<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 March 31, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File Number 1-13884
----------------------------------------------------------
Cooper Cameron Corporation
- --------------------------------------------------------------------------------
(Exact Name of Registrant in its Charter)
Delaware 76-0451843
- --------------------------------------------------------------------------------
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
515 Post Oak Blvd., Suite 1200, Houston, Texas 77027
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
713/513-3300
- --------------------------------------------------------------------------------
(Registrant's Telephone Number, Including Area Code)
N/A
- --------------------------------------------------------------------------------
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last
Report)
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
--- ---
Number of shares outstanding of issuer's common stock as of April 28, 2000 was
52,518,032.
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
COOPER CAMERON CORPORATION
CONSOLIDATED RESULTS OF OPERATIONS
<TABLE>
<CAPTION>
Three Months
Ended
March 31,
----------------
(dollars in millions, except per share data) 2000 1999
------ ------
<S> <C> <C>
REVENUES................................... $336.5 $383.9
------ ------
COSTS AND EXPENSES
Cost of sales (exclusive of depreciation
and amortization)....................... 238.8 280.0
Depreciation and amortization.............. 19.4 21.0
Selling and administrative expenses........ 50.4 53.6
Interest expense........................... 4.5 7.3
Nonrecurring/unusual charges............... 5.0 6.2
------ ------
318.1 368.1
------ ------
Income before income taxes........... 18.4 15.8
Income tax provision....................... (5.7) (5.0)
------ ------
Net income................................. $ 12.7 $ 10.8
====== ======
Earnings per share:
Basic................................... $ 0.25 $ 0.20
====== ======
Diluted................................. $ 0.24 $ 0.20
====== ======
</TABLE>
The accompanying notes are an integral part of these statements.
2
<PAGE>
COOPER CAMERON CORPORATION
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
March 31, December 31,
(dollars in millions, except shares and per share data) 2000 1999
--------- ------------
<S> <C> <C>
ASSETS
Cash and cash equivalents........................................ $ 12.0 $ 8.2
Receivables, net................................................. 272.8 271.5
Inventories, net................................................. 401.0 400.0
Other............................................................ 43.9 24.8
-------- --------
Total current assets.................................. 729.7 704.5
-------- --------
Plant and equipment, at cost..................................... 806.9 812.2
Less: accumulated depreciation.................................. (395.9) (392.6)
Intangibles...................................................... 506.8 508.8
Less: accumulated amortization.................................. (229.7) (227.8)
Other assets..................................................... 98.9 65.6
-------- --------
TOTAL ASSETS.......................................... $1,516.7 $1,470.7
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current maturities of long-term debt............................. $ 14.3 $ 14.4
Accounts payable and accrued liabilities......................... 363.5 395.0
Accrued income taxes............................................. 12.8 12.4
-------- --------
Total current liabilities............................. 390.6 421.8
-------- --------
Long-term debt................................................... 219.6 195.9
Postretirement benefits other than pensions...................... 58.4 60.8
Deferred income taxes............................................ 38.8 38.9
Other long-term liabilities...................................... 36.4 39.2
-------- --------
Total liabilities..................................... 743.8 756.6
-------- --------
Stockholders' Equity:
Common stock, par value $.01 per share, 150,000,000 shares
authorized, 54,001,955 shares issued (54,001,507 at
December 31, 1999)....................................... 0.5 0.5
Capital in excess of par value............................... 905.3 900.0
Retained deficit............................................. (65.6) (78.3)
Accumulated other elements of comprehensive income........... (20.5) (12.0)
Less: Treasury stock - 1,672,374, at cost (3,433,548 at
December 31, 1999)....................................... (46.8) (96.1)
-------- --------
Total stockholders' equity............................ 772.9 714.1
-------- --------
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY...................................... $1,516.7 $1,470.7
======== ========
</TABLE>
The accompanying notes are an integral part of these statements.
