<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549-1004
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 September 30, 1994
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
COMMISSION FILE NUMBER 1-4821
PITTWAY CORPORATION
(Exact Name of Registrant as Specified in its Charter)
DELAWARE 13-5616408
(State of Incorporation) (I.R.S. Employer Identification No.)
200 South Wacker Drive, Chicago, Illinois 60606-5802
(Address of Principal Executive Offices) (Zip Code)
312/831-1070
(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 (October 25, 1994).
Common Stock 2,626,024
Class A Stock 11,314,700
1
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PITTWAY CORPORATION AND SUBSIDIARIES
FORM 10-Q
QUARTER ENDED SEPTEMBER 30, 1994
INDEX
Page
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements
Consolidated Statement of Income -
Three Months and Nine Months Ended
September 30, 1994 and 1993 3
Consolidated Balance Sheet -
September 30, 1994 and December 31, 1993 4 - 5
Consolidated Statement of Cash Flows -
Nine Months Ended September 30, 1994 and 1993 6
Notes to Consolidated Financial Statements 7 - 10
ITEM 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations 10 - 11
PART II. OTHER INFORMATION
ITEM 1. Legal Proceedings 12 - 13
ITEM 6. Exhibits and Reports on Form 8-K 13
SIGNATURES 14
2
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PITTWAY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF INCOME
FOR THE THREE MONTHS AND NINE MONTHS ENDED SEPTEMBER 30, 1994 AND 1993
(Dollars in Thousands, Except Per Share Data)
(UNAUDITED)
Three Months Ended Nine Months Ended
September 30, September 30,
1994 1993 1994 1993
CONTINUING OPERATIONS:
Net Sales............................ $202,026 $165,296 $567,789 $475,487
Operating Expenses:
Cost of sales....................... 124,486 102,566 345,427 292,478
Selling, general and administrative. 58,946 49,800 170,666 146,550
Depreciation and amortization....... 5,226 4,421 15,077 12,761
188,658 156,787 531,170 451,789
Operating Income..................... 13,368 8,509 36,619 23,698
Other Income (Expense):
Gain on sale of investment.......... 19,506
Income from marketable securities
and other interest................. 913 501 2,872 2,005
Interest expense.................... (1,053) (634) (2,513) (2,229)
Income (loss) from investments...... (168) 597 1,114 1,741
Miscellaneous, net.................. 439 (103) 1,280 (170)
131 361 22,259 1,347
Income From Continuing Operations
Before Income Taxes................. 13,499 8,870 58,878 25,045
Provision For Income Taxes........... 5,203 3,711 23,217 10,240
INCOME FROM CONTINUING OPERATIONS.... 8,296 5,159 35,661 14,805
Income From Discontinued Operations.. 10,726
Income Before Cumulative Effect of
Changes in Accounting Principles.... 8,296 5,159 35,661 25,531
Cumulative Effect of Changes In
Accounting For Income Taxes and
Postretirement Benefits............. 1,535
NET INCOME........................... $ 8,296 $ 5,159 $ 35,661 $ 27,066
Per Share of Common and Class A Stock:
Income from continuing operations... $ .60 $ .37 $ 2.56 $ 1.06
Income from discontinued operations. .77
Cumulative effect of changes in
accounting principles.............. .11
Net Income.......................... $ .60 $ .37 $ 2.56 $ 1.94
Cash Dividends Declared Per Share:
Common.............................. $ .10 $ .10 $ .30 $ .35
Class A............................. $ .125 $ .125 $ .375 $ .425
Average Number of Shares Outstanding
(in thousands)...................... 13,941 13,941 13,941 13,941
See accompanying notes.
