<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Commission file number: 1-13298
ZEIGLER COAL HOLDING COMPANY
(Exact name of registrant as specified in its charter)
DELAWARE 36-3344449
(State of incorporation) (I.R.S. Employer Identification No.)
50 JEROME LANE
FAIRVIEW HEIGHTS, ILLINOIS 62208 (618)394-2400
(Address of principal (Zip Code) (Registrant's telephone
executive offices) 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 report(s), and (2) has been subject to
such filing requirements for the past 90 days. [x] Yes [ ] No
As of May 9, 1997, a total of 28,326,361 shares of the Registrant's common
stock were outstanding.
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ZEIGLER COAL HOLDING COMPANY
FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1997
TABLE OF CONTENTS
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<CAPTION>
ITEM PAGE
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PART I
1 FINANCIAL STATEMENTS:
Condensed Consolidated Statements of Operations - Three Months
Ended March 31, 1997 and 1996 .............................. 2
Condensed Consolidated Balance Sheets - March 31, 1997 and
December 31, 1996.......................................... 3
Condensed Consolidated Statements of Cash Flows - Three Months
Ended March 31, 1997 and 1996 .............................. 5
Notes to Condensed Consolidated Financial Statements ......... 6
2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS .......................................... 7
PART II
1 LEGAL PROCEEDINGS ................................................... 9
6 EXHIBITS AND REPORTS ON FORM 8-K .................................... 10
SIGNATURES ............................................................... 11
</TABLE>
i
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PART 1 - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
(See following pages.)
1
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ZEIGLER COAL HOLDING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Amounts in thousands, except per share amounts)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
---------
1997 1996
---- ----
(Unaudited) (Unaudited)
REVENUES:
<S> <C> <C>
Coal sales .................................... $152,152 $172,923
Other revenues ................................ 12,500 8,095
-------- --------
Total revenues .............................. 164,652 181,018
-------- --------
COSTS AND EXPENSES:
Cost of coal sales ............................ 128,231 153,026
Selling, general and administrative expenses .. 5,272 4,658
Other costs and expenses ...................... 11,168 5,372
-------- --------
Total costs and expenses .................... 144,671 163,056
-------- --------
OPERATING EARNINGS ............................ 19,981 17,962
INTEREST EXPENSE .............................. 4,111 5,777
-------- --------
EARNINGS BEFORE TAXES ........................ 15,870 12,185
TAXES ......................................... 2,856 2,072
-------- --------
NET EARNINGS .................................. $ 13,014 $ 10,113
======== ========
WEIGHTED AVERAGE SHARES OUTSTANDING ........... 28,395 28,356
======== ========
EARNINGS PER COMMON SHARE .................... $ 0.46 $ 0.36
======== ========
</TABLE>
See notes to condensed consolidated financial statements.
2
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ZEIGLER COAL HOLDING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands, except per share amounts)
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
---- ----
(Unaudited) *
ASSETS
------
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents ....................................... $ 117,348 $ 108,321
Receivables:
Trade accounts receivable (net of allowances of $2,862 and
$2,840) ..................................................... 53,830 51,122
Other receivables ............................................. 6,013 3,974
----------- -----------
Total receivables, net ..................................... 59,843 55,096
Inventories:
Coal finished goods ............................................. 12,065 12,525
Coal work in process ............................................ 9,400 8,744
Mine supplies ................................................... 19,860 20,093
----------- -----------
Total inventories .......................................... 41,325 41,362
Other current assets .............................................. 14,184 13,173
---------- ----------
Total current assets ....................................... 232,700 217,952
---------- ----------
PROPERTY, PLANT AND EQUIPMENT:
Land and mineral rights ......................................... 627,408 627,369
Prepaid royalties ............................................... 21,980 21,705
Plant and equipment ............................................. 495,957 493,962
---------- ----------
Total at cost .............................................. 1,145,345 1,143,036
Less - Accumulated depreciation, depletion and amortization ..... (333,329) (324,166)
---------- ----------
Property, plant and equipment, net .............................. 812,016 818,870
---------- ----------
OTHER LONG-TERM ASSETS ............................................ 13,022 13,803
---------- ----------
TOTAL ASSETS ...................................................... $1,057,738 $1,050,625
========== ==========
</TABLE>
* Condensed from audited financial statements.
See notes to condensed consolidated financial statements.