3
<PAGE>
COOPER CAMERON CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Three Months
Ended
March 31,
-----------------
(dollars in millions) 2000 1999
------- -------
<S> <C> <C>
Cash flows from operating activities:
Net income............................................................. $ 12.7 $ 10.8
Adjustments to reconcile net income to net cash
provided by (used for) operating activities:
Depreciation................................................... 15.7 16.1
Amortization................................................... 3.7 4.9
Deferred income taxes.......................................... (0.5) (4.1)
Changes in assets and liabilities, net of translation, acquisitions
and non-cash items:
Receivables.................................................... 1.2 20.8
Inventories.................................................... (3.0) 26.2
Accounts payable and accrued liabilities....................... (31.3) (37.0)
Other assets and liabilities, net.............................. (14.6) (12.8)
------ ------
Net cash provided by (used for) operating activities... (16.1) 24.9
------ ------
Cash flows from investing activities:
Capital expenditures................................................... (9.7) (27.1)
Acquisitions........................................................... (4.2) --
Other.................................................................. (10.9) 1.6
------ ------
Net cash used for investing activities................. (24.8) (25.5)
------ ------
Cash flows from financing activities:
Loan borrowings (repayments), net...................................... 25.4 (0.4)
Activity under stock option plans and other............................ 20.9 (2.6)
------ ------
Net cash provided by (used for) financing activities... 46.3 (3.0)
------ ------
Effect of translation on cash.............................................. (1.6) (1.2)
------ ------
Increase (decrease) in cash and cash equivalents........................... 3.8 (4.8)
------ ------
Cash and cash equivalents, beginning of period............................. 8.2 21.3
------ ------
Cash and cash equivalents, end of period................................... $ 12.0 $ 16.5
====== ======
</TABLE>
The accompanying notes are an integral part of these statements.
4
<PAGE>
COOPER CAMERON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1. Adjustments
The financial information presented as of March 31, 2000, and for the
three-month periods ended March 31, 2000 and 1999, has been prepared from the
books and records without audit. Financial information as of December 31, 1999,
as used herein, has been derived from the audited financial statements of the
Company, but does not include all disclosures required by generally accepted
accounting principles. In the opinion of management, all adjustments, consisting
only of normal recurring adjustments, necessary for a fair presentation of the
financial information for the periods indicated, have been included. For
information regarding the Company's accounting policies, refer to the
consolidated financial statements and related notes included in the Company's
Annual Report to Stockholders for the year ended December 31, 1999.
Note 2. Revenue Recognition
At the end of 1999, the United States Securities and Exchange Commission
(SEC) issued Staff Accounting Bulletin No. 101, setting forth the Staff's views
regarding various revenue recognition issues. The Company has reviewed this
release and does not currently believe that any changes are required in its
current revenue recognition policies, practices or procedures. Because the Staff
directly, by written communication, and indirectly, by its dealings with other
SEC registrants, is continuing to clarify these requirements, the Company will
continue its evaluation and make any changes that are ultimately required.
Note 3. Nonrecurring/unusual charges
The nonrecurring/unusual charges by segment are as follows:
Three Months
Ended
March 31,
-----------------
(dollars in millions) 2000 1999
---- ----
Cooper Cameron Valves (CCV)............................. $ 1.0 $ 3.1
Cameron................................................. 0.1 1.6
Cooper Energy Services (CES)............................ 3.8 1.3
Cooper Turbocompressor (CTC)............................ 0.1 0.2
----- -----
$ 5.0 $ 6.2
===== =====
The Company's nonrecurring/unusual charges for the first quarter of 2000
represent a continuation of costs related to actions initiated in prior periods.
Over three-fourths of the first quarter charges were incurred by CES and
primarily relate to: the shutdown of the Company's
5
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underutilized foundry and associated machining operations in Grove City,
Pennsylvania, the relocation of its compressor plant in Mt. Vernon, Ohio and the
consolidation of this segment's aftermarket operations. All of these actions
were commenced in 1999. Other charges include employee severance and one-time
acquisition costs.