3
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PITTWAY CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
(Dollars in Thousands)
(UNAUDITED)
September 30, December 31,
1994 1993
ASSETS
CURRENT ASSETS:
Cash and equivalents.................... $ 1,940 $ 1,908
Marketable securities................... 37,708 31,407
Accounts and notes receivable, less
allowance for doubtful accounts of
$6,957 and $5,521..................... 139,377 115,947
Inventories............................. 120,061 100,065
Future income tax benefits.............. 15,479 15,232
Prepayments, deposits and other......... 10,196 7,974
324,761 272,533
PROPERTY, PLANT AND EQUIPMENT, at cost:
Buildings............................... 24,770 25,530
Machinery and equipment................. 152,790 132,168
177,560 157,698
Less: Accumulated depreciation.......... (90,973) (81,375)
86,587 76,323
Land.................................... 2,368 2,403
88,955 78,726
INVESTMENTS:
Real estate and other ventures.......... 53,245 51,153
Leveraged leases........................ 23,213 21,954
76,458 73,107
OTHER ASSETS:
Goodwill, less accumulated amortization
of $7,054 and $6,159.................. 40,238 40,357
Other intangibles, less accumulated
amortization of $9,415 and $8,288..... 6,404 6,658
Notes receivable........................ 5,365 5,362
Miscellaneous........................... 5,121 5,234
57,128 57,611
$547,302 $481,977
See accompanying notes.
4
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PITTWAY CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
(Dollars in Thousands)
(UNAUDITED)
September 30, December 31,
1994 1993
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Notes payable........................... $ 46,173 $ 30,859
Long-term debt due within one year...... 4,621 5,649
Dividends payable....................... 1,755 1,757
Accounts payable........................ 51,381 44,489
Accrued expenses........................ 41,165 33,744
Income taxes payable.................... 8,925 4,911
Retirement and deferred
compensation plans.................... 1,557 605
Unearned income......................... 5,048 5,320
160,625 127,334
LONG-TERM DEBT, less current maturities... 5,887 6,083
DEFERRED LIABILITIES:
Income taxes............................ 52,487 51,883
Other................................... 5,285 4,613
57,772 56,496
STOCKHOLDERS' EQUITY:
Preferred stock, none issued............
Common capital stock, $1 par value-
Common stock.......................... 2,626 2,626
Class A stock......................... 11,315 11,315
Capital in excess of par value.......... 28,348 28,348
Retained earnings....................... 284,258 253,628
Cumulative marketable securities
valuation adjustment.................. (1,162)
Cumulative foreign currency translation
adjustment............................ (2,367) (3,853)
323,018 292,064
$547,302 $481,977
See accompanying notes.
5
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PITTWAY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1994 AND 1993
(Dollars in Thousands)
(UNAUDITED)
1994 1993
Cash Flows From Continuing Operating Activities:
Income from continuing operations................ $ 35,661 $ 14,805
Adjustments for noncash items included in
income from continuing operations:
Depreciation and amortization.................. 15,077 12,761
Gain on sale of investment, net of taxes....... (11,776)
Deferred income taxes.......................... 1,426 3,057
Retirement and deferred compensation plans..... 1,635 (119)
Income from investments adjusted for
cash distributions received................... (888) (1,581)
Provision for losses on accounts receivable.... 2,222 2,616
Change in assets and liabilities, excluding
effects from acquisitions and foreign
currency adjustments:
Increase in accounts and notes receivable... (24,204) (19,788)
Increase in inventories..................... (18,536) (10,953)
Increase in accounts payable
and accrued expenses....................... 11,632 3,740
Increase in income taxes payable............ 5,724 6,460
Other changes, net.......................... (3,455) (3,378)
Net cash provided by continuing operations....... 14,518 7,620
Cash Flows From Investing Activities:
Capital expenditures............................. (22,916) (18,345)
Proceeds from the sale of investment, net of
taxes of $9,730................................ 14,776
Proceeds from the sale of marketable securities.. 27,949 33,172
Purchases of marketable securities............... (35,933) (31,254)
Disposition of property and equipment............ 1,144 402
Additions to investments......................... (7,546) (11,094)
Collections of notes receivable.................. 1,054 3,677
Net assets of businesses acquired, net of cash... (1,444) (2,952)
Net cash used in investing activities............ (22,916) (26,394)
Cash Flows From Financing Activities:
Net increase in notes payable.................... 15,021 31,566
Proceeds of long-term debt....................... 3,614 582
Repayments of long-term debt..................... (5,372) (5,291)
Dividends paid................................... (5,032) (4,048)
Net cash provided by financing activities........ 8,231 22,809
Effect of Exchange Rate Changes on Cash ........... 199 (121)
Net Cash Used In Discontinued Operations........... (4,666)
Increase (Decrease) in Cash and Equivalents........ 32 (752)
Cash and Equivalents at Beginning of Period........ 1,908 3,638
Cash and Equivalents at End of Period.............. $ 1,940 $ 2,886
See accompanying notes.
