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, 1998
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 Number 1-5721
LEUCADIA NATIONAL CORPORATION
(Exact name of registrant as specified in its Charter)
New York 13-2615557
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
315 Park Avenue South, New York, New York 10010-3607
(Address of principal executive offices) (Zip Code)
(212) 460-1900
(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 [ ]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
YES [ ] NO [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding
of each of the issuer's classes of common stock, at May 7, 1998: 63,941,153.
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
LEUCADIA NATIONAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
March 31, 1998 and December 31, 1997
(Dollars in thousands, except par value)
<TABLE>
<CAPTION>
MARCH 31, December 31,
1998 1997
------------ ------------
(Unaudited)
<S> <C> <C>
ASSETS
Investments:
Available for sale (aggregate cost of $1,445,932 and $1,713,653) $1,454,238 $1,721,640
Trading securities (aggregate cost of $135,750 and $108,479) 150,387 115,416
Held to maturity (aggregate fair value of $44,078 and $43,154) 43,915 43,036
Policyholder loans 4,990 5,050
Other investments, including accrued interest income 73,785 70,658
---------- ----------
Total investments 1,727,315 1,955,800
Cash and cash equivalents 879,324 607,181
Reinsurance receivables, net 214,700 207,712
Trade, notes and other receivables, net 609,570 751,374
Prepaids and other assets 145,117 144,426
Property, equipment and leasehold improvements, net 63,092 60,522
Deferred policy acquisition costs 25,016 23,906
Separate and variable accounts 601,245 541,546
Investments in associated companies 209,251 207,902
---------- ----------
Total $4,474,630 $4,500,369
========== ==========
LIABILITIES
Customer banking deposits $ 197,235 $ 198,582
Trade payables and expense accruals 227,648 216,818
Other liabilities 112,941 115,364
Income taxes payable 64,825 175,289
Deferred tax liability 10,090 11,874
Policy reserves 733,753 737,082
Unearned premiums 136,754 127,669
Separate and variable accounts 601,245 541,546
Debt, including current maturities 353,224 352,872
---------- ----------
Total liabilities 2,437,715 2,477,096
---------- ----------
Minority interest 9,782 9,742
---------- ----------
Company-obligated mandatorily redeemable preferred securities of
subsidiary trust holding solely subordinated debt securities of the Company 150,000 150,000
---------- ----------
SHAREHOLDERS' EQUITY
Common shares, par value $1 per share, authorized 150,000,000 shares; 63,938,187
and 63,879,155 shares issued and outstanding, after deducting
54,416,836 and 54,398,456 shares held in treasury 63,938 63,879
Additional paid-in capital 254,271 253,267
Accumulated other comprehensive income 5,586 5,630
Retained earnings 1,553,338 1,540,755
---------- ----------
Total shareholders' equity 1,877,133 1,863,531
---------- ----------
Total $4,474,630 $4,500,369
========== ==========
</TABLE>
See notes to interim consolidated financial statements.
-2-
<PAGE>
LEUCADIA NATIONAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
For the three months ended March 31, 1998 and 1997
(Unaudited)
<TABLE>
<CAPTION>
1998 1997
---- ----
(In thousands, except per share amounts)
<S> <C> <C>
REVENUES:
Insurance revenues and commissions $ 65,228 $ 76,970
Manufacturing 11,643 35,951
Finance 9,311 10,609
Investment and other income 64,135 48,084
Equity in losses of associated companies (3,557) (11,011)
Net securities gains 1,935 1,442
-------- --------
148,695 162,045
-------- --------
EXPENSES:
Provision for insurance losses and policy benefits 61,494 67,852
Amortization of deferred policy acquisition costs 12,377 13,523
Manufacturing cost of goods sold 7,303 25,002
Interest 10,126 12,882
Salaries 9,686 11,475
Selling, general and other expenses 24,998 36,852
-------- --------
125,984 167,586
-------- --------
Income (loss) from continuing operations before income taxes
and minority expense of trust preferred securities 22,711 (5,541)
-------- --------
Income taxes:
Current 9,915 1,184
Deferred (1,896) (2,418)
-------- --------
8,019 (1,234)
-------- --------
Income (loss) from continuing operations before minority
expense of trust preferred securities 14,692 (4,307)
Minority expense of trust preferred securities, net of taxes 2,109 1,757
-------- --------
Income (loss) from continuing operations 12,583 (6,064)
Income from discontinued operations, net of taxes - 18,784
-------- --------
Net income $ 12,583 $ 12,720
======== ========
Basic earnings (loss) per common share:
Income (loss) from continuing operations $.20 $(.10)
Income from discontinued operations - .31
---- -----
Net income $.20 $ .21
==== =====
Diluted earnings (loss) per common share:
Income (loss) from continuing operations $.20 $(.10)
Income from discontinued operations - .31
---- -----
Net income $.20 $ .21
==== =====
</TABLE>
See notes to interim consolidated financial statements.
