-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UF5x2DxB+TR3nkgpkzFPTj4EXdtniW4uw7BA2eoS5bx05SF+Shx7iwLLHxnSt6B8 W8NudoJPwBwUDBrGXWveHw== 0001047469-98-040284.txt : 19981201 0001047469-98-040284.hdr.sgml : 19981201 ACCESSION NUMBER: 0001047469-98-040284 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19980930 FILED AS OF DATE: 19981112 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DUFF & PHELPS CREDIT RATING CO CENTRAL INDEX KEY: 0000928599 STANDARD INDUSTRIAL CLASSIFICATION: 7320 IRS NUMBER: 363569514 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 001-13286 FILM NUMBER: 98744991 BUSINESS ADDRESS: STREET 1: 55 EAST MONROE ST CITY: CHICAGO STATE: IL ZIP: 60603 BUSINESS PHONE: 3123683100 MAIL ADDRESS: STREET 1: 55 EAST MONROE ST CITY: CHICAGO STATE: IL ZIP: 60603 10-Q 1 10-Q --------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTER ENDED SEPTEMBER 30, 1998 COMMISSION FILE NUMBER 1-13286 -------------- DUFF & PHELPS CREDIT RATING CO. (Exact name of Registrant as specified in its Charter) ILLINOIS 36-3569514 (State of Incorporation) (I.R.S. Employer Identification No.) 55 EAST MONROE STREET, CHICAGO, ILLINOIS 60603 (312)368-3100 (Address of principal executive offices) (Registrant's telephone number) 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 --- --- On October 31, 1998, the registrant had 4,636,515 shares of common stock outstanding. - - ------------------------------------------------------------------------------- DUFF & PHELPS CREDIT RATING CO. AND SUBSIDIARIES Quarter Ended September 30, 1998 Index
PART I. - FINANCIAL INFORMATION ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS Consolidated Condensed Statements of Income 1 Three Months Ended September 30, 1998 and Three Months Ended September 30, 1997 Consolidated Condensed Statements of Income 2 Nine Months ended September 30, 1998 and Nine Months ended September 30, 1997 Consolidated Balance Sheets 3 September 30, 1998 and December 31, 1997 Consolidated Statements of Cash Flows 4 Nine Months Ended September 30, 1998 and Nine Months Ended September 30, 1997 Notes to the Consolidated Financial Statements 5-7 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF 8-10 RESULTS OF OPERATIONS AND FINANCIAL CONDITION PART II. - OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K 10
PART I. FINANCIAL INFORMATION ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS DUFF & PHELPS CREDIT RATING CO. AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF INCOME (In Thousands, Except Per Share Data) (Unaudited)
Three Months Three Months Ended Ended September 30, September 30, 1998 1997 ------------- ------------- REVENUES (NOTE 1) $19,108 $16,710 EXPENSES Employment expenses 8,031 7,131 Other operating expenses 3,604 4,411 Name usage fees--paid to former parent (Note 2) 500 500 Depreciation and amortization (Note 1) 718 555 ------- ------- Total expenses 12,853 12,597 OPERATING INCOME 6,255 4,113 Other income 365 91 Interest income (expense) (Note 3) 56 (131) ------- ------- EARNINGS BEFORE INCOME TAXES 6,676 4,073 Income taxes 2,892 1,793 ------- ------- NET EARNINGS $ 3,784 $ 2,280 ------- ------- ------- ------- Basic weighted average shares outstanding (Note 1) 4,808 4,909 BASIC EARNINGS PER SHARE (NOTE 1) $ 0.79 $ 0.46 Diluted weighted average shares outstanding (Note 1) 5,246 5,238 DILUTED EARNINGS PER SHARE (NOTE 1) $ 0.72 $ 0.44
-1- The accompanying notes to the consolidated financial statements are an integral part of these statements. DUFF & PHELPS CREDIT RATING CO. AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF INCOME (In Thousands, Except Per Share Data) (Unaudited)
Nine Months Nine Months Ended Ended September 30, September 30, 1998 1997 ------------- ------------- REVENUES (NOTE 1) $62,391 $47,999 EXPENSES Employment expenses 25,552 20,004 Other operating expenses 11,941 12,081 Name usage fees--paid to former parent (Note 2) 1,500 1,500 Depreciation and amortization (Note 1) 2,096 1,629 ------- ------- Total expenses 41,089 35,214 OPERATING INCOME 21,302 12,785 Other income 606 317 Interest income (expense) (Note 3) (138) (348) ------- ------- EARNINGS BEFORE INCOME TAXES 21,770 12,754 Income taxes 9,374 5,456 ------- ------- NET EARNINGS $12,396 $7,298 ------- ------- ------- ------- Basic weighted average shares outstanding (Note 1) 4,820 5,035 BASIC EARNINGS PER SHARE (NOTE 1) $ 2.57 $ 1.45 Diluted weighted average shares outstanding (Note 1) 5,255 5,331 DILUTED EARNINGS PER SHARE (NOTE 1) $ 2.36 $ 1.37
-2- The accompanying notes to the consolidated financial statements are an integral part of these statements. DUFF & PHELPS CREDIT RATING CO. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (In Thousands)