3
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ZEIGLER COAL HOLDING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands, except per share amounts)
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
---- ----
(Unaudited) *
LIABILITIES AND SHAREHOLDERS' EQUITY
<S> <C> <C>
CURRENT LIABILITIES:
Accounts payable - trade ................................ $ 34,927 $ 38,895
Dividends payable ....................................... 2,130 2,128
Taxes payable ........................................... 27,716 24,740
Accrued payroll ......................................... 21,146 23,807
Other accrued expenses .................................. 48,772 43,452
---------- ----------
Total current liabilities ......................... 134,691 133,022
LONG-TERM DEBT ............................................ 344,770 344,770
ACCRUED POSTRETIREMENT BENEFIT OBLIGATIONS ................ 247,398 245,385
ACCRUED PNEUMOCONIOSIS BENEFITS ........................... 45,134 46,256
ACCRUED MINE CLOSING COSTS ................................ 70,368 75,663
DEFERRED TAXES ............................................ 14,771 13,033
OTHER LONG-TERM LIABILITIES ............................... 56,747 59,890
COMMITMENTS AND CONTINGENCIES ............................. - -
---------- ----------
Total liabilities ................................. 913,879 918,019
---------- ----------
SHAREHOLDERS' EQUITY:
Common stock - $0.01 par value - authorized shares,
50,000; issued shares, 28,404 at March 31, 1997 and
28,377 at December 31, 1996............................ 284 284
Capital in excess of par value .......................... 72,576 72,191
Retained earnings ....................................... 70,999 60,131
---------- ----------
Total shareholders' equity ........................ 143,859 132,606
---------- ----------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY ................ $1,057,738 $1,050,625
========== ==========
</TABLE>
* Condensed from audited financial statements.
See notes to condensed consolidated financial statements.
4
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ZEIGLER COAL HOLDING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
---------
1997 1996
---- ----
(Unaudited) (Unaudited)
<S> <C> <C>
OPERATING ACTIVITIES:
Net earnings ...................................................... $ 13,014 $ 10,113
-------- --------
Adjustments for differences between net earnings and cash
flows from operating activities:
Depreciation, depletion and other amortization ................ 14,348 14,896
Mine closing costs ............................................ (5,615) (2,554)
Stock appreciation units ...................................... (3,534) (3,349)
Deferred taxes ................................................ 1,849 1,341
Gain on sales of property, plant and equipment ................ (2,290) (642)
Other, net .................................................... (1,765) (1,658)
Changes in working capital components:
Increase in receivables ..................................... (2,572) (6,404)
Increase in inventories ..................................... (98) (2,954)
Increase in other current assets ............................ (1,124) (8,493)
Decrease in accounts payable - trade ........................ (3,968) (7,074)
Increase in accrued expenses and other current
liabilities ............................................... 13,169 25,584
-------- --------
Net decrease in working capital ......................... 5,407 659
-------- --------
Total adjustments to net earnings.............................. 8,400 8,693
-------- --------
Net cash provided by operating activities ....................... 21,414 18,806
-------- --------
INVESTING ACTIVITIES:
Additions to property, plant and equipment ........................ (8,787) (7,011)
Cash paid for sale of Indiana assets .............................. (4,000) (7,000)
Proceeds from sales of property, plant and equipment .............. 2,159 1,051
-------- --------
Net cash used in investing activities ........................... (10,628) (12,960)
-------- --------
FINANCING ACTIVITIES:
Payment of dividends .............................................. (2,128) (1,418)
Other ............................................................. 369 23
-------- --------
Net cash used in financing activities ........................... (1,759) (1,395)
-------- --------
Net increase in cash and cash equivalents ....................... 9,027 4,451
Cash and cash equivalents, beginning of period .................. 108,321 13,119
-------- --------
Cash and cash equivalents, end of period ........................ $117,348 $ 17,570
======== ========
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash (received) paid for interest, net of amounts capitalized ..... $(221) $1,465
Cash paid (received) for income taxes, net of refunds ............. 147 (527)
</TABLE>
See notes to condensed consolidated financial statements.
5
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ZEIGLER COAL HOLDING COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. BASIS OF PRESENTATION
The accompanying condensed consolidated financial statements of Zeigler
Coal Holding Company and subsidiaries (the "Company") at March 31, 1997 and
1996 and for the three month periods then ended, and the notes thereto, are
unaudited and do not include all of the disclosures required under generally
accepted accounting principles. However, in the opinion of management, all
adjustments which are necessary for a fair presentation of the financial
statements have been included. These financial statements should be read in
conjunction with the audited consolidated financial statements at December 31,
1996 and for the year then ended.
The results of operations for the three month period ended March 31, 1997
are not necessarily indicative of the results to be expected for the full year.