-3-
<PAGE>
LEUCADIA NATIONAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the three months ended March 31, 1998 and 1997
(Unaudited)
<TABLE>
<CAPTION>
1998 1997
---- ----
(In thousands)
<S> <C> <C>
NET CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 12,583 $ 12,720
Adjustments to reconcile net income to net cash (used for) operations:
(Benefit) for deferred income taxes (1,896) (3,310)
Depreciation and amortization of property, equipment and leasehold improvements 2,201 2,912
Other amortization 5,344 14,612
Provision for doubtful accounts 2,355 3,927
Net securities (gains) (1,935) (1,442)
Equity in losses of associated companies 3,557 11,011
(Gain) on disposal of real estate, property and equipment (5,889) (9,323)
(Gain) on sale of loan portfolio (5,863) -
Purchases of investments classified as trading (97,148) (1,000)
Proceeds from sales of investments classified as trading 73,485 248
Deferred policy acquisition costs incurred and deferred (13,487) (14,615)
Net change in:
Reinsurance receivables (6,988) (2,229)
Trade, notes and other receivables 71,158 (18,946)
Prepaids and other assets (5,726) (30,591)
Net assets of discontinued operations - (11,718)
Trade payables and expense accruals 338 (8,013)
Other liabilities (2,546) 2,838
Income taxes payable (110,464) 1,161
Policy reserves (3,329) (3,040)
Unearned premiums 9,085 8,260
Other 1,079 552
--------- ---------
Net cash (used for) operating activities (74,086) (45,986)
--------- ---------
NET CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of real estate, property, equipment and leasehold improvements (9,160) (5,977)
Proceeds from disposals of real estate, property and equipment 7,889 14,995
Advances on loan receivables (27,245) (20,066)
Principal collections on loan receivables 29,205 28,070
Proceeds from sale of loan portfolio 73,525 -
Purchases of investments (other than short-term) (384,924) (405,780)
Proceeds from maturities of investments 262,831 105,947
Proceeds from sales of investments 395,064 177,054
--------- ---------
Net cash provided by (used for) investing activities 347,185 (105,757)
--------- ---------
NET CASH FLOWS FROM FINANCING ACTIVITIES:
Net change in short-term borrowings 417 327
Net change in customer banking deposits (1,275) (2,912)
Issuance of Company-obligated mandatorily redeemable
preferred securities of subsidiary trust - 147,636
Reduction of long-term debt (98) (395)
--------- ---------
Net cash provided by (used for) financing activities (956) 144,656
--------- ---------
Net increase (decrease) in cash and cash equivalents 272,143 (7,087)
Cash and cash equivalents at January 1, 607,181 184,029
--------- ---------
Cash and cash equivalents at March 31, $ 879,324 $ 176,942
========= =========
</TABLE>
See notes to interim consolidated financial statements.
-4-
<PAGE>
LEUCADIA NATIONAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
For the three months ended March 31, 1998 and 1997
(Unaudited)
<TABLE>
<CAPTION>
Common Accumulated
Shares Additional Other
$1 Par Paid-In Comprehensive Retained
Value Capital Income (Loss) Earnings Total
----- ------- -------------- -------- -----
(In thousands)
<S> <C> <C> <C> <C> <C>
BALANCE, JANUARY 1, 1997 $60,418 $161,026 $ 1,759 $ 894,904 $1,118,107
----------
Comprehensive income:
Net change in unrealized gain (loss)
on investments (24,869) (24,869)
Net income 12,720 12,720
----------
Total comprehensive income (12,149)
----------
Exercise of options to purchase
common shares 44 411 455
Purchase of stock for treasury (2) (35) (37)
------- -------- -------- ---------- ----------
BALANCE, MARCH 31, 1997 $60,460 $161,402 $(23,110) $ 907,624 $1,106,376
======= ======== ======== ========== ==========
BALANCE, JANUARY 1, 1998 $63,879 $253,267 $ 5,630 $1,540,755 $1,863,531
----------
Comprehensive income:
Net change in unrealized gain (loss)
on investments (44) (44)
Net income 12,583 12,583
----------
Total comprehensive income 12,539
----------
Exercise of options to purchase
common shares 77 1,698 1,775
Purchase of stock for treasury (18) (694) (712)
------- -------- -------- ---------- ----------
BALANCE, MARCH 31, 1998 $63,938 $254,271 $ 5,586 $1,553,338 $1,877,133
======= ======== ======== ========== ==========
</TABLE>
See notes to interim consolidated financial statements.