September 30, December 31, ASSETS 1998 1997 ------------ ----------- (Unaudited) CURRENT ASSETS: Cash and cash equivalents $ 1,920 $ 955 Accounts receivable, net of allowance for doubtful accounts of $502 and $323, respectively 11,319 12,233 Other current assets 1,130 973 ------- ------- Total current assets 14,369 14,161 OFFICE FURNITURE, EQUIPMENT AND LEASEHOLD IMPROVEMENTS, net of accumulated depreciation of $5,032 and $3,748, respectively (Note 1) 5,154 4,914 OTHER ASSETS: Intangible assets (Note 1) 1,786 2,015 Goodwill (Note 1) 21,786 22,346 Other long-term investments 2,525 2,010 Other long-term assets 40 58 ------- ------- TOTAL ASSETS $45,660 $45,504 ------- ------- ------- ------- LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Accrued compensation and employment taxes $ 8,104 $ 8,169 Accounts payable 3,016 3,275 Accrued income tax (308) (719) Advance service fee billings to clients (Note 1) 838 1,259 Other current liabilities 0 29 ------- ------- Total current liabilities 11,650 13,451 LONG-TERM DEBT (Note 3) 0 7,000 OTHER LONG-TERM LIABILITIES (Note 1) 3,221 1,776 STOCKHOLDERS' EQUITY: Preferred stock, no par value: 3,000 shares authorized, zero outstanding 0 0 Common stock, no par value; 15,000 shares authorized, 4,740 and 4,807 shares issued and outstanding, respectively 0 363 Retained earnings 30,789 22,914 ------- ------- TOTAL STOCKHOLDERS' EQUITY 30,789 23,277 ------- ------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $45,660 $45,504 ------- ------- ------- -------
-3- The accompanying notes to the consolidated financial statements are an integral part of these statements. DUFF & PHELPS CREDIT RATING CO. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands) (Unaudited)
Nine Months Nine Months Ended Ended September 30, September 30, 1998 1997 ------------- ------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net earnings $ 12,396 $ 7,298 Decrease (increase) in accounts receivable 914 (2,247) Increase (decrease) in accrued compensation and employment taxes (65) 292 Increase (decrease) in advance service fee billings (421) 432 Depreciation and amortization 2,096 1,629 Decrease in income taxes payable (291) (369) Increase (decrease) in other assets and and liabilities - net 979 (553) -------- -------- Cash provided by operating activities 15,608 6,482 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Increase in other long-term investments (515) (507) Purchase of office furniture, equipment and leasehold improvements-net of retirements (1,525) (990) -------- -------- Cash used in investing activities (2,040) (1,497) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Decrease (increase) in deferred financing costs 19 (11) Dividends paid to shareholders (435) (453) Issuances of common stock 604 967 Repurchase of common stock (5,791) (9,215) Increase of long-term debt 8,000 16,750 Decrease of long-term debt (15,000) (12,750) -------- -------- Cash used in financing activities (12,603) (4,712) -------- -------- NET CHANGE IN CASH 965 273 -------- -------- CASH, BEGINNING OF PERIOD 955 0 -------- -------- CASH, END OF PERIOD $ 1,920 $ 273 -------- -------- -------- --------
-4- The accompanying notes to the consolidated financial statements are an integral part of these statements. DUFF & PHELPS CREDIT RATING CO. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 1 SIGNIFICANT ACCOUNTING POLICIES: GENERAL Duff & Phelps Credit Rating Co. (the "Company") is an internationally recognized credit rating agency which provides ratings and research on corporate, structured and sovereign financings, as well as insurance claims paying ability. The Company has offices in Chicago, New York, London and Hong Kong and operates directly or through international partners in North America, South America, Europe, Asia and Africa. The Company is also a designated rating agency in Japan. On October 31, 1994, the spin-off of the Company from its former parent company, Phoenix Duff & Phelps Corporation, formerly Duff & Phelps Corporation ("D&P"), was finalized. The Company's shares, held by D&P, were distributed October 31, 1994, to D&P shareholders of record on October 26, 1994, as a tax-free distribution for which a favorable tax ruling was obtained from the Internal Revenue Service. D&P shareholders received one of the Company's shares for every three shares held of D&P common stock, and cash payments were made in lieu of fractional shares. The distribution resulted in the Company operating as a free standing entity whose common stock is publicly traded on the New York Stock Exchange under the ticker symbol "DCR." BASIS OF PRESENTATION The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions. These estimates affect the reported amounts of assets, liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. In addition, they affect the reported amounts of revenues and expenses during the period. Actual results could differ from these estimates. The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles and include those assets, liabilities, revenues and expenses directly attributable to the Company's operations in the periods