2. INVENTORIES
Inventories have been valued using the average cost method and are stated
at the lower of cost or market.
3. NET EARNINGS PER COMMON SHARE
Net earnings per common share is determined by dividing the weighted
average number of common shares outstanding during the period into net
earnings.
4. CONTINGENCIES
See Part II, Item 1., "Legal Proceedings".
5. RECLASSIFICATIONS
Certain prior year amounts have been reclassified to conform with the
current year presentation.
6
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
THREE MONTHS ENDED MARCH 31, 1997 COMPARED TO
THE THREE MONTHS ENDED MARCH 31, 1996
RESULTS OF OPERATIONS
COAL OPERATIONS
Coal sales totaled $152.2 million in the first quarter of 1997, a decrease
of 12% compared to the first quarter of 1996. This decline was largely due to
the 1996 closings of two high-sulfur coal mines in Illinois, Old Ben Mine #24
and Old Ben Mine #26; the October 1996 closing of Old Ben Mine #20 in West
Virginia; and the December 1996 expiration of Triton Coal Company's
above-market coal supply contract with Western Farmers Electric Cooperative.
Operating earnings from coal operations increased 21% to $24.0 million in
the first quarter of 1997. This increase reflected productivity improvements,
cost containment, and revised estimates of mine closing obligations. These
factors were partially offset by reduced operating earnings related to the
decline in coal sales described above.
Quarter Ended March 31,
--------------------------
1997 1996
------- -------
(In millions)
Coal sales $152.2 $172.9
Cost of coal sales 128.2 153.0
------ ------
Operating earnings $ 24.0 $ 19.9
====== ======
Tons sold 8.5 9.0
OTHER OPERATIONS
Other revenues for the first three months of 1997 and 1996 were largely
derived from electricity and natural gas trading, terminalling, royalties and
rents from land and mineral interests, and sales of surplus properties. The
increase in other revenues and other costs and expenses in the first three
months of 1997 compared to the same period in 1996 primarily reflected the
commencement of trading activities at EnerZ Corporation, the Company's new
energy trading and marketing subsidiary.
Quarter Ended March 31,
--------------------------
1997 1996
------- -------
(In millions)
Other revenues $ 12.5 $ 8.1
Other costs and expenses 11.2 5.4
------ ------
Operating earnings $ 1.3 $ 2.7
====== ======
7
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INTEREST EXPENSE
Interest expense (net) decreased $1.7 million in 1997 primarily due to
interest earned on higher cash balances.
TAXES
Higher pretax earnings were chiefly responsible for the increase in taxes
from the first quarter of 1996 to 1997. The Company's effective tax rate was
18% in 1997, and 17% in 1996, mainly due to greater use of tax carryforwards
in both years.
FINANCIAL CONDITION
The Company's operations continue to be a major source of liquidity. At
March 31, 1997, cash and cash equivalents totaled $117.3 million. Working
capital amounted to $98.0 million at that date. Net cash provided by operating
activities rose to $21.4 million in the first quarter of 1997, compared to
$18.8 million for the same period of 1996. This improvement was primarily due
to lower accounts receivable and inventory balances at March 31, 1997, in
addition to interest earned on higher cash balances.
Net cash used in investing activities totaled $10.6 million during the
first quarter of 1997, compared to $13.0 million for the same period in 1996.
This decrease reflected a larger cash payment in 1996 related to the sale of
two mines in Indiana. The Company expects capital additions during 1997 to
total approximately $90.0 million to $100.0 million, including approximately
$50.0 million for continued development of the North Rochelle mine. This
excludes acquisitions and anticipated expenditures associated with development
of the proposed commercial LFC plant in the Powder River Basin.
Net cash used in financing activities totaled $1.8 million in the first
three months of 1997 compared to $1.4 million for the same period of 1996,
primarily due to higher dividend payments in 1997. At March 31, 1997, the
Company's net debt to total capital was 61% compared to 78% at March 31, 1996,
largely due to increased earnings and cash flows.
Other sources of liquidity included a $200.0 million revolving credit
facility. At March 31, 1997, the Company had used $37.3 million for outstanding
letters of credit issued under this facility. Also, at that date, the Company
was negotiating a new credit facility to replace the existing Credit Agreement.
The Company believes that it has the financial resources and borrowing capacity
needed to meet business requirements in the foreseeable future.