-5-
<PAGE>
LEUCADIA NATIONAL CORPORATION AND SUBSIDIARIES
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
1. The unaudited interim consolidated financial statements, which reflect all
adjustments (consisting only of normal recurring items) that management
believes necessary to present fairly results of interim operations, should
be read in conjunction with the Notes to Consolidated Financial Statements
(including the Summary of Significant Accounting Policies) included in the
Company's audited consolidated financial statements for the year ended
December 31, 1997, which are included in the Company's Annual Report filed
on Form 10-K/A for such year (the "1997 10-K/A"). Results of operations for
interim periods are not necessarily indicative of annual results of
operations. The consolidated balance sheet at December 31, 1997 was
extracted from the audited annual financial statements and does not include
all disclosures required by generally accepted accounting principles for
annual financial statements.
In 1997, the Company classified as discontinued operations the property and
casualty insurance operations of Colonial Penn Insurance Company and its
subsidiaries (the "Colonial Penn P&C Group") and the life and health
insurance operations of Colonial Penn Life Insurance Company and
Providential Life Insurance Company (the "Colonial Penn Life Group"). Prior
period financial statements have been restated to conform with this
presentation.
Certain amounts for prior periods have been reclassified to be consistent
with the 1998 presentation.
2. In 1996, the Company formed a joint venture, Pepsi International Bottlers
("PIB") with PepsiCo, Inc. to be the exclusive bottler and distributor of
PepsiCo beverages in a large portion of central and eastern Russia,
Kyrgyzstan and Kazakstan. After reflecting its share of losses since
inception, the book value of the Company's equity investment in PIB was
$9,645,000 at March 31, 1998.
As more fully discussed in the Company's 1997 10-K/A, pursuant to its
agreement with PepsiCo effective as of January 30, 1998, the Company no
longer has any ability to influence PIB. As a result, the Company no longer
accounts for its investment in PIB under the equity method of accounting.
The agreement provides for a put option and a call option with respect to
the Company's equity interest, which are exercisable at certain times.
Although the exercise price exceeds the book value of the Company's equity
investment in PIB at March 31, 1998 by $27,355,000, the Company will not
recognize any gain in its results of operations until the put option or
call option is exercised.
3. In February 1998, the Company agreed to reinsure all of its remaining life
insurance business to Allstate Life Insurance Company and a subsidiary
thereof in an indemnity reinsurance transaction. Consummation of this
transaction, which is expected to occur in the second quarter of 1998, is
subject to regulatory approval and the satisfaction of certain other
conditions. The premium to be received on this transaction is approximately
$30,000,000. The gain on the reinsurance transaction will be deferred and
amortized into income based upon actuarial estimates of the premium revenue
of the underlying insurance contracts or will be recognized earlier in
income if converted to assumption reinsurance.
4. On March 30, 1998, the Company sold substantially all of its executive and
professional loan portfolio for proceeds of $78,400,000. The Company
reported a pre-tax gain of approximately $5,900,000 on the sale.
-6-
<PAGE>
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS, continued
5. A summary of the results of discontinued operations is as follows for the
three month periods ended March 31, 1997 (in thousands):
<TABLE>
<CAPTION>
Colonial Penn Colonial Penn
Life Group P&C Group
---------- ---------
<S> <C> <C>
Revenues $61,257 $148,513
------- --------
Expenses:
Provision for insurance losses and policy benefits 39,955 107,560
Other operating expenses 10,581 23,125
------- --------
50,536 130,685
------- --------
Income before income taxes 10,721 17,828
Income taxes 3,752 6,013
------- --------
Income from discontinued operations, net of taxes $ 6,969 $ 11,815
======= ========
</TABLE>
6. Earnings (loss) per share amounts were calculated by dividing net income by
the sum of the weighted average number of common shares outstanding and,
for 1998, for diluted earnings (loss) per share, the incremental weighted
average number of shares issuable upon exercise of outstanding options for
the periods they were outstanding. The number of shares used to calculate
basic earnings (loss) per share amounts was 63,904,000 for 1998 and
60,441,000 for 1997. The number of shares used to calculate diluted
earnings (loss) per share amounts was 64,053,000 for 1998 and 60,441,000
for 1997.
