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
P.O. Box 36611, Dallas, Texas 75235-1611
(Address of principal executive offices) (Zip Code)
(214) 904-4000
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No .
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
Number of shares of Common Stock outstanding as of the close
of business on August 9, 1995:
143,787,798
<PAGE>
SOUTHWEST AIRLINES CO.
FORM 10-Q
Part I - FINANCIAL INFORMATION
Item 1. Financial Statements
Southwest Airlines Co.
CONDENSED CONSOLIDATED BALANCE SHEET
(in thousands)
(unaudited)
<TABLE>
<CAPTION>
<S> June 30, 1995 December 31, 1994
ASSETS <C> <C>
Current assets:
Cash and cash equivalents $400,898 $174,538
Accounts receivable 93,426 75,692
Inventories of parts and supplies 39,760 37,565
Prepaid expenses and other 33,036 27,103
Total current assets 567,120 314,898
Property and equipment:
Flight equipment 2,717,301 2,564,551
Ground property and equipment 418,181 384,501
Deposits on flight equipment
purchase contracts 408,214 393,749
3,543,696 3,342,801
Less allowance for depreciatin 921,368 837,838
2,622,328 2,504,963
Other assets 3,060 3,210
$3,192,508 $2,823,071
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $141,772 $117,599
Accrued liabilities 337,309 288,979
Air traffic liability 177,474 106,139
Income taxes payable 19,281
Current maturities of long-term debt 13,396 9,553
Total current liabilities 689,232 522,270
Long-term debt less current maturities 673,980 583,071
Deferred income taxes 254,725 232,850
Deferred gains from sale and leaseback
of aircraft 238,626 217,677
Other deferred liabilities 23,247 28,497
Stockholders' equity:
Common stock 143,684 143,256
Capital in excess of par value 156,630 151,746
Retained earnings 1,012,384 943,704
Total stockholders' equity 1,312,698 1,238,706
3,192,508 2,823,071
see accompanying notes
</TABLE>
<PAGE>
Southwest Airlines Co.
CONDENSED CONSOLIDATED STATEMENT OF INCOME
(in thousands except per share amounts)
(unaudited)
<TABLE>
<CAPTION>
Three months ended Six months ended
June 30, June 30,
1995 1994 1995 1994
<S> <C> <C> <C> <C>
Operating revenues:
Passenger $710,275 $637,979 $1,307,103 $1,234,981
Freight 16,120 13,220 31,005 26,019
Other 11,810 9,857 21,096 19,468
Total operating
revenues $738,205 661,056 1,359,204 1,280,468
Operating expenses:
Salaries, wages, and
benefits 217,258 189,923 420,830 367,838
Fuel and oil 88,880 73,517 172,056 148,487
Maintenance materials
and repairs 52,580 43,741 104,253 93,643
Agency commissions 31,230 35,085 60,745 69,623
Aircraft rentals 42,065 31,202 80,480 62,027
Landing fees and other
rentals 39,443 36,864 79,976 72,988
Depreciation 38,209 33,814 75,556 66,290
Other operating expenses 125,115 115,076 238,474 221,692
Total operating expenses 634,780 559,222 1,232,370 1,102,588
Operating income 103,425 101,834 126,834 177,880
Other expenses (income):
Interest expense 15,087 13,153 28,773 27,132
Capitalization interest (8,415) (6,307) (16,900) (11,816)
Interest income (5,518) (2,031) (7,410) (4,145)
Nonoperating losses
(gains), net 1,470 (137) 1,536 15
Total other expense 2,624 4,678 5,999 11,186
Income before income taxes 100,801 97,156 120,835 166,694
Provision for income taxes 41,077 38,634 49,285 66,325
Net income $59,724 $58,522 $71,550 $100,369
Weighted average common
and common equivalent
shares outstanding 147,348 147,374 146,940 147,487
Net income per common and
common equivalent share $.41 $.40 $.49 $.68
See accompanying notes.