OUTLOOK
"Safe Harbor" Statement Under the Private Securities Litigation Reform Act
of 1995 - The following Outlook and other items of this Report on Form 10-Q
contain forward-looking statements that are subject to risks and uncertainties
inherent in the Company's business. The Company's actual results could differ
materially from those anticipated in these forward-looking statements as a
result of certain factors, including those set forth herein and elsewhere in
documents filed with the Securities and Exchange Commission, including, without
limitation, the Company's Forms 10-K and 10-Q. Forward-looking statements made
by the Company are used to describe business operations that fall into six
areas of operation. Those operations are subject to factors that can
negatively or positively affect the Company's results including, without
limitation, the following: weather; unexpected maintenance problems; variations
in coal seam thickness, amount of overburden, rock and other natural materials;
disruption of transportation services; labor problems; disputes and/or
interruption of deliveries under coal contracts due to circumstances affecting
the customer; permitting and other regulatory uncertainties; financing risks;
legal proceedings; engineering and construction risks; regulatory changes that
limit or slow the advance of deregulation in the utility marketplace;
competition in the wholesale power market; interruptions and uncertainties
relating to fuel supply and transportation; and other conditions.
8
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Estimates for 1997 - Management estimates that total 1997 revenues will
range between $700.0 and $750.0 million. Revenue growth in the power, asset
management, and environmental and engineering segments is expected to help
offset the decline in coal sales attributable to mine closings and contract
expirations. The Company's five largest customers are expected to account for
approximately 52% of total 1997 revenues.
Management has targeted further productivity gains in 1997 for the coal
segment, as well as reductions in reclamation, interest and long-term employee
benefit costs. Selling, general and administrative expenses are expected to
rise because of increased business development activity. The Company's
estimated effective tax rate for 1997 is approximately 18%. In addition to
planned capital expenditures described above, strategic investments will be
considered on a case-by-case basis. Depreciation, depletion and amortization
expense is expected to range between $60 and $70 million for the year.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company incorporates herein by reference the "Legal Proceedings"
section on page 28, and Note 16, beginning on page 60, of its Form 10-K for the
fiscal year ended December 31, 1996.
Shareholder Suits - On November 8, 1994, a shareholder of the Company
filed a class action suit, Barish, et al. v. Zeigler Coal Holding Co., et al.,
against the Company and three of its officers in U.S. District Court for the
Southern District of Illinois. The amended complaint in the matter contained
two counts pleading claims under Sections 10(b) and 20 of the Securities
Exchange Act of 1934 and Sections 11 and 15 of the Securities Act of 1933 and
generally alleged that the Company failed to disclose material facts regarding
its long-term supply contracts and a related dispute with Carolina Power &
Light Company, and that the Company and the individual defendants issued false
and misleading public statements in the initial public offering of September
29, 1994 and in a press release on October 28, 1994. The complaint sought
damages in an unspecified amount on behalf of all persons who purchased the
common stock of Zeigler in the public offering and on the open market from
September 29, 1994 to November 3, 1994. On March 10, 1995, a second class
action suit, Greenfield v. Reilly, et al., was filed in the U.S. District Court
for the Southern District of Illinois arising out of the same events and
transactions as the Barish action. In addition to the claims asserted against
the Company and certain of its officers in the Barish action, the complaint
asserted claims under Section 12(2) of the 1933 Act against the Company's lead
underwriters for its 1994 initial public offering and against a purported class
of all other underwriters who participated in the offering.
The two suits were subsequently consolidated, and the plaintiffs filed an
amended consolidated complaint. The Company and the individual defendants have
denied the allegations that they violated the federal securities laws and have
vigorously defended these cases. Following rulings denying defendants' motion
to dismiss and the plaintiffs' motion for certification of the case as a class
action, the Company and its insurer reached an agreement with plaintiffs'
counsel to settle the claims of all members of the putative class. The court
held a hearing on May 1, 1997, at which time it entered an order approving the
settlement and dismissing plaintiffs' complaint with prejudice. This
settlement will not have a material adverse effect on the Company's
consolidated results of operations or financial position.
Cajun Electric Power Cooperative - On December 21, 1994, Cajun Electric
Power Cooperative Inc. ("Cajun") filed with the U.S. Bankruptcy Court for the
Middle District of Louisiana (the "Bankruptcy Court") for voluntary
reorganization under Chapter 11 of the U.S. Bankruptcy Code. Triton Coal
Company has a requirements contract (the "Triton Contract") with Cajun through
Western Fuels Association, Inc., with a term extending through the life
of Big Cajun Plant No. 2. During 1996, Triton Coal Company shipped 5.0 million
tons of coal to Cajun (representing 3.0% of the Company's total consolidated
revenues), while 1995 shipments to Cajun totaled 5.8 million tons. To date
during the bankruptcy, Triton
9
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has continued to ship coal to Cajun and Cajun has continued to pay for such
coal. The price for coal sold under the Triton Contract is above the market
price for this coal. The Triton Contract provides for a price reopener
effective January 1, 1998.