During 1999, CCV incurred approximately $3.1 million, primarily for the
shutdown of its manufacturing facility in Missouri City, Texas, and one-time
acquisition costs relating to the 1998 purchase of Orbit Valve. CES incurred
approximately $1.3 million in costs, primarily related to the ongoing
realignment of certain of its manufacturing operations, and Cameron and CTC
incurred nearly $1.8 million for employee severance due to declining market
conditions.
Note 4. Segments
<TABLE>
<CAPTION>
(dollars in millions) For the Quarter Ended March 31, 2000
---------------------------------------------------------------------------
Corporate
Cameron CCV CES CTC & Other Consolidated
---------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Revenues....................... $206.5 $49.1 $57.8 $ 23.1 $ -- $336.5
====== ===== ===== ====== ======= ======
Income (loss) before taxes..... $ 24.4 $ 2.4 $(3.4) $ 3.4 $ (8.4) $ 18.4
====== ===== ===== ====== ======= ======
(dollars in millions) For the Quarter Ended March 31, 1999
---------------------------------------------------------------------------
Corporate
Cameron CCV CES CTC & Other Consolidated
---------------------------------------------------------------------------
Revenues....................... $227.6 $54.0 $77.6 $ 24.7 $ -- $383.9
====== ===== ===== ====== ======= ======
Income (loss) before taxes..... $ 31.6 $ -- $(9.1) $ 3.6 $(10.3) $ 15.8
====== ===== ===== ====== ====== ======
</TABLE>
<TABLE>
<CAPTION>
Note 5. Inventories
March 31, December 31,
(dollars in millions) 2000 1999
--------- -------------
<S> <C> <C>
Raw materials.................................................. $ 44.4 $ 43.9
Work-in-process................................................ 139.2 126.9
Finished goods, including parts and subassemblies.............. 286.5 301.9
Perishable tooling and supplies................................ 2.5 2.7
------- -------
472.6 475.4
Allowances..................................................... (71.6) (75.4)
------- -------
Net inventories................................................ $401.0 $400.0
======= =======
</TABLE>
Note 6. Retained Deficit
While the Company has a retained deficit, it is able to declare and pay
dividends from a current year's earnings, as well as from the net of capital in
excess of par value less the retained
6
<PAGE>
deficit. Accordingly, at March 31, 2000, the Company had approximately $839.7
million from which dividends could be paid.
Note 7. Comprehensive Income
The amount of comprehensive income for each of the three-month periods
ended March 31, 2000 and 1999, and the components of accumulated other elements
of comprehensive income at March 31, 2000 and December 31, 1999, are as follows:
Three Months
Ended
March 31,
--------------
(dollars in millions) 2000 1999
---- ----
Net income per Consolidated Results of
Operations........................................... $ 12.7 $ 10.8
Foreign currency translation loss /1/.................... (10.4) (21.0)
Other.................................................... 1.9 --
------ ------
Comprehensive income (loss).............................. $ 4.2 $(10.2)
====== ======
/1/ The significant first quarter changes in the "Foreign currency translation
loss" relate primarily to the Company's operations in the United Kingdom,
France and Germany.