</TABLE>
<PAGE>
Southwest Airlines Co.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(in thousands)
(unaudited)
<TABLE>
<CAPTION>
Three months ended Six months ended
June 30, June 30,
1995 1994 1995 1994
<S> <C> <C> <C> <C>
Net cash provided by
operating activities $193,792 $129,560 $298,203 $252,154
Investing activities:
Net purchases of
property and equipment (157,012) (252,196) (358,286) (373,461)
Financing activities:
Issuance of long-term debt - - 98,811 -
Payment of long-term debt
and capital lease
obligations (1,615) (1,637) (5,027) (59,504)
Payment of cash
dividends (1,436) (1,430) (4,303) (2,858)
Proceeds from aircraft sale
and leaseback
transactions $191,650 - $191,650 -
Proceeds from Employee
stock plans 2,770 2,021 5,312 4,665
Net cash provided by
(used in) financing
activities 191,369 (1,046) 286,443 (57,697)
Net increase (decrease) in
cash and cash equivalents 228,149 (123,682) 226,360 (179,004)
Cash and cash equivalents at
beginning of period 172,749 240,249 174,538 295,571
Cash and cash equivalents at
end of period $400,898 $116,567 $400,898 $116,567
Cash payments for:
Interest, net of amount
capitalized - - $11,111 $16,607
Income taxes $5,996 $28,314 $7,827 $37,510
See accompanying notes.
</TABLE>
<PAGE>
SOUTHWEST AIRLINES CO.
Notes to Condensed Consolidated Financial Statements
1. Basis of presentation - The accompanying unaudited
condensed consolidated financial statements have been prepared in
accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form
10-Q and Article 10 of Regulation S-X. Accordingly, they do not
include all of the information and footnotes required by
generally accepted accounting principles for complete financial
statements. The condensed consolidated financial statements
for the interim periods ended June 30, 1995 and 1994 include all
adjustments (which include only normal recurring adjustments)
which are, in the opinion of management, necessary for a fair
presentation of the results for the interim periods. Operating
results for the three and six month periods ended June 30, 1995
are not necessarily indicative of the results that may be
expected for the year ended December 31, 1995. For further
information, refer to the consolidated financial statements and
footnotes thereto included in the Southwest Airlines Co. annual
report on Form 10-K for the year ended December 31, 1994.
2. Dividends - During the three month periods ended June
30, 1995, March 31,1995, June 30, 1994, and March 31, 1994,
dividends of $.01 were declared on the 143,648,993, 143,411,223,
143,042,383 and 142,856,850 shares of common stock then
outstanding, respectively.
3. Long-term debt - During March 1995, the Company issued
$100 million of 8% senior unsecured notes due March 2005.
Interest on the Notes is payable semi-annually on March 1 and
September 1, commencing September 1, 1995. The Notes may not be
redeemed prior to maturity.
4. Leases - During and subsequent to the end of second
quarter 1995, the Company completed transactions for the sale and
leaseback of six and two new Boeing 737 aircraft, respectively.
The lease terms, which require periodic lease payments through
2019, increased the Company's commitments for operating leases by
$485 million.
5. Reclassifications - Certain prior year amounts have
been reclassified for comparison purposes.
