The Auto Channel
The Largest Independent Automotive Research Resource
The Largest Independent Automotive Research Resource
Official Website of the New Car Buyer

Asbury Automotive Group Reports Fourth Quarter and Full-Year 2005 Financial Results

Full-Year 2005 Diluted EPS Increases 22%; 13% from Continuing Operations

Achieves Industry-Leading Same-Store Revenue and Gross Profit Growth for the Year

NEW YORK, Feb. 24 -- Asbury Automotive Group, Inc. , one of the largest automotive retail and service companies in the U.S., today reported financial results for the fourth quarter and year ended December 31, 2005.

Income from continuing operations for the fourth quarter rose 3 percent to $14.4 million, or $0.44 per diluted share, from $14.0 million, or $0.43 per diluted share, in the corresponding period last year. Results for the fourth quarter of 2005 include an additional one-time benefit related to the Company's regional reorganization, which increased after-tax income by $2.1 million, or $0.07 per diluted share. Excluding this item, fourth quarter earnings per share from continuing operations was $0.37 versus the analysts' consensus estimate of $0.32. Including discontinued operations (which contributed after-tax income of $6.1 million, or $0.18 per diluted share, as a result of gains on the sale of certain of our dealerships in Oregon), reported net income for the fourth quarter of 2005 was $20.5 million, or $0.62 per diluted share, compared with $12.8 million, or $0.39 per diluted share, a year ago.

For the full year, income from continuing operations was $59.9 million, or $1.82 per diluted share, up 14 percent from $52.6 million, or $1.61 per diluted share, in 2004. Excluding expense and benefit items related to the Company's regional reorganization, income from continuing operations increased 15 percent to $60.4 million, or $1.84 per diluted share. Net income for 2005 was up 22 percent to $61.1 million, or $1.86 per diluted share, compared to $50.1 million, or $1.53 per share, a year ago.

Other financial highlights for the fourth quarter of 2005, as compared to the prior year period, included:

  * Total revenue for the quarter was approximately $1.3 billion, up 3
    percent.  Total gross profit was $206.9 million, also up 3 percent.

  * Same-store retail revenue and gross profit (excluding fleet and
    wholesale) were both up 1 percent.

  * New vehicle retail revenue increased 3 percent (flat same-store), and
    unit sales increased 1 percent (down 2 percent same-store).  New vehicle
    retail gross profit decreased 4 percent (down 6 percent same-store).

  * Used vehicle retail revenue increased 7 percent (3 percent same-store),
    and unit sales increased 2 percent (down 3 percent same-store).  Used
    vehicle retail gross profit increased 12 percent (7 percent same-store).

  * Parts, service and collision repair revenue increased 8 percent
    (6 percent same-store), and gross profit increased 6 percent (4 percent
    same-store).

  * Net finance and insurance (F&I) revenue increased 3 percent (flat same-
    store).  F&I per vehicle retailed (PVR) increased 2 percent to $929
    while dealership generated F&I PVR was up 2 percent to $902.

  * Selling, general and administrative (SG&A) expenses, as a percentage of
    gross profit, were 77.2 percent for the quarter, compared with 79.0
    percent a year ago.  Excluding rent and the effect of our regional
    reorganization, SG&A expenses, as a percentage of gross profit, were
    73.0 percent, compared to 73.2 percent for the prior year period.

  * Excluding results in Florida, which were up significantly in the fourth
    quarter of 2004 due to a rebound in that region following several
    hurricanes in the third quarter of 2004, same-store retail revenue and
    gross profit (excluding fleet and wholesale) were up 4 percent and
    3 percent, respectively.