March 31, December 31,
(dollars in millions) 2000 1999
--------- ------------
Amounts comprising accumulated other elements
of comprehensive income:
Accumulated foreign currency translation
adjustments............................ $(22.0) $(11.6)
Accumulated adjustments to record
minimum pension liabilities............ (0.4) (0.4)
Other...................................... 1.9 --
------ ------
Accumulated other elements of
comprehensive income........... $(20.5) $(12.0)
====== ======
Note 8. Earnings Per Share
The weighted average number of common shares (utilized for the basic
earnings per share presentation) and common stock equivalents outstanding for
each period presented were as follows:
7
<PAGE>
<TABLE>
<CAPTION>
Three Months
Ended
March 31,
------------------
(amounts in millions) 2000 1999
------- ------
<S> <C> <C>
Average shares outstanding............................................ 51.1 53.3
Common stock equivalents.............................................. 2.7 0.9
---- ----
Number of shares utilized in diluted earnings per share calculation... 53.8 54.2
==== ====
</TABLE>
8
<PAGE>
Item 2. Management's Discussion and Analysis of Results of Operations and
Financial Condition
In addition to the historical data contained herein, this document includes
"forward-looking statements" that are based on current expectations, estimates
and projections regarding the future revenues, cash flows including capital
expenditures, nonrecurring/unusual charges, and profitability of the Company, as
well as expectations regarding savings from future restructuring activities. All
such forward-looking statements are made in reliance upon the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. The
Company's actual results may differ materially from those described in forward-
looking statements. Such statements are based on current expectations of the
Company's performance and are subject to a variety of risks and uncertainties,
not under the control of the Company, which can affect the Company's results of
operations, liquidity or financial condition. Such risks and uncertainties can
include overall demand for the Company's products; changes in the price of (and
demand for) oil and gas in both domestic and international markets; political
and social issues affecting the countries in which the Company does business;
fluctuations in currency markets worldwide; and variations in global economic
activity. In particular, current and projected oil and gas prices directly
affect customers' spending levels and their related purchases of the Company's
products and services; as a result, changes in price expectations can lead to
changes in the Company's financial results.
Because the information herein is based solely on data currently available,
it is subject to change as a result of changes in conditions such as those
described above, and should not therefore be viewed as assurance regarding the
Company's future performance. Additionally, the Company is not obligated to make
public indication of such changes unless required under applicable disclosure
rules and regulations.
FIRST QUARTER 2000 COMPARED TO FIRST QUARTER 1999
Cooper Cameron Corporation had net income of $12.7 million, or $.24 per
share, for the first quarter of 2000, compared to $10.8 million, or $.20 per
share, for the same period in 1999. Included in the first quarter 2000 results
were after-tax charges of $3.4 million ($5.0 million pre-tax), or $.06 per
share, primarily for previously initiated cost rationalization programs in
Cooper Energy Services (CES). The first quarter of 1999 included similar after-
tax charges of $4.2 million ($6.2 million pre-tax), or $.08 per share. See Note
3 of the Notes to Consolidated Financial Statements for further information
regarding the nonrecurring/unusual charges. Excluding these nonrecurring/unusual
charges, the Company earned $.30 per share in the first quarter of 2000 compared
to $.28 per share in the first three months of 1999.
REVENUES
Revenues for the first quarter of 2000 totaled $336.5 million, a decrease
of 12% from the $383.9 million for the same period in 1999, with declines in all
four segments. Excluding the first quarter 1999 revenues for the CES rotating
compressor business, which was sold to Rolls-Royce plc on September 30, 1999,
first quarter 2000 revenues declined by 5% from the prior
9
<PAGE>
year level, with declines in all segments except Cooper Energy Services, which
had an increase of approximately 20%.
Revenues for Cameron totaled $206.5 million, a decrease of 9% from first
quarter 1999 revenues of $227.6 million. The most significant decline was in
drilling products, particularly subsea blowout preventers and controls for deep-
water projects in the Gulf of Mexico and North Sea. Surface products also
declined, as weakness in international markets was only partially offset by the
early stages of a recovery in the North American business. Subsea products were
virtually unchanged, as revenues from a major project in the Philippines were
offset by weakness in Gulf of Mexico and North Sea projects. On a geographical
basis, the Eastern and Western Hemispheres declined, while Asia-Pacific
increased. The most significant decline was in Eastern Hemisphere, where
weakness was evident throughout the region, particularly in the North Sea
drilling and subsea project business. Western Hemisphere declined slightly, as
improved surface products and aftermarket activity could not completely offset
the weaker Gulf of Mexico drilling and subsea project business. The improvement
in Asia-Pacific resulted from the major subsea project for the Philippines.