Item 2. Management's Discussion and Analysis of Results of
Operations and Financial Condition
Comparative Consolidated Operating Statistics
Relevant operating statistics for the three and six month
periods ended June 30, 1995 and 1994 are as follows:
<PAGE>
<TABLE>
<CAPTION>
Three months ended Six months ended
June 30, June 30,
1995 1994 1995 1994
<S> <C> <C> <C> <C>
Revenue passengers
carried 11,513,556 10,773,624 21,617,113 20,693,465
Revenue passenger miles
(RPMs) (000s) 5,992,044 5,454,546 11,198,329 10,496,351
Available seat miles
(ASMs) (000s) 8,923,859 7,793,554 17,447,197 15,334,297
Load factor 67.1% 70.0% 64.2% 68.5%
Average length of
passenger haul 520 506 518 507
Trips flown 170,010 151,858 333,795 299,466
Average passenger fare $61.69 $59.22 $60.47 $59.68
Passenger revenue yield
per RPM $.1185 $.1170 $.1167 $.1177
Operating revenue yield
per ASM $.0827 $.0848 $.0779 $.0835
Operating expenses
per ASM $.0711 $.0718 $.0706 $.0719
Average fuel cost
per gallon $.5437 $.5119 $.5374 $.5253
Number of employees at
period-end 18,985 15,796 18,985 15,796
Size of fleet at
period-end 210 189 210 189
</TABLE>
<PAGE>
Material Changes in Results of Operations
Consolidated net income for the three months ended June 30,
1995 was $59.7 million ($.41 per share) compared with $58.5
million ($.40 per share) earned in second quarter 1994.
Consolidated operating revenues increased 11.7 percent for
the second quarter of 1995 and 6.1 percent for the six months
ended June 30, 1995, as compared to the corresponding periods of
the prior year, primarily as a result of an 11.3 percent and 5.8
percent increase, respectively, in consolidated passenger
revenues. The increase in passenger revenues resulted from a 9.9
percent and 6.7 percent increase in revenue passenger miles
(RPMs) for the three and six month periods ended June 30, 1995,
respectively.
Available seat miles (ASMs) increased 14.5 percent and 13.8
percent in second quarter 1995 and the six month period ended
June 30, 1995, respectively, resulting in load factors of 67.1
percent and 64.2 percent for these same periods. The passenger
revenue yield per RPM increased 1.3 percent to $.1185 for the
three months ended June 30, 1995 and decreased .8 percent to
$.1167 for the six months ended June 30, 1995.
The second quarter 1995 load factor and revenue yield per
RPM were considerably stronger than first quarter 1995 results of
61.1 percent and $.1146, respectively. This improved performance
is primarily due to the resolution of fourth quarter 1994 and
first quarter 1995 reservation system capacity issues, increased
fares, enhanced revenue management, and continued development of
our new markets. While revenue yield rebounded in second quarter
1995, and positive comparisons are expected for third quarter 1995,
load factor continues to lag behind last year. However, year over
year load factor comparisons should continue to improve in the
third quarter, based on current traffic trends and aggressive
adjustments made to our schedule in late second quarter 1995 to
eliminate certain unproductive weekend flights. Non-fuel unit
cost comparisons will be negatively impacted by these schedule
changes and will, most likely, be higher than year-ago unit costs
by as much as two percent, due to lower aircraft utilization.
Consolidated freight revenues increased 21.9 percent in the
second quarter of 1995 and 19.2 percent for the six months ended
June 30, 1995 as compared to the same periods of the prior year,
primarily due to increased capacity. Other revenues increased
19.8 percent in the second quarter 1995 and 8.4 percent for the
six months ended June 30, 1995, primarily due to increased charter
and inflight service revenues.
Operating expenses per ASM decreased 1.0 percent for the
three months and 1.8 percent for the six months ended June 30,
1995 as follows:
<PAGE>
Southwest Airlines Co.