  * For the full year, same-store retail revenue and gross profit increased
    8 percent and 7 percent, respectively.  Same-store gross profit for the
    year was up 3 percent in new vehicles; up 14 percent in used vehicles;
    up 8 percent in parts, service and collision repair; and up 9 percent in
    finance and insurance.  Selling, general and administrative (SG&A)
    expenses, as a percentage of gross profit, were 78.0 percent, compared
    with 78.9 percent a year ago.  Excluding rent and the expense and
    benefit items related to the Company's regional reorganization, SG&A
    expenses, as a percentage of gross profit, were 72.2 percent as compared
    to 73.9 percent in 2004.

President and CEO Kenneth B. Gilman said, "We are pleased to report earnings for the quarter from continuing operations, excluding items related to our regional reorganization, well above the consensus estimate, despite a challenging retail environment. We believe we meaningfully outperformed the industry. For example, our 2 percent decline in same-store new vehicle unit sales for the quarter was significantly less than the industry's 7 percent decline. Excluding Florida, our same-store new unit sales were actually up 1 percent, as we continue to benefit from our brand mix, which emphasizes mid- line import and luxury brands.

"Used vehicles and fixed operations again turned in solid performances for the quarter, with same-store gross profit increases of 7 percent and 4 percent, respectively. For the full year, those businesses were even stronger, with respective increases of 14 percent and 8 percent in same-store gross profit. By investing strategically in training, technology and -- where appropriate -- additional capacity, we are systematically improving our performance in these key profit centers."

J. Gordon Smith, Senior Vice President and CFO, said, "Our adjusted EPS from continuing operations of $1.84 excludes one-time items associated with our regional reorganization. If you adjust our most recent guidance to exclude these one-time items, our EPS guidance adjusts to a range of $1.79 to $1.85. So we are very pleased to be at the top end of the range. We made solid progress during 2005 on the expense front. Excluding rent expense and expense and benefit items related to the Company's regional reorganization, as a percentage of gross profit, SG&A expenses were down 160 basis points compared to the prior year. We expect further improvement in 2006 as we realize the continued benefits of our regional reorganization program."

Mr. Smith continued, "During the fourth quarter, we completed all but one transaction related to the sale of our remaining dealerships in Oregon, which is planned to close shortly. These sales are part of our ongoing program of optimizing Asbury's portfolio of dealerships through strategic acquisitions and divestitures. Asset sales related to Oregon during the quarter generated approximately $27 million in after-tax cash proceeds, with an additional $33 million anticipated in the first half of 2006."

Commenting on initial earnings guidance for 2006, the Company expects that a reasonable estimate range would be between $1.85 and $1.90 from continuing operations, before considering the impact of stock-based compensation, which we estimate will total $0.10 on an EPS basis. The guidance assumes the Fed Funds Rate will increase to 5 percent by May. This increase, coupled with last year's increases, will have a $0.15 EPS impact on 2006 earnings. In addition, a fix-to-float swap will be expiring in March and will have a $0.08 negative impact on 2006 EPS.

Mr. Gilman concluded, "Asbury's solid results in 2005 are a testament to the flexibility and diverse growth opportunities inherent in our balanced retail and services business model. To a significant extent, the year's results were driven by our own ability to continue executing against our organic growth initiatives. The product we're selling is not unique, so our success is ultimately determined by how well we execute. With prudent expense management as well, Asbury clearly has the potential to meaningfully grow earnings and build shareholder value in 2006 and beyond."

About Asbury Automotive Group

Asbury Automotive Group, Inc., headquartered in New York City, is one of the largest automobile retailers in the U.S., with 2005 revenue of approximately $5.5 billion. Built through a combination of organic growth and a series of strategic acquisitions, the Company currently operates 89 retail auto stores, encompassing 124 franchises for the sale and servicing of 33 different brands of American, European and Asian automobiles. Asbury believes that its product mix contains a higher proportion of the more desirable luxury and mid-line import brands than most public automotive retailers. The Company offers customers an extensive range of automotive products and services, including new and used vehicle sales and related financing and insurance, vehicle maintenance and repair services, replacement parts and service contracts.