=============================================================================
Supplemental cash flow disclosure: 1994 1993
Interest paid.................................... $ 2,597 $ 2,468
Income taxes paid................................ 18,138 7,329
6
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PITTWAY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in Thousands, Unaudited)
Note 1. Basis of Presentation
The accompanying consolidated financial statements include the accounts of
Pittway and its majority-owned subsidiaries (the "Company" or "Registrant").
Summarized financial information for the limited real estate partnership
ventures and other affiliates is omitted because, when considered in the
aggregate, they do not constitute a significant subsidiary. Certain prior
year amounts have been reclassified to conform to the current year
classification.
The accompanying consolidated financial statements are unaudited but reflect
all adjustments of a normal recurring nature which are, in the opinion of
management, necessary for a fair presentation of the financial statements
contained herein. However, the financial statements and related notes do not
include all disclosures normally provided in the Company's Annual Report on
Form 10-K. Accordingly, these financial statements and related notes should
be read in conjunction with the Company's Annual Report on Form 10-K for the
year ended December 31, 1993.
Note 2. Changes in Accounting Principles
On January 1, 1994 the Company adopted the provisions of Statement of
Financial Accounting Standards ("SFAS") No. 115, "Accounting for Certain
Investments in Debt and Equity Securities", which requires the Company to
record its investments in certain debt and equity securities available-for-
sale at market value. Changes in market value for these securities are to be
reported, net of tax, in a separate component of stockholders' equity until
realized. Prior to the adoption of SFAS No. 115, these securities were
valued at the lower of aggregate cost or market. SFAS No. 115 does not apply
to investments accounted for using the equity method or for which readily
determinable market values are not available. As a result of adopting SFAS
No. 115, a $141 unrealized gain, net of tax, was recorded to stockholders'
equity at January 1, 1994. The adoption of this statement had no impact on
net income and prior year financial statements are not restated.
On January 1, 1993 the Company adopted the provisions of SFAS No. 106,
"Employers' Accounting for Postretirement Benefits Other than Pensions", and
SFAS No. 109, "Accounting for Income Taxes". The cumulative effect of the
changes in accounting principles on years prior to 1993 was a $1,965 benefit
for income taxes and a $430 after-tax charge for postretirement benefits.
7
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Note 3. Marketable Securities
Information about the Company's available-for-sale securities at
September 30, 1994 and December 31, 1993 is as follows:
Adjustable
Rate
Preferred Municipal
Stocks Bonds
September 30, 1994 -
Aggregate cost $ 39,645
Net unrealized holding loss (1,937)
Aggregate fair value $ 37,708
December 31, 1993 -
Aggregate cost $ 15,118 $ 16,174
Net unrealized holding gain 163 72
Aggregate fair value $ 15,281 $ 16,246
In connection with an initial public offering of First Alert, Inc. common
stock in 1994, the Company sold its 16.67% ownership in First Alert, Inc. by
selling 1,355,000 shares in March and the remaining 195,000 shares in April.
The sale of the shares resulted in a pretax gain of $19,506. The $24,506
pre-tax proceeds from the two sales were received in April. Prior to the
initial public offering, the Company's equity investment in First Alert, Inc.
was recorded at a cost of $5 million.
Realized gains and losses are based upon the specific identification method.