Consolidated Operating Expenses per ASM
(in cents except percent change)
<TABLE>
<CAPTION>
Three months ended
June 30,
Increase Percent
1995 1994 (decrease) change
<S> <C> <C> <C> <C>
Salaries, wages, and benefits 2.15 2.15 - -
Profitsharing and Employee
savings plans .28 .29 <.01> <3.4>
Fuel and oil 1.00 .94 .06 6.4
Maintenance materials
and repairs .59 .56 .03 5.4
Agency commissions .35 .45 <.10> <22.2>
Aircraft rentals .47 .40 .07 17.5
Landing fees and other rentals .44 .47 <.03> <6.4>
Depreciation .43 .43 - -
Other operating expenses 1.40 1.49 <.09> <6.0>
Total 7.11 7.18 <.07> <1.0>
</TABLE>
<TABLE>
<CAPTION>
Six months ended
June 30,
Increase Percent
1995 1994 (decrease) change
<S> <C> <C> <C> <C>
Salaries, wages and benefits 2.21 2.14 .07 3.3
Profitsharing and Employee
savings plans .20 .26 <.06> <23.1>
Fuel and oil .99 .97 .02 2.1
Maintenance materials
and repairs .60 .61 <.01> <1.6>
Agency commissions .35 .45 <.10> <22.2>
Aircraft rentals .46 .40 .06 15.0
Landing fees and other rentals .46 .48 <.02> <4.2>
Depreciation .43 .43 -
Other operating expenses 1.36 1.45 <.09> <6.2>
Total 7.06 7.19 <.13> <1.8>
</TABLE>
<PAGE>
Salaries, wages, and benefits per ASM were flat for the
three months ended June 30, 1995 and increased 3.3 percent for
the six months ended June 30, 1995 compared to prior year
periods. These year over year comparisons are negatively
impacted primarily by first half 1994 increases in headcount
necessary to transition Morris Air operational functions, which
in some instances were performed by outside vendors, to
Southwest.
Fleet service employees are subject to an agreement with the
Ramp, Operations and Provisioning Association, which became
amendable in December 1994 and is currently in negotiation.
Profitsharing and Employee savings plans expense per ASM
decreased 3.4 percent and 23.1 percent for the three months and
six months ended June 30, 1995, respectively, as compared to the
corresponding periods of the prior year primarily due to lower
operating income per ASM.
Fuel and oil expense per ASM increased 6.4 percent and
2.1 percent in second quarter 1995 and the six month period then
ended due to higher jet fuel prices. The average price paid for
fuel in the three month and six month periods ended June 30, 1995
increased 6.2 percent and 2.3 percent, respectively, over the
corresponding periods in 1994. Since the end of second quarter
1995, fuel prices have averaged approximately $.53 per gallon.
Maintenance materials and repairs per ASM increased 5.4
percent in second quarter 1995 as compared to the respective
period of 1994 primarily as a result of performing more engine
overhauls during second quarter 1995.
Agency commissions per ASM decreased by 22.2 percent for the
three month and six month periods ended June 30, 1995, as
compared to the corresponding periods of 1994. As a result of
1994 and first quarter 1995 enhancements to Southwest's ticket
delivery systems for direct Customers, as described below, the
travel agency sales mix decreased from approximately 55 percent
of total passenger sales in second quarter 1994 to 45 percent in
second quarter 1995. The Company expects to maintain this travel
agency sales mix in third quarter 1995.
In response to actions taken by our competitor-owned
reservations systems, we reduced our operating costs and enhanced
our ticket delivery systems by developing our own Southwest
Airlines Air Travel ("SWAT") system, allowing high-volume travel
agents direct access to reservations; introduced overnight ticket
delivery for travel agents; reduced to three the number of
advanced days reservations required for overnight delivery of
tickets to customers (Ticket By Mail); developed our own
Ticketless system, which was rolled out system-wide on January
31, 1995; and effective March 30, 1995, subscribed to a new level
of service with SABRE that allows SABRE travel agencies to
electronically pursue other cost-effective solutions for
automating non-SABRE travel agency bookings.
Aircraft rentals per ASM increased 17.5 percent and 15.0
percent for the three month and six month periods ended June 30,
1995, compared to the corresponding periods of 1994. The
increase was primarily due to the sale/leaseback financing of six
aircraft with long-term operating leases during April 1995 and a
higher percentage of the fleet being leased aircraft.
Other operating expenses per ASM decreased 6.0 percent and
6.2 percent for the three and six month periods ended June 30,
1995, respectively. These decreases were primarily due to
operating efficiencies resulting from the transition of Morris
operational functions to Southwest, commencing first quarter
1994.