Cooper Cameron Valves' (CCV) revenues were $49.1 million, a decline of 9%
from the $54.0 million in the first quarter of 1999. The largest decrease was in
pipeline valves, where customers continued to delay placing major project
orders. Orbit Valve International, Inc. (Orbit Valve) products also declined due
to a lack of major upgrade or new chemical plant projects. Providing a partial
offset was an increase in oilfield distributor products, driven by improvement
in the North American markets.
Revenues for CES were $57.8 million, a decline of 26% from the $77.6
million in the first quarter of 1999. Excluding the first quarter 1999 revenues
of the rotating compressor business, revenues increased by 20%, with improvement
in all major product lines. Of particular note was the improvement in compressor
shipments and higher-margin replacement parts.
Cooper Turbocompressor (CTC) had revenues of $23.1 million, or a decrease
of 6%, from $24.7 million in the first quarter of 1999. This decline was in
process air machines, where large air separation customers continued to delay
placing new orders. Providing a partial offset were improved plant air machine
shipments and aftermarket activity.
COSTS AND EXPENSES
The $47.4 million revenue decrease discussed above resulted in a $41.2
million decline in cost of sales (exclusive of depreciation and amortization)
and a resulting gross margin shortfall of $6.2 million. The sale of the lower-
margin rotating compressor business, cost reduction programs, and an improvement
in sales mix more than offset continued pricing pressure in all four segments,
such that the gross margin percentage (defined as revenues less cost of sales as
a percentage of revenues) improved by 1.9 percentage points. These results are
discussed below in more detail for each segment.
Cameron's gross margin percentage was 29.5% in the first quarter of 2000,
compared to 30.4% for the same period of 1999. This decrease resulted primarily
from continued pricing
10
<PAGE>
pressure in the very competitive markets, partially offset by the benefits of
various cost reduction programs, including foreign sourcing of material,
staffing reductions, and capital expenditures for higher efficiency machine
tools. As Cameron's business improves, this relationship should improve, as a
result of capital enhancements and other cost control initiatives completed over
the last two years.
CCV's gross margin percentage improved from 28.2% in the first quarter of
1999 to 30.4% in the first quarter of 2000. This increase was the result of cost
reductions, including the closure of a high-cost manufacturing facility in
Missouri City, Texas, other staffing reductions, and foreign sourcing of
material. These actions more than offset continued pricing pressure in oilfield
distributor and pipeline valve products.
The gross margin percentage for CES increased from 13.7% in the first
quarter of 1999 to 23.6% in the first quarter of 2000. This improvement was
primarily the result of the sale of the lower-margin rotating compressor
business. Also contributing to the increase were numerous ongoing cost reduction
programs, including the soon-to-be-completed closure of a high-cost foundry and
manufacturing facility in Grove City, Pennsylvania, other staffing reductions,
and material sourcing initiatives.
CTC's gross margin percentage improved slightly from 35.4% to 35.7%. The
favorable effect of the decline in relatively lower-margin process air machine
revenues and cost reductions more than offset continued pricing pressure.
Depreciation and amortization expense decreased by $1.6 million, from $21.0
million in the first quarter of 1999 to $19.4 million in the first quarter of
2000. This decrease was the result of the sale of the rotating compressor
business, partially offset by capital spending in Cameron.
Selling and administrative expenses declined by $3.2 million, or 6%, from
$53.6 million in the first quarter of 1999 to $50.4 million in the first three
months of 2000, with decreases in all four segments. CES declined by $2.7
million due primarily to the sale of the rotating compressor business, while the
other three segments decreased slightly due to staff reductions. Despite the
Company's efforts to reduce costs in this area, selling and administrative
expense as a percentage of revenue increased from 14.0% in the first quarter of
1999 to 15.0% in the first three months of 2000. As the ongoing cost reductions
take full effect, this ratio should improve, and as volume begins to increase a
further leveraging effect should be realized.