Information about the Company's sales transactions of available-for-sale
securities for the nine months ended September 30 is as follows:
1994 1993
Cash proceeds $ 27,949 $ 33,172
Realized gains -
First Alert $ 19,506
Other $ 330 $ 372
Realized losses $ 76 $ 198
8
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Note 4. Inventories
Inventories consist of the following:
September 30, December 31,
1994 1993
Raw materials $ 31,861 $ 23,313
Work in process 10,931 9,311
Finished goods -
Manufactured by the Company 46,636 33,912
Manufactured by others 31,461 34,087
Total 120,889 100,623
Less LIFO reserve (828) (558)
$120,061 $100,065
Note 5. Earnings per Share
Net income per share of common capital stock is based on the combined
weighted average number of Common and Class A shares outstanding during each
period and does not include Class A shares issuable upon exercise of stock
options because the dilutive effect is not significant.
Note 6. Discontinued Operations
The Company distributed its investment in the Seaquist packaging group (now
known as AptarGroup, Inc.) to stockholders in a tax-free spinoff on April 22,
1993.
Net sales of the discontinued operations through the spinoff date were
$117,473.
Note 7. Legal Proceedings
On May 10, 1989, a judgment was entered against Saddlebrook Resorts, Inc.
("Saddlebrook"), a former subsidiary of the Company, in a lawsuit which arose
out of the development of Saddlebrook's resort and a portion of the adjoining
residential properties owned and currently under development by the Company.
The lawsuit alleged damage to plaintiffs' adjoining property caused by
surface water effects from improvements to the properties. Damages of
approximately $8 million were awarded to the plaintiffs and an injunction was
entered requiring, among other things, that Saddlebrook work with local
regulatory authorities to take corrective actions. In December 1990 the
trial court entered an order vacating the judgment and awarding a new trial,
which was affirmed on appeal in March 1992. On remand to the trial court,
Saddlebrook's motion for summary judgment, on the ground that plaintiff's
claims were fully retried and rejected in a related administrative
proceeding, is currently scheduled to be heard in December 1994. If that
motion is not granted, retrial is to begin in April 1995. The Company and
Saddlebrook have entered into an agreement to split equally the costs of the
9
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defense of the litigation and the costs of certain related litigation and
proceedings, the costs of the ultimate judgment, if any, and the costs of any
mandated remedial work. Subject to certain conditions, the agreement permits
Saddlebrook to obtain subordinated loans from the Company to enable
Saddlebrook to pay its one-half of the costs of the latter two items. No
loans have been made to date. The Company believes that the ultimate outcome
of the aforementioned lawsuit will not have a material adverse effect on its
financial statements.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
For the third quarter and first nine months of 1994, sales increased 22% and
19%, respectively, due to higher sales in both the alarm and publishing
segments. Gross profit grew at a faster rate than sales, (24% for the
quarter and 22% for the first nine months), reflecting better coverage of
fixed costs through higher volume. Selling, general and administrative
expenses increased 16% over the third quarter and 18% over the first nine
months of 1993 due to increased costs associated with the expanded sales
volume.
Alarm group sales increased 27% to $158.9 million for the quarter and 24% to
$436.9 million for the nine month period due to continued market acceptance
of the newer burglar and commercial fire alarm products. Although the
overall alarm systems industry is growing moderately, the Company's
manufacturing and distribution businesses are increasing their market share
as a result of growing dealer and distributor support for new products
introduced in the last few years. Operating income for the segment increased
47% to $14.4 million for the quarter and 33% to $33.8 million year-to-date
primarily because of the expanded sales volume.
Publishing group sales increased 7% to $42.8 million for the quarter and
$130.5 million for the nine month period primarily due to a modest increase
in advertising pages coupled with a firming of page rates. Operating income
for the segment increased 83% to $1.7 million for the quarter and 137% to
$8.1 million year-to-date principally due to the increased advertising
revenues, higher profits from ancillary operations of the business and
improved operating efficiencies.