Forward-Looking Statements

   Asbury Automotive Group, Inc.
   Consolidated Statements of Income
   (In thousands, except per share data)
   (Unaudited)

                                   For the Three Months  For the Year Ended
                                    Ended December 31,      December 31,
                                     2005      2004      2005       2004
  REVENUES:
      New vehicle                 $825,485  $815,760 $3,385,294  $3,070,274
      Used vehicle                 321,322   301,944  1,356,523   1,189,458
      Parts, service and
       collision repair            164,461   152,739    647,262     577,820
      Finance and insurance, net    36,070    35,023    151,584     134,376
          Total revenues         1,347,338 1,305,466  5,540,663   4,971,928

  COST OF SALES:
      New vehicle                  767,257   754,999  3,151,494   2,849,707
      Used vehicle                 292,830   276,638  1,236,540   1,090,170
      Parts, service and
       collision repair             80,378    73,117    314,259     276,228
          Total cost of sales    1,140,465 1,104,754  4,702,293   4,216,105

  GROSS PROFIT                     206,873   200,712    838,370     755,823

  OPERATING EXPENSES:
      Selling, general and
       administrative              159,755   158,595    654,210     596,620
      Depreciation and
       amortization                  5,299     4,486     19,733      18,243
          Income from operations    41,819    37,631    164,427     140,960

  OTHER INCOME (EXPENSE):
      Floor plan interest expense   (8,309)   (5,759)   (29,054)    (19,457)
      Other interest expense       (10,658)  (10,031)   (40,846)    (39,059)
      Interest income                  372       155        971         746
      Other income (expense), net     (221)      352        260         765
          Total other expense, net (18,816)  (15,283)   (68,669)    (57,005)
          Income before income
           taxes                    23,003    22,348     95,758      83,955

  INCOME TAX EXPENSE                 8,571     8,381     35,854      31,306
  INCOME FROM CONTINUING
   OPERATIONS                       14,432    13,967     59,904      52,649

  DISCONTINUED OPERATIONS, net of
   tax                               6,070    (1,122)     1,177      (2,576)
      NET INCOME                   $20,502   $12,845    $61,081     $50,073

  BASIC EARNINGS PER COMMON
   SHARE:
      Continuing operations          $0.44     $0.43      $1.83       $1.62
      Discontinued operations         0.18     (0.04)      0.04       (0.08)
      Net income                     $0.62     $0.39      $1.87       $1.54

  DILUTED EARNINGS PER COMMON SHARE:
      Continuing operations          $0.44     $0.43      $1.82       $1.61
      Discontinued operations         0.18     (0.04)      0.04       (0.08)
      Net income                     $0.62     $0.39      $1.86       $1.53

  WEIGHTED AVERAGE COMMON SHARES
   OUTSTANDING:
      Basic                         32,832    32,561     32,691      32,502
      Diluted                       33,044    32,672     32,896      32,674

   Asbury Automotive Group, Inc.
   Selected Data
   (Dollars in thousands)
   (Unaudited)

                                                As Reported for the
                                          Three Months Ended December 31,
                                          2005                 2004

  RETAIL VEHICLES SOLD:
    New units                            24,870   64.1%      24,583   64.2%
    Used units                           13,945   35.9%      13,721   35.8%
      Total units                        38,815  100.0%      38,304  100.0%

  REVENUE:
    New retail                         $792,775   58.8%    $773,067   59.2%
    Used retail                         240,950   17.9%     224,475   17.2%
    Parts, service and collision
     repair                             164,461   12.3%     152,739   11.7%
    Finance and insurance, net           36,070    2.7%      35,023    2.8%
      Total retail revenue            1,234,256           1,185,304

    Fleet                                32,710    2.4%      42,693    3.2%
    Wholesale                            80,372    5.9%      77,469    5.9%
      Total revenue                  $1,347,338  100.0%  $1,305,466  100.0%