presented. Certain reclassifications have been made to prior year financial statements to conform with the current presentation. PRINCIPLES OF CONSOLIDATION The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Duff & Phelps Credit Rating Co. of Europe and Duff & Phelps Credit Rating Co. of Asia. All significant intercompany balances and transactions have been eliminated. EARNINGS PER SHARE Earnings per share were computed using the weighted average number of shares of common stock and common stock equivalents outstanding for each of the periods presented. Common stock equivalents are based on outstanding stock options under a non-qualified stock option plan. -5- Following is a reconciliation of the denominator used to calculate basic earnings per share to the denominator used to calculate diluted earnings per share for the periods indicated (in thousands):
September 30, 1998 1997 - - ---------------------------------------------------------------------------------------------------- Basic Weighted Average Shares Outstanding 4,820 5,035 Stock Options Outstanding 1,110 976 Shares Purchased Using Proceeds from Option Exercises & Related Tax Benefit (675) (680) - - ---------------------------------------------------------------------------------------------------- Diluted Weighted Average Shares Outstanding 5,255 5,331 ----- ----- ----- -----
REVENUE RECOGNITION Rating revenues are typically recognized when services rendered for credit ratings are complete, generally when billed. Revenues are dependent, in large part, on levels of debt issuance. The Company's fee schedule depends on the type and amount of securities rated and the complexity of securities issued. Research revenues are billed in advance and amortized over the subscription period. Monitoring fees are billed in advance and are amortized over the length of the life of the security. GOODWILL AND INTANGIBLE ASSETS Goodwill and intangible assets are shown net of accumulated amortization. Goodwill is amortized over its estimated remaining life of approximately 30 years, and intangible assets are amortized over remaining lives of 2 through 11 years. The Company periodically evaluates whether significant events have occurred which may require a revision of the estimated useful life of goodwill and intangible assets or an impairment of the recoverability of remaining balances. The Company uses an estimate of future discounted cash flows over the remaining useful life of goodwill and intangible assets to measure recoverability. Management believes that the full amount of goodwill and intangible assets is recoverable. DEPRECIATION AND AMORTIZATION Office furniture and equipment are stated at cost less accumulated depreciation and are depreciated on a straight-line basis over the estimated remaining lives of the assets, typically 3 to 10 years. Leasehold improvements are amortized over the remaining lives of the related leases which on average are 2 to 10 years. 2 RELATED PARTIES: SERVICE FEES PAID TO D&P A name use fee agreement in effect between the Company and D&P requiring payment of $2 million per year is included in the Company's financial results for the periods presented. Effective September 30, 2000, the name use fee reduces to $10 thousand per year. SERVICE FEES PAID TO THE COMPANY The Company provides D&P with fixed income research services for an annual fee of $0.9 million. For the periods presented, the fixed income research fees are included in revenue. The fixed income research agreement expires on September 30, 2000. -6- 3 LONG-TERM DEBT AND SUPPLEMENTAL CASH FLOWS INFORMATION: Long-term debt obligations were zero at September 30, 1998, and $7.0 million at a weighted average interest rate of approximately 6.4 percent at December 31, 1997. Cash interest and fees paid net of interest earned were $0.1 million for the nine months ended September 30, 1998. Cash interest and fees were $0.3 million for the nine months ended September 30, 1997. Dividends paid totaled $0.4 million, and stock repurchases of 115,800 shares amounted to $5.8 million. during nine months ended September 30, 1998. Income taxes paid were $3.6 million during 1998 and $8.0 million in the nine months ended September 30, 1998. 4 LITIGATION MATTERS: The Company and its subsidiaries are from time to time parties to various legal actions arising in the normal course of business. Management believes that there are no proceedings pending against the Company or any of its subsidiaries which, if determined adversely, would have a material adverse effect on the financial condition or results of operations of the Company. 