Other income for the third quarter of 1994 decreased primarily due to a loss
recorded from an affiliate. Included in other income in the first nine
months of 1994 is a $19.5 million pretax gain on the sale of First Alert,
Inc. common stock recorded in the first half of the year. Excluding this
gain, other income was more favorable in 1994 on a year-to-date basis
primarily due to higher income from marketable securities and a $831,000
favorable swing in foreign currency transaction effects partially offset by
higher interest expense and reduced income from affiliates.
The effective tax rate decreased in 1994 as a result of lower effective state
10
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income tax rates and the reduced impact on the overall tax rate of losses
from certain foreign operations for which no tax benefit was recognized.
These favorable effects were partially offset by an increase in the U.S.
Federal income tax rate in August 1993 from 34% to 35%.
One-time accounting changes applicable to 1993 continuing operations included
a $2.0 million benefit from the adoption of SFAS No. 109, "Accounting for
Income Taxes", and an after-tax charge of $.4 million from the adoption of
SFAS No. 106, "Employers' Accounting for Postretirement Benefits Other Than
Pensions".
Earnings from discontinued operations in 1993 through the spinoff date
amounted to $10.7 million and includes a $3.1 million benefit from the
adoption of SFAS No. 109.
FINANCIAL CONDITION
The Company's financial condition remained strong through the third quarter
of 1994. Management anticipates that operations and borrowings will continue
to be the primary source of funds needed to meet ongoing programs for capital
expenditures, to finance acquisitions and investments and to pay dividends.
As a result of selling its investment in First Alert, Inc. the Company
received $24.5 million in April 1994. These proceeds were primarily used to
finance the growth in operations, increase investments and pay approximately
$9.7 million in current income taxes associated with the sale.
Through the first nine months of 1994, the primary sources of cash provided
by continuing operations were profits before depreciation, amortization and
the net gain on sale of investment. Such cash generated was partially used
to finance the net increase in working capital items. The $14.5 million
available cash generated from operations, along with a $13.3 million net
increase in debt and $14.8 million net proceeds from the sale of the First
Alert investment were used for capital expenditures of $22.9 million,
additional investments of $7.5 million, dividends of $5.0 million and an
increase in marketable securities of $8.0 million. Indebtedness of
approximately $3 million was recorded in the first quarter of 1994 to record
a sale/leaseback transaction on certain production equipment. For 1993, the
cash dividends normally paid in January were paid in December 1992.
The Company is continually investigating opportunities for growth in related
areas and is presently committed to invest approximately $10 million in
certain ventures through 1996.
The Company has real estate investments in various limited partnerships with
interests in commercial rental properties which may be sold or turned over to
lenders due to the present weak commercial real estate market. The Company's
deferred income tax liability accounts fully cover the tax payments that
would be due if properties were sold or returned to the lenders and such
events would have no effect on income. However, any such tax payments would
negatively impact the Company's cash position. The likelihood, extent and
timing of such payments is not readily determinable, but the maximum total
amount at September 30, 1994 is approximately $15 million.
11
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PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
On May 10, 1989, the Circuit Court of the Sixth Judicial Circuit in and for
Pasco County, Florida, entered a judgment against Saddlebrook Resorts, Inc.
("Saddlebrook"), a former subsidiary of the Company, in a lawsuit which arose
out of the development of Saddlebrook's resort and a portion of the adjoining
residential properties owned and currently under development by the Company.
The lawsuit (James H. Porter and Martha Porter, Trustees, et al. vs.