  GROSS PROFIT:
    New retail                          $57,631   27.9%     $60,153   30.0%
    Used retail                          28,403   13.7%      25,422   12.7%
    Parts, service and collision
     repair                              84,083   40.7%      79,622   39.7%
    Finance and insurance, net           36,070   17.4%      35,023   17.4%
      Total retail gross profit         206,187             200,220

    Fleet                                   597    0.3%         608    0.3%
    Wholesale                                89      --        (116)  (0.1%)
      Total gross profit               $206,873  100.0%    $200,712  100.0%

  SG&A expenses excluding one-time
   reorganization benefit and rent     $151,037            $146,974

  SG&A expenses excluding one-time
   reorganization benefit and rent
   as a percentage of gross profit        73.0%               73.2%

  REVENUE PER VEHICLE RETAILED:
    New retail                          $31,877             $31,447
    Used retail                          17,279              16,360

  GROSS PROFIT PER VEHICLE RETAILED:
    New retail                           $2,317              $2,447
    Used retail                           2,037               1,853
    Finance and insurance, net              929                 914
    Dealership generated finance and
     insurance, net                         902                 885

  GROSS PROFIT MARGIN:
    New retail                             7.3%                7.8%
    Used retail                           11.8%               11.3%
    Parts, service and collision
     repair                               51.1%               52.1%

                                              Same Store for the
                                         Three Months Ended December 31,
                                          2005                 2004

  RETAIL VEHICLES SOLD:
    New units                            24,159   64.4%      24,583   64.2%
    Used units                           13,351   35.6%      13,721   35.8%
      Total units                        37,510  100.0%      38,304  100.0%

  REVENUE:
    New retail                         $772,695   58.9%    $773,067   59.2%
    Used retail                         231,731   17.6%     224,475   17.2%
    Parts, service and collision
     repair                             161,883   12.4%     152,739   11.7%
    Finance and insurance, net           35,106    2.7%      35,023    2.8%
      Total retail revenue            1,201,415           1,185,304

    Fleet                                32,310    2.4%      42,693    3.2%
    Wholesale                            78,515    6.0%      77,469    5.9%
      Total revenue                  $1,312,240  100.0%  $1,305,466  100.0%

  GROSS PROFIT:
    New retail                          $56,390   27.9%     $60,153   30.0%
    Used retail                          27,267   13.5%      25,422   12.7%
    Parts, service and collision
     repair                              82,758   40.9%      79,622   39.7%
    Finance and insurance, net           35,106   17.3%      35,023   17.4%
      Total retail gross profit         201,521             200,220

    Fleet                                   597    0.3%         608    0.3%
    Wholesale                                58    0.1%        (116)  (0.1%)
      Total gross profit               $202,176  100.0%    $200,712  100.0%

    SG&A expenses excluding one-time
     reorganization benefit and rent   $147,918            $146,974

    SG&A expenses excluding one-time
     reorganization benefit and rent
     as a percentage of gross profit      73.2%               73.2%

  REVENUE PER VEHICLE RETAILED:
    New retail                          $31,984             $31,447
    Used retail                          17,357              16,360

  GROSS PROFIT PER VEHICLE RETAILED:
    New retail                           $2,334              $2,447
    Used retail                           2,042               1,853
    Finance and insurance, net              936                 914
    Dealership generated finance and
     insurance, net                         907                 885

  GROSS PROFIT MARGIN:
    New retail                             7.3%                7.8%
    Used retail                           11.8%               11.3%
    Parts, service and collision
     repair                               51.1%               52.1%

  Asbury Automotive Group, Inc.
  Selected Data
  (Dollars in thousands)
  (Unaudited)

                                             As Reported for the
                                           Year Ended December 31,
                                        2005                 2004

  RETAIL VEHICLES SOLD:
    New units                           105,521   63.5%      97,148   63.7%
    Used units                           60,615   36.5%      55,448   36.3%
      Total units                       166,136  100.0%     152,596  100.0%