5 SUBSEQUENT EVENTS: Since September 30, 1998, the Company has repurchased an additional 105,000 shares amounting to $4.4 million. Such shares will be used, in part or whole, to implement the Corporation's stock incentive plans for share issuances of option exercises. The repurchased shares are accounted for as cancellations with reductions to paid-in capital for the cash payments. -7- ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION RESULTS OF OPERATIONS THREE MONTHS ENDED SEPTEMBER 30, 1998, COMPARED WITH THREE MONTHS ENDED SEPTEMBER 30, 1997 Revenues for the quarter ended September 30, 1998, were $19.1 million, an increase of 14 percent or $2.4 million, over the $16.7 million recorded in the third quarter of 1997. Structured Finance rating revenues rose $3.2 million and were offset by a decline in corporate rating revenues of $.8 million. The growth in third quarter revenues was the result of strong performance by the structured finance rating businesses, namely the asset backed and residential and commercial mortgage backed units, which posted a 50 percent revenue increase over last year's third quarter. Partially offsetting third quarter growth was the decline in corporate rating revenues of eight percent primarily due to lower issuance fees reflecting difficult market conditions for domestic corporate and emerging market debt. International rating revenues, which are incorporated in the above comparisons and contributed to the overall gains, increased six percent over last year as a result of strong growth in Europe offset by weaknesses in Asia and Latin America. Operating expenses for the three months ended September 30, 1998 were $12.9 million, an increase of two percent or $0.3 million, over the previously recorded $12.6 million for the corresponding period in 1997. This increase was due to an increase in employment expenses and general and administrative expenses due to the increase in business discussed above. These increases were offset by a decrease in legal expenses for the period in 1998 versus 1997. Operating income for the three months ended September 30, 1998, was $6.3 million, an increase of $2.2 million or 54 percent over the $4.1 million recorded in 1997. The Company recorded interest income of $0.1 million in the third quarter of 1998 versus interest costs of $0.1 million in the third quarter of 1997. Income tax expense increased proportionately with income before taxes. Net earnings totaled $3.8 million for the three months ended September 30, 1998, a $1.5 million or 65 percent increase over last year. Diluted earnings per share increased 64 percent to $0.72 versus $0.44 in 1997. Basic earnings per share increased to $0.79 in 1998 versus $0.46 in 1997. Earnings per share gains are the result of the performance described above. NINE MONTHS ENDED SEPTEMBER 30, 1998, COMPARED WITH NINE MONTHS ENDED SEPTEMBER 30, 1997 Revenues for the nine months ended September 30, 1998, were $62.4 million, an increase of 30 percent or $14.4 million, over the $48.0 million recorded in the corresponding period in 1997. Rating revenues accounted for $14.5 million of the increase and were offset by a decline in other revenues of $0.1 million. Corporate rating revenues, which increased by 15 percent over 1997, were benefited by a high level of financing activity by non-financial corporations in the first six months of 1998 which were slightly offset by lower issuance levels during the third quarter of the year. Structured finance rating revenues increased by 54 percent over 1997 and were driven by a high level of real estate and asset backed financings. -8- International rating revenues, which are incorporated in the above comparisons and contributed to the overall gains, increased 34 percent over last year. Operating expenses for the nine months ended September 30, 1998 were $41.1 million, an increase of $5.9 million or 17 percent over the $35.2 million recorded in 1997. This increase was due to an increase in employment expenses and general and administrative expenses due to the increase in revenues mentioned above. These increases were offset by a decrease in legal expenses during 1998 versus 1997. Operating income for the nine months ended September 30, 1998, was $21.3 million, an increase of $8.5 million or 66 percent over the $12.8 million recorded in 1997. Interest expense decreased in the nine months of 1998 due to the reduction and subsequent elimination of long-term debt during 1998. Income tax expense increased proportionately with income before taxes. Net earnings totaled $12.4 million for the nine months ended September 30, 1998, a $5.1 million or 70 percent increase over last year. Diluted earnings per share increased 72 percent to $2.36 versus $1.37 in 1997. Basic earnings per share increased to $2.57 in 1998 versus $1.45 in 1997. Earnings per share gains are primarily the result of the performance described above in addition to the reduction in shares outstanding due to stock repurchases. LIQUIDITY AND CAPITAL RESOURCES The Company has typically financed its operations, which do not require significant amounts of working capital or capital expenditures, through funds provided by operations. For the first