Saddlebrook Resorts, Inc. and The County of Pasco, Florida; Case No. CA83-
1860), alleges damage to plaintiffs' adjoining property caused by surface
water effects from improvements to the properties. Damages of approximately
$8 million were awarded to the plaintiffs and an injunction was entered
requiring, among other things, that Saddlebrook work with local regulatory
authorities to take corrective actions. Saddlebrook made two motions for a
new trial, based on separate grounds. One such motion was granted on
December 18, 1990. Such grant was appealed by the plaintiffs. The other
such motion was denied on February 28, 1991. Saddlebrook appealed such
denial. The appeals were consolidated, fully briefed and heard in February
1992. Saddlebrook received a favorable ruling on March 18, 1992, dismissing
the judgment and remanding the case to the Circuit Court for a new trial. An
agreed order has been entered by the Court preserving the substance of the
injunction pending final disposition of this matter. As part of its plan to
comply with the agreed order, Saddlebrook filed applications with the
regulatory agency to undertake various remediation efforts. Plaintiffs,
however, filed petitions for administrative review of the applications, which
administrative hearing was concluded in February 1992. On March 31, 1992,
the hearing officer issued a recommended order accepting Saddlebrook's
expert's testimony. The agency's governing board was scheduled to consider
this recommended order on April 28, 1992, however, shortly before the
hearing, the plaintiffs voluntarily dismissed their petitions and withdrew
their challenges to the staff's proposal to issue a permit. At the April 28,
1992 hearing the governing board closed its file on the matter and issued the
permits. Saddlebrook appealed the board's refusal to issue a final order.
On July 9, 1993 a decision was rendered for Saddlebrook remanding
jurisdiction to the governing board for further proceedings, including entry
of a final order which was issued on October 25, 1993. The plaintiffs have
appealed the Appellate Court decision to the Florida Supreme Court and
appealed the issuance of the final order to the Second District Court of
Appeals. The Florida Supreme Court heard the appeal on May 3, 1994 and
denied plaintiffs' appeal. The other appeal was voluntarily dismissed by the
plaintiffs on June 17, 1994. Saddlebrook moved for summary judgment on
December 22, 1993 on the ground that plaintiffs' claims were fully litigated
and decided in administrative action. Saddlebrook's motion for summary
judgment will be heard by the trial court in December 1994 and, in the event
that such motion is denied, retrial will begin in April 1995.
12
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Until October 14, 1989, the Company and Saddlebrook disputed responsibility
for ultimate liability and costs (including costs of corrective action). On
that date, the Company and Saddlebrook entered into an agreement with regard
to such matters. The agreement, as amended and restated on July 16, 1993,
provides for the Company and Saddlebrook to split equally the costs of the
defense of the litigation and the costs of certain related litigation and
proceedings, the costs of the ultimate judgment, if any, and the costs of any
mandated remedial work. Subject to certain conditions, the agreement permits
Saddlebrook to obtain subordinated loans from the Company to enable
Saddlebrook to pay its one-half of the costs of the latter two items. No
loans have been made to date.
The Company believes that the ultimate outcome of the aforementioned lawsuit
will not have a material adverse effect on its financial statements.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits.
Number Description
27 Financial Data Schedule
(submitted only in electronic format)
(b) No reports on Form 8-K have been filed during the quarter for
which this report is filed.
13
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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 thereunto duly authorized.
PITTWAY CORPORATION
(Registrant)
By /s/ Paul R. Gauvreau
Paul R. Gauvreau
Financial Vice President
and Treasurer
(Duly Authorized Officer and
Principal Financial Officer)
Date: October 27, 1994
14
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<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-END> SEP-30-1994
<CASH> 1,940
<SECURITIES> 37,708
<RECEIVABLES> 139,377
<ALLOWANCES> 6,957
<INVENTORY> 120,061
<CURRENT-ASSETS> 324,761
<PP&E> 179,928
<DEPRECIATION> 90,973
<TOTAL-ASSETS> 547,302
<CURRENT-LIABILITIES> 160,625
<BONDS> 5,887
<COMMON> 13,941
0
0
<OTHER-SE> 309,077
<TOTAL-LIABILITY-AND-EQUITY> 547,302
<SALES> 567,789
<TOTAL-REVENUES> 567,789
<CGS> 345,427
<TOTAL-COSTS> 345,427
<OTHER-EXPENSES> 15,077
<LOSS-PROVISION> 2,222
<INTEREST-EXPENSE> 2,513
<INCOME-PRETAX> 58,878
<INCOME-TAX> 23,217
<INCOME-CONTINUING> 35,661
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 35,661
<EPS-PRIMARY> 2.56
<EPS-DILUTED> 2.56
</TABLE>