Other expenses (income) for the three months and six months
ended June 30, 1995 included interest expense, interest income,
and nonoperating gains and losses. Interest expense increased in
the first half of 1995 as compared to the first half of 1994 due
to the March 1995 issuance of $100 million of 8 percent senior
unsecured Notes due March 2005. Capitalized interest increased
for the three month and six month periods ended June 30, 1995 as
a result of increased aircraft progress payments as compared to
the same periods of the prior year. Interest income increased
for the three and six months ended June 30, 1995 due to higher
invested cash balances and higher short-term interest rates.
Material Changes in Financial Condition
Net cash provided by operating activities was $193.8 million
for the three months ended June 30, 1995. During April 1995, the
Company generated $191.7 million from the sale/leaseback of six
Boeing 737 aircraft. During the twelve months ended June 30,
1995, cash of $458.7 million was provided from operations. This
cash was primarily used to finance aircraft-related expenditures
and provide working capital.
For the twelve months ended June 30, 1995, net capital
expenditures were $773.5 million, which were primarily used for
the purchase of 17 new and one used 737-300 aircraft, which had
been previously leased by Morris, and progress payments for
future aircraft deliveries.
As of June 30, 1995, the Company had authority by its Board
of Directors to purchase 3,750,000 shares of its common stock
from time to time on the open market. No shares have been
purchased pursuant to this authority since 1990.
The Company's contractual commitments at June 30, 1995 consist
primarily of scheduled aircraft acquisitions. Sixteen 737-300s are
scheduled for delivery in the remainder of 1995, 18 in 1996, and
10 in 1997. Four 737-700s are scheduled for delivery in 1997, 16
in 1998, 16 in 1999, 15 in 2000, and 12 in 2001. In addition, the
Company has options to purchase up to eleven 737-300s in 1997 and
up to sixty-three 737-700s during 1998-2004. The Company has the
option, which must be exercised two years prior to the contractual
delivery date, to substitute 737-400s or 737-500s for the 737-
300s to be delivered during 1997 and 737-600s or 737-800s for the
737-700s delivered subsequent to 1999. In July 1995, the Company
exercised an option to purchase three 737-300s to be delivered
in 1997. Aggregate funding needed for these commitments,
including the three 1997 option aircraft, is approximately
$2,886.7 million at June 30, 1995 due as follows: $371.1 million
in 1995; $506.3 million in 1996; $506.5 million in 1997; $445.4
million in 1998; $452.9 million in 1999; $366.0 million in 2000;
and $238.5 million in 2001.
The Company has various options available to meet its
capital and operating commitments, including cash on hand at June
30, 1995 of $400.9 million, $64 million from the July 1995
sale/leaseback of two new 737-300 aircraft, and a $460 million
revolving credit line with a group of banks. In addition, the
Company will also consider various external financing options to
maximize earnings and cash flows and maintain a strong capital
structure.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
The Company has received examination reports from
the Internal Revenue Service proposing certain
adjustments to Southwest's income tax returns for 1987
through 1991. The adjustments relate to certain types
of aircraft financings consummated by Southwest, as
well as other members of the aviation industry, during
that time period. Southwest intends to vigorously
protest the adjustments made with which it does not
agree. The industry's difference with the IRS involves
complex issues of law and fact which are likely to take
a substantial period of time to resolve. Management
believes that final resolution of such protest will not
have a materially adverse effect upon the results of
operations of Southwest.
Item 2. Changes in Securities
None
Item 3. Defaults upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
The Company's Annual Meeting of Shareholders was held
on May 18, 1995. At the meeting 74,641,807 shares of
stock were voted against a shareholders proposal
requesting that the Board of Directors commit
Southwest to the goal of creating a "high-performance
workplace", 13,539,321 shares were voted for the
proposal, 6,227,637 abstained, and there were 28,817,321
broker non-votes.