An Appellate Court affirmed a District Court's ruling that a
court-appointed trustee will manage Cajun's affairs during the bankruptcy. At
this time, it appears likely that the trustee will reject the Triton Contract.
In the event that the contract is rejected, it may be necessary for Triton to
find other markets for this coal, including sales to the new operator of
Cajun's coal fired units.
Louisiana Generating LLC (an affiliate of the Company, Southern Energy,
Inc. and NRG Energy, Inc.) has executed an Amended and Restated Asset Purchase
and Reorganization Agreement to purchase substantially all of Cajun's
non-nuclear assets. This Agreement is incorporated in the trustee's plan of
reorganization, which is subject to Bankruptcy Court approval (including
evaluation of competing plans of reorganization) and a number of other
conditions. As a result of Louisiana Generating's entering into this
Agreement, Western Fuels Association, Inc. has formally requested certain
assurances regarding Triton Coal Company's performance under the Triton
Contract and informed the Company that it reserves the right to assert certain
claims against Triton Coal Company if the trustee rejects the Triton Contract.
Janet Saad-Cook et al. v. Zeigler Coal Holding Company and R. & F. Coal
Company - In March, 1995, plaintiff filed a lawsuit against the Company and its
subsidiary, R. & F. Coal Company. The complaint includes several causes of
action based on alleged actions of the defendant companies involving fraud,
deceit, misrepresentation, and tortuous breach of contract with respect to two
coal mining leases made among the plaintiffs and R. & F. Coal Company. The
plaintiffs' complaint has since been amended to add Bluegrass Coal Development
Company as a named defendant, to eliminate the allegations that the defendants'
behavior violated the U.S. Racketeer Influenced and Corrupt Organizations Act
and to include additional causes of action involving trespass and breach of
lease. The defendant companies have denied the allegations in the complaint,
believe they have meritorious defenses to plaintiffs' claims, and intend to
defend vigorously against the claims. The Company believes that Shell Oil
Company is obligated to indemnify the Company against any loss (over certain
minimum amounts) that the Company may incur as a result of plaintiffs' claims
in the litigation and has given Shell notice thereof in accordance with the
terms of the purchase agreement under which the Company acquired Shell Mining
companies. The Company believes that ultimate resolution of the claims in the
lawsuit will have no material adverse effect on the Company's consolidated
results of operations or financial position.
Other - Various lawsuits and claims, including those involving ordinary
routine matters incidental to its business, to which the Company and its
subsidiaries are a party, are pending, or have been asserted, against the
Company. Although the outcome of these matters cannot be predicted with
certainty, management believes that their disposition will not have materially
adverse effects on the Company's consolidated results of operations or
financial position.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a. Reports on Form 8-K
The Company filed no Reports on Form 8-K during the quarter ended March 31,
1997.
_____________
10
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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 hereunto duly authorized.
ZEIGLER COAL HOLDING COMPANY
----------------------------
(Registrant)
May 14, 1997 /s/ Paul D. Femmer
----------------------------
Paul D. Femmer
Controller
(Principal Accounting Officer
and duly authorized officer)
11
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM CONDENSED
CONSOLIDATED BALANCE SHEETS AS OF MARCH 31, 1997 AND DECEMBER 31, 1996 AND
STATEMENTS OF OPERATIONS FOR THE THREE MONTH PERIODS ENDED MARCH 31, 1997 AND
1996, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 117,348
<SECURITIES> 0
<RECEIVABLES> 59,843
<ALLOWANCES> 2,862
<INVENTORY> 41,325
<CURRENT-ASSETS> 232,700
<PP&E> 1,145,345
<DEPRECIATION> 333,329
<TOTAL-ASSETS> 1,057,738
<CURRENT-LIABILITIES> 134,691
<BONDS> 344,770
0
0
<COMMON> 284
<OTHER-SE> 143,575
<TOTAL-LIABILITY-AND-EQUITY> 1,057,738
<SALES> 152,152
<TOTAL-REVENUES> 164,652
<CGS> 128,231
<TOTAL-COSTS> 139,399
<OTHER-EXPENSES> 5,272
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 4,111
<INCOME-PRETAX> 15,870
<INCOME-TAX> 2,856
<INCOME-CONTINUING> 13,014
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 13,014
<EPS-PRIMARY> .46
<EPS-DILUTED> .46
</TABLE>