nine months ended September 30, 1998, capital expenditures, net of retirements totaled $1.5 million. These capital expenditures were primarily for leasehold improvements, computer equipment and office furniture. The Company expects capital expenditures to approximate $2.0 million in 1998. Other cash investments of $0.5 million for the first nine months of 1998 included payments made for ownership shares in certain joint ventures. Financing activities in the first nine months of 1998, included stock repurchases of 115,800 shares amounting to $5.8 million, net debt payments of $7.0 million and dividend payments totaling approximately $0.4 million. The Company has in place a $20.0 million revolving bank credit agreement that expires December 31, 1999. At September 30, 1998, no borrowings were outstanding, compared with $7.0 million outstanding at December 31, 1997, at a weighted average interest rate of 6.4 percent. Commitment fees are accrued on the unused facility at an annual rate of .25 percent and are paid quarterly. The bank credit agreement contains the following financial covenants among others: (i) a minimum net worth test; (ii) a maximum leverage test; and (iii) a limitation on indebtedness and capital expenditures. The Company is currently in compliance with such covenants. The bank credit agreement also imposes certain restrictions on sale of assets, mergers or consolidations, creation of liens, investments, leases and loans and certain other matters. The Company believes that funds provided by operations and amounts available under its credit agreement will provide adequate liquidity for the foreseeable future. -9- YEAR 2000 The Year 2000 issue is the result of computer programs using a two-digit format, instead of four digits to indicate years, which could cause a system failure or other computer errors in connection with year 2000 computing. The Company is taking steps to ensure that all systems will be fully compliant with Year 2000 requirements. The company has adopted a Year 2000 compliance program and is currently in the assessment and renovation phases of such program. Certain material software applications are already fully compliant. The Company is soliciting written assurances from outside software vendors and third parties that their software will be century-compliant. The Company believes that substantially all its internal systems will be in compliance prior to the commencement of the Year 2000. The Company believes it will have no material business risk from such Year 2000 issues. Accordingly, the Company has not established a contingency plan. The cost to ensure compliance is estimated to be immaterial to the results of operations at this time. SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. This report contains forward-looking statements that are subject to risks and uncertainties, including but not limited to the following: the Company's performance is highly dependent on corporate debt issuances and structured finance transactions, which may decrease for any number of reasons including changes in interest rates and adverse economic conditions; the Company's performance is affected by the demand for and market acceptance of the Company's services; and the Company's performance may be impacted by changes in the performance of the financial markets and general economic conditions. Accordingly, actual results may differ materially from those set forth in the forward-looking statements. Attention is also directed to other risk factors set forth in documents filed by the Company with the Securities and Exchange Commission. PART II. OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
Exhibit No. Description 27 Financial Data Schedule
-10- SIGNATURE 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. Duff & Phelps Credit Rating Co. November 10, 1998 /s/ Marie C. Becker _______________________________________ Marie C. Becker Group Vice President, Accounting & Finance EX-27 2 EX-27
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED BALANCE SHEETS AND CONSOLIDATED STATEMENTS OF OPERATION FOUND ON PAGES 1 AND 2 OF THE COMPANY'S FORM 10-Q FOR THE YEAR-TO-DATE, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 1,000 9-MOS DEC-31-1998 JAN-01-1998 SEP-30-1998 1,920 0 11,319 502 0 14,369 5,154 5,032 45,660 11,650 0 0 0 0 30,789 45,660 0 62,391 0 40,759 0 0 (138) 21,770 9,374 12,396 0 0 0 12,396 2.57 2.36
EX-27.1 3 EXHIBIT 27.1
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED BALANCE SHEETS AND CONSOLIDATED STATEMENTS OF OPERATION FOUND ON PAGES 1 AND 2 OF THE COMPANY'S FORM 10-Q FOR THE YEAR TO DATE, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 1,000 9-MOS DEC-31-1997 JAN-01-1997 SEP-30-1997 273 0 12,545 356 0 13,524 8,554 3,847 44,606 10,959 9,500 0 0 0 24,130 44,606 0 47,999 0 34,897 0 0 348 12,754 5,456 7,298 0 0 0 7,298 1.45 1.37
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