  REVENUE:
    New retail                       $3,238,790   58.5%  $2,954,145   59.4%
    Used retail                       1,021,909   18.5%     879,399   17.7%
    Parts, service and collision
     repair                             647,262   11.7%     577,820   11.6%
    Finance and insurance, net          151,584    2.7%     134,376    2.7%
      Total retail revenue            5,059,545           4,545,740

    Fleet                               146,504    2.6%     116,129    2.4%
    Wholesale                           334,614    6.0%     310,059    6.2%
      Total revenue                  $5,540,663  100.0%  $4,971,928  100.0%

  GROSS PROFIT:
    New retail                         $231,087   27.6%    $218,397   28.9%
    Used retail                         119,572   14.3%     101,669   13.4%
    Parts, service and collision
     repair                             333,003   39.7%     301,592   39.9%
    Finance and insurance, net          151,584   18.1%     134,376   17.8%
      Total retail gross profit         835,246             756,034

    Fleet                                 2,713    0.3%       2,170    0.3%
    Wholesale                               411     --       (2,381)  (0.3%)
      Total gross profit               $838,370  100.0%    $755,823  100.0%

    SG&A expenses excluding one-time
     reorganization benefit,
     reorganization expense and rent   $605,456             $558,297

    SG&A expenses excluding one-time
     reorganization benefit,
     reorganization expense and rent
     as a percentage of gross profit      72.2%                73.9%

  REVENUE PER VEHICLE RETAILED:
    New retail                          $30,693              $30,409
    Used retail                          16,859               15,860

  GROSS PROFIT PER VEHICLE RETAILED:
    New retail                           $2,190               $2,248
    Used retail                           1,973                1,834
    Finance and insurance, net              912                  881
    Dealership generated finance and
     insurance, net                         883                  843

  GROSS PROFIT MARGIN:
    New retail                             7.1%                 7.4%
    Used retail                           11.7%                11.6%
    Parts, service and collision
     repair                               51.4%                52.2%

                                             Same Store for the
                                           Year Ended December 31,
                                       2005                 2004

  RETAIL VEHICLES SOLD:
    New units                           101,179   63.4%      97,148   63.7%
    Used units                           58,397   36.6%      55,448   36.3%
      Total units                       159,576  100.0%     152,596  100.0%

  REVENUE:
    New retail                       $3,125,390   58.3%  $2,954,145   59.4%
    Used retail                         987,500   18.4%     879,399   17.7%
    Parts, service and collision
     repair                             634,576   11.9%     577,820   11.6%
    Finance and insurance, net          146,280    2.7%     134,376    2.7%
      Total retail revenue            4,893,746           4,545,740

    Fleet                               144,248    2.7%     116,129    2.4%
    Wholesale                           322,911    6.0%     310,059    6.2%
      Total revenue                  $5,360,905  100.0%  $4,971,928  100.0%

  GROSS PROFIT:
    New retail                         $223,875   27.5%    $218,397   28.9%
    Used retail                         115,888   14.2%     101,669   13.4%
    Parts, service and collision
     repair                             326,029   40.0%     301,592   39.9%
    Finance and insurance, net          146,280   17.9%     134,376   17.8%
      Total retail gross profit         812,072             756,034

    Fleet                                 2,700    0.4%       2,170    0.3%
    Wholesale                               409     --       (2,381)  (0.3%)
      Total gross profit               $815,181  100.0%    $755,823  100.0%

    SG&A expenses excluding one-time
     reorganization benefit,
     reorganization expense and rent   $587,357             $557,267

    SG&A expenses excluding one-time
     reorganization benefit,
     reorganization expense and rent
     as a percentage of gross profit      72.1%                73.7%

  REVENUE PER VEHICLE RETAILED:
    New retail                          $30,890              $30,409
    Used retail                          16,910               15,860