Options to purchase 1,069,976 weighted average shares of common stock were
outstanding during the three month period ended March 31, 1997, but were
not included in the computation of diluted earnings (loss) per share, as
those options were antidilutive. Additionally, during the three month
period ended March 31, 1997, the 5 1/4% Convertible Subordinated Debentures
due 2003, which were convertible into 3,478,260 Common Shares, were
outstanding. Such debentures were not included in the computation of
diluted earnings (loss) per share, as those debentures were antidilutive.
7. Cash paid for interest and income taxes (net of refunds) was $7,415,000 and
$119,243,000, respectively, for the three month period ended March 31, 1998
and $11,081,000 and $324,000, respectively, for the three month period
ended March 31, 1997.
-7-
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF INTERIM OPERATIONS.
The following should be read in conjunction with the Management's Discussion and
Analysis of Financial Condition and Results of Operations included in the 1997
10-K/A.
LIQUIDITY AND CAPITAL RESOURCES
During each of the three month periods ended March 31, 1998 and 1997, the
Company operated profitably. For the three month period ended March 31, 1998,
net cash was used for operations, principally for the payment of income taxes
and to purchase investments classified as trading, partially offset by the
repayment of the Company's bridge financing to Pepsi International Bottlers
("PIB"), as described below. For the three month period ended March 31, 1997,
net cash was used for operations, principally to fund its capital commitments in
PIB, as described below.
As more fully discussed in the Company's 1997 10-K/A, pursuant to its agreement
with PepsiCo, Inc. effective as of January 30, 1998, the Company's $77,705,000
bridge financing to PIB was fully repaid during the first quarter. In addition,
the agreement relieves the Company of any future funding obligation with respect
to PIB.
On March 30, 1998, the Company sold substantially all of its executive and
professional loan portfolio for proceeds of $78,400,000. The Company reported a
pre-tax gain of approximately $5,900,000 on the sale.
In February 1998, the Company agreed to reinsure all of its remaining life
insurance business to Allstate Life Insurance Company and a subsidiary thereof
in an indemnity reinsurance transaction. Consummation of this transaction, which
is expected to occur in the second quarter of 1998, is subject to regulatory
approval and the satisfaction of certain other conditions. The premium to be
received on this transaction is approximately $30,000,000. The gain on the
reinsurance transaction will be deferred and amortized into income based upon
actuarial estimates of the premium revenue of the underlying insurance contracts
or will be recognized earlier in income if converted to assumption reinsurance.
RESULTS OF OPERATIONS
THREE MONTHS ENDED MARCH 31, 1998 COMPARED TO THE THREE MONTHS ENDED
MARCH 31, 1997
Net earned premium revenues of the Empire Group were $63,691,000 and $75,796,000
for the three month periods ended March 31, 1998 and 1997, respectively. The
decrease in earned premiums principally relates to the depopulation of the
assigned risk automobile pools and a reduction in certain commercial lines,
principally voluntary commercial automobile and workers' compensation, due to
tighter underwriting standards, reunderwriting and increased competition.
The Empire Group's loss ratios were as follows:
1998 1997
---- ----
Loss Ratio:
GAAP 95.8% 89.1%
SAP 95.8% 89.1%
Expense Ratio:
GAAP 25.3% 22.2%
SAP 24.6% 18.1%
Combined Ratio:
GAAP 121.1% 111.3%
SAP 120.4% 107.2%
-8-
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF INTERIM OPERATIONS, continued
The combined ratios of the Empire Group increased primarily due to reserve
strengthening for prior accident years in the private passenger automobile,
commercial assigned risk, workers' compensation and commercial package lines of
business, which resulted from continued unfavorable claims development. In
addition, higher estimated loss ratios have been used for the current accident
year, primarily in the private passenger automobile line, due to increased claim
frequency. As more fully described in the 1997 10-K/A, beginning in 1997, the
Empire Group received diminishing amounts of servicing fees for providing
administrative and claims services for the New York Public Automobile Pool
("NYPAP"). Effective February 28, 1998, the Empire Group ceased serving as a
servicing carrier for the NYPAP. The combined ratios were negatively affected by
this reduction in servicing fees in 1998. The Empire Group's expense ratios also
increased in 1998 due to the reduction in premium volume at a rate greater than
the reduction in net underwriting and other costs. The difference between the
SAP and GAAP combined ratios principally reflects the accounting for certain
expenses which are treated differently under SAP and GAAP.