Reflecting the various factors discussed above, operating income (defined
as earnings before nonrecurring/unusual charges, corporate expenses, interest
and taxes) totaled $31.8 million, a decrease of $.5 million from the first
quarter of 1999. Cameron decreased from $33.2 million to $24.5 million, CCV
increased from $3.1 million to $3.4 million, CES improved from a loss of $(7.8)
million to $.4 million, and CTC declined from $3.8 million to $3.5 million.
Interest expense was $4.5 million in the first quarter of 2000, a decrease
of $2.8 million from the same period in 1999. This decline was due to a lower
average debt level, primarily attributable to proceeds from the sale of the
rotating compressor business.
11
<PAGE>
The estimated effective tax rate decreased from 32.0% in the first quarter
of 1999 to 31.0% in the first quarter of 2000, primarily due to an anticipated
full year 2000 versus 1999 change in the mix of domestic and foreign earnings.
OUTLOOK FOR THE REMAINDER OF 2000
Based on current expectations, second quarter 2000 earnings per share,
excluding nonrecurring/unusual charges, are expected to exceed the $.30 achieved
in the first quarter of 2000 by 15-20%. In addition, full year 2000 earnings per
share, excluding nonrecurring/unusual charges, in the $1.50-$1.60 range appear
reasonable at this time.
CASH FLOW, LIQUIDITY, CAPITAL RESOURCES AND FINANCIAL POSITION
During the first three months of 2000, the Company utilized $16 million of
cash in its operating activities, primarily due to increased working capital
needs. The primary working capital accounts affected were accounts payable and
accrued liabilities. The change in these accounts from December 31, 1999
primarily related to first quarter sales for which the majority of the cash had
been collected in previous periods in the form of progress payments. As cash is
collected, the Company records a liability on its books until such time as the
sale can be recognized. Additionally, during the first quarter, the Company paid
amounts due its employees under bonus and sales incentive programs, as well as
making payments to various taxing authorities.
The Company spent nearly $10 million for capital additions during the
quarter, approximately one-half of which was spent by Cameron. This spending
level is approximately one-third of the prior year amount reflecting significant
capital spending cut-backs made in the middle of last year. In addition, CCV
utilized approximately $4 million of cash for a small product line acquisition
during the quarter.
Most of the Company's spending was funded through additional borrowings and
from proceeds derived from stock option exercises. Due to a significant increase
in the Company's stock price beginning in late February, the Company received
nearly $23 million in proceeds from the exercise of outstanding options.
12
<PAGE>
Item 3. Quantitative and Qualitative Disclosures About Market Risk
There have been no significant changes since December 31, 1999 in the
Company's exposure to market risk from its current holdings of financial
instruments.
13
<PAGE>
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
27 - Financial Data Schedule.
(b) Reports on Form 8-K
No reports on Form 8-K were filed during the three months ended
March 31, 2000.
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.
Cooper Cameron Corporation
---------------------------
(Registrant)
Date May 12, 2000 /s/ Thomas R. Hix
-------------- -------------------
Thomas R. Hix
Senior Vice President &
Chief Financial Officer
and authorized to sign on
behalf of the Registrant
14
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 12
<SECURITIES> 0
<RECEIVABLES> 273
<ALLOWANCES> 0
<INVENTORY> 401
<CURRENT-ASSETS> 730
<PP&E> 807
<DEPRECIATION> 396
<TOTAL-ASSETS> 1,517
<CURRENT-LIABILITIES> 391
<BONDS> 220
1
0
<COMMON> 0
<OTHER-SE> 772
<TOTAL-LIABILITY-AND-EQUITY> 1,517
<SALES> 337
<TOTAL-REVENUES> 337
<CGS> 239
<TOTAL-COSTS> 239
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 5
<INCOME-PRETAX> 18
<INCOME-TAX> 5
<INCOME-CONTINUING> 13
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 13
<EPS-BASIC> .25
<EPS-DILUTED> .24
</TABLE>