  GROSS PROFIT PER VEHICLE RETAILED:
    New retail                           $2,213               $2,248
    Used retail                           1,984                1,834
    Finance and insurance, net              917                  881
    Dealership generated finance and
     insurance, net                         886                  843

  GROSS PROFIT MARGIN:
    New retail                             7.2%                 7.4%
    Used retail                           11.7%                11.6%
    Parts, service and collision
     repair                               51.4%                52.2%

  Asbury Automotive Group, Inc.
  Selected Data
  (Dollars in thousands)
  (Unaudited)

                                                    As of          As of
                                                  December       December
                                                  31, 2005       31, 2004
  BALANCE SHEET HIGHLIGHTS:
      Cash and cash equivalents                     $57,194        $28,093
      Inventories                                   709,791        761,557
      Total current assets                        1,185,180      1,143,006
      Floor plan notes payable                      614,382        650,948
      Total current liabilities                     838,226        847,510

  CAPITALIZATION:
      Long-term debt (including current portion)   $496,949       $526,416
      Stockholders' equity                          547,766        481,732
          Total                                  $1,044,715     $1,008,148

  ASBURY AUTOMOTIVE GROUP, INC.
  SUPPLEMENTAL DISCLOSURES REGARDING NON-GAAP FINANCIAL INFORMATION
  (In thousands, except vehicle data)
  (Unaudited)

The Company evaluates finance and insurance gross profit performance on a per-vehicle retailed ("PVR") basis by dividing total finance and insurance gross profit by the number of retail vehicles sold. During 2003, the Company renegotiated a contract with a third party finance and insurance product provider, which resulted in the recognition of income in 2005 and 2004 that was not attributable to retail vehicles sold during 2005 and 2004. The Company believes that dealership generated finance and insurance PVR, which excludes the additional revenue derived from contracts negotiated by the corporate office, provides a more accurate measure of the Company's finance and insurance operating performance. The following table reconciles finance and insurance gross profit to dealership generated finance and insurance gross profit, and provides the necessary components to calculate dealership generated finance and insurance gross profit PVR.

                                         As Reported For   Same Store For
                                            the Three         the Three
                                          Months Ended      Months Ended
                                          December 31,      December 31,
                                          2005     2004     2005     2004
  RECONCILIATION OF FINANCE AND
   INSURANCE GROSS PROFIT TO
   DEALERSHIP GENERATED FINANCE
   AND INSURANCE GROSS PROFIT:
  Finance and insurance, net            $36,070  $35,023  $35,106  $35,023
  Less:  corporate generated
   finance and insurance                 (1,068)  (1,138)  (1,068)  (1,138)
       Dealership generated finance and
        insurance, net                  $35,002  $33,885  $34,038  $33,885

  RETAIL VEHICLES SOLD:
   New retail units                      24,870   24,583   24,159   24,583
   Used retail units                     13,945   13,721   13,351   13,721
           Total units                   38,815   38,304   37,510   38,304
  Finance and insurance PVR                $929     $914     $936     $914
  Dealership generated finance and
   insurance PVR                           $902     $885     $907     $885

                                  As Reported For the    Same Store For the
                                      Year Ended               Year Ended
                                      December 31,             December 31,
                                    2005         2004       2005      2004

  RECONCILIATION OF FINANCE
   AND INSURANCE GROSS
   PROFIT TO DEALERSHIP
   GENERATED FINANCE AND
   INSURANCE GROSS PROFIT:
  Finance and insurance, net      $ 151,584   $134,376   $146,280  $134,376
  Less: corporate
   generated finance
   and insurance                     (4,822)    (5,695)    (4,822)   (5,695)
     Dealership generated
      finance and insurance, net  $ 146,762   $128,681   $141,458  $128,681