The manufacturing segment, which since December 1997 has consisted of the
plastics division, reported operating profits in 1998 and 1997. Manufacturing
revenues, gross profit and pre-tax results for this segment decreased in 1998
principally due to the sale of certain divisions in 1997.
Finance revenues and operating profits reflect the level of consumer instalment
loans. Average loans outstanding during the first quarter of 1998 were
approximately $26,500,000 lower than loans outstanding during the first quarter
of 1997. The decrease in finance revenues was partially offset by reduced
expenses and slightly lower losses on automobile loans. The Company expects that
competition in its automobile lending business, along with declining credit
quality, will continue to be significant factors which may inhibit its ability
and desire to grow the portfolio in the future. On March 30, 1998, the Company
sold substantially all of its executive and professional loan portfolio for
proceeds of $78,400,000. The Company reported a pre-tax gain of approximately
$5,900,000 on the sale.
Investment and other income increased in 1998 as compared to 1997 principally
due to increased investment income ($21,600,000), including earnings on proceeds
from the sales of the Colonial Penn Life Group and the Colonial Penn P&C Group,
and the aforementioned gain on the sale of the executive and professional loan
portfolio, partially offset by decreased gains from sales of real estate
properties and reduced fee income related to service business.
Equity in losses of associated companies decreased in 1998 as compared to 1997
primarily due to the Company's equity losses related to PIB of $2,100,000 in
1998 as compared to $8,510,000 in 1997. As discussed above, effective February
1, 1998, the Company no longer accounts for its investment in PIB under the
equity method of accounting.
Interest expense primarily reflects the level of external borrowings outstanding
during the period.
The decrease in selling, general and other expenses in 1998 as compared to 1997
principally reflects decreased expenses of the manufacturing segment as a result
of the sale of certain divisions in 1997, decreased operating expenses of real
estate properties and lower provisions for bad debts.
The 1997 income tax benefit is less than the expected statutory federal income
tax amount as a result of a provision for state taxes.
The number of shares used to calculate basic earnings (loss) per share amounts
was 63,904,000 for 1998 and 60,441,000 for 1997. The number of shares used to
calculate diluted earnings (loss) per share was 64,053,000 for 1998 and
60,441,000 for 1997. The 5 1/4% Convertible Subordinated Debentures due 2003,
which were outstanding during the three month period ended March 31, 1997, were
not assumed to have been converted for diluted per share amounts, as those
debentures were antidilutive.
-9-
<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.
None.
-10-
<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.
LEUCADIA NATIONAL CORPORATION
(Registrant)
Date: May 12, 1998 By: /s/ Barbara L. Lowenthal
------------------------------------
Barbara L. Lowenthal
Vice President and Comptroller
(Chief Accounting Officer)
-11-
<PAGE>
EXHIBIT INDEX
Exhibit Exemption
Number Description Indication
------ ----------- ----------
27 Financial Data Schedule.
-12-
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS CONTAINED IN THE BODY OF THE ACCOMPANYING FORM 10-Q AND IS
QUALIFIED IN ITS ENTIRETY TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> MAR-31-1998
<CASH> 879,324
<SECURITIES> 1,727,315
<RECEIVABLES> 824,270
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 63,092
<DEPRECIATION> 0
<TOTAL-ASSETS> 4,474,630
<CURRENT-LIABILITIES> 0
<BONDS> 353,224
0
0
<COMMON> 63,938
<OTHER-SE> 1,813,195
<TOTAL-LIABILITY-AND-EQUITY> 4,474,630
<SALES> 11,643
<TOTAL-REVENUES> 148,695
<CGS> 7,303
<TOTAL-COSTS> 81,174
<OTHER-EXPENSES> 34,684
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 10,126
<INCOME-PRETAX> 22,711
<INCOME-TAX> 8,019
<INCOME-CONTINUING> 12,583
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 12,583
<EPS-PRIMARY> .20
<EPS-DILUTED> .20
</TABLE>