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
a) Exhibits
(11) Computation of Earnings Per Share
(27) Financial Data Schedule
b) Reports on Form 8-K
No reports on Form 8-K were filed during
the quarter.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned thereunto duly authorized.
SOUTHWEST AIRLINES CO.
<TABLE>
<S> <C>
August 9, 1995 /s/ Gary C. Kelly
Date Gary C. Kelly
Vice President - Finance and
Chief Financial Officer
(Principal Financial and
Accounting Officer)
</TABLE>
<TABLE>
<CAPTION>
EXHIBIT (11)
Page 1 of 4
Southwest Airlines Co.
Computation of Earnings Per Share
For the Three Months Ended June 30, 1995
Fully
Primary Diluted
<S> <C> <C>
Weighted average shares outstanding 143,606,941 143,606,941
Shares issuable upon exercise of
outstanding stock options
(treasury stock method) 3,740,600 3,859,725
Weighted average common and common
equivalent shares 147,347,541 147,466,666
Earnings for per share computations $59,724,000 $59,724,000
Earnings per common and common
equivalent share $0.41 $0.41
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
EXHIBIT (11)
Page 2 of 4
Southwest Airlines Co.
Computation of Earnings Per Share
For the Three Months Ended June 30, 1994
Fully
Primary Diluted
<S> <C> <C>
Weighted average shares outstanding 143,001,902 143,001,902
Shares issuable upon exercise of
outstanding stock options
(treasury stock method) 4,372,576 4,372,576
Weighted average common and common
equivalent shares 147,374,478 147,374,478
Earnings for per share computations $58,522,000 $58,522,000
Earnings per common and common
equivalent share $0.40 $0.40
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
EXHIBIT (11)
Page 3 of 4
Southwest Airlines Co.
Computation of Earnings Per Share
For the Six Months Ended June 30, 1995
Fully
Primary Diluted
<S> <C> <C>
Equivalent shares outstanding
at March 31, 1995 146,532,231 146,532,231
Equivalent shares outstanding
at June 30, 1995 147,347,541 147,466,666
Total Shares outstanding 293,879,772 293,998,897
Average number of equivalent shares
outstanding 146,939,886 146,999,449
Earnings for per share computations $71,550,000 $71,550,000
Earnings per common and common
equivalent share $0.49 $0.49
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
EXHIBIT (11)
Page 4 of 4
Southwest Airlines Co.
Computation of Earnings Per Share
For the Six Months Ended June 30, 1994
Fully
Primary Diluted
<S> <C> <C>
Equivalent shares outstanding at
March 31, 1994 147,600,272 147,601,742
Equivalent shares outstanding at
June 30, 1994 147,347,478 147,374,478
Total Shares outstanding 294,974,750 294,976,220
Average number of equivalent
shares outstanding 147,487,375 147,488,110
Earnings for per share computations $100,369,000 $100,369,000
Earnings per common and common
equivalent share $0.68 $0.68
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> JUN-30-1995
<CASH> 400,898
<SECURITIES> 0
<RECEIVABLES> 93,426
<ALLOWANCES> 0
<INVENTORY> 39,760
<CURRENT-ASSETS> 567,120
<PP&E> 3,543,696
<DEPRECIATION> 921,368
<TOTAL-ASSETS> 3,192,508
<CURRENT-LIABILITIES> 689,232
<BONDS> 0
<COMMON> 143,684
0
0
<OTHER-SE> 1,169,014
<TOTAL-LIABILITY-AND-EQUITY> 3,192,508
<SALES> 0
<TOTAL-REVENUES> 1,359,204
<CGS> 0
<TOTAL-COSTS> 1,232,370
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 28,773
<INCOME-PRETAX> 120,835
<INCOME-TAX> 49,285
<INCOME-CONTINUING> 71,550
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 71,550
<EPS-PRIMARY> .49
<EPS-DILUTED> .49
</TABLE>