  RETAIL VEHICLES SOLD:
   New retail units                 105,521     97,148    101,179    97,148
   Used retail units                 60,615     55,448     58,397    55,448
      Total units                   166,136    152,596    159,576   152,596
   Finance and
    insurance PVR                      $912       $881       $917      $881
   Dealership generated
    finance and
    insurance PVR                      $883       $843       $886      $843

The Company's operating income was largely impacted by reorganization costs incurred and a one-time reorganization benefit realized during 2005 and incremental rent expense associated with a sale-leaseback transaction that was entered into in the third quarter of 2004. The Company believes that excluding the reorganization costs and rent expense from the selling, general and administrative expenses provides a more meaningful basis to measure the results of the Company's operations compared to that of the prior year period. A reconciliation of the Company's adjusted selling, general and administrative expenses is presented below.

                          As Reported   As Reported
                            for the       for the
                         Three Months  Three Months
                             Ended         Ended
                          December 31,  December 31,
                             2005          2004      $ Variance   % Variance

       SG&A expenses        $159,755      $158,595      $1,160          1 %
       One-time
        reorganization
        benefit                3,382            --
       Rent expense          (12,100)      (11,621)        479          4 %
       Adjusted SG&A
        expenses            $151,037      $146,974      $4,063          3 %

                        Same Store    Same Store
                        Results for   Results for
                         the Three     the Three
                       Months Ended  Months Ended
                       December 31,  December 31,
                           2005          2004     $ Variance    % Variance

       SG&A expenses       $156,224      $158,595    $(2,371)        (1%)
       One-time
        reorganization
        benefit               3,382            --
       Rent expense         (11,688)      (11,621)        67          1 %
       Adjusted SG&A
        expenses           $147,918      $146,974       $944          1 %

                         As Reported   As Reported
                           for the       for the
                         Year Ended    Year Ended
                        December 31,  December 31,
                            2005          2004      $ Variance   % Variance

       SG&A expenses        $654,210      $596,620     $57,590         10 %
       One-time
        reorganization
        benefit                3,382            --
       Reorganization
        expense               (4,157)           --
       Rent expense          (47,979)      (38,323)      9,656         25 %
       Adjusted SG&A
        expenses            $605,456      $558,297     $47,159          8 %

                         Same Store    Same Store
                         Results for   Results for
                          the Year      the Year
                            Ended         Ended
                         December 31,  December 31,
                             2005          2004      $ Variance   % Variance

       SG&A expenses        $633,638      $595,566     $38,072          6 %
       One-time
        reorganization
        benefit                3,382            --
       Reorganization
        expense               (4,157)           --
       Rent expense          (45,506)      (38,299)      7,207         19 %
       Adjusted SG&A
        expenses            $587,357      $557,267     $30,090          5 %

The Company defines income from continuing operations as net income less discontinued operations, net of tax. We believe that excluding certain items from income from continuing operations for the three months and year ended December 31, 2005 and 2004, provides a more meaningful basis to measure the results of our operations. A reconciliation of our net income to adjusted income from continuing operations is presented below.

  RECONCILIATION OF NET
   INCOME TO ADJUSTED          For the Three
   INCOME FROM CONTINUING      Months Ended
   OPERATIONS:                  December 31,       $ Variance   % Variance
                            2005         2004
  Net income             $20,502      $12,845       $7,657          60%
  Discontinued
   operations,
   net of tax             (6,070)       1,122       (7,192)          NM
  Income from
   continuing operations  14,432       13,967          465           3%

  One-time reorganization
   benefit, net of tax    (2,114)          --
  Adjusted income from
   continuing operations $12,318      $13,967      $(1,649)        (12%)

  RECONCILIATION OF NET
   INCOME PER DILUTED
   COMMON SHARE TO
   ADJUSTED INCOME FROM
   CONTINUING OPERATIONS
   PER DILUTED COMMON SHARE:
  Net income              $ 0.62        $0.39        $0.23          59%
  Discontinued operations,
   net of tax              (0.18)        0.04        (0.22)          NM
  Income from
   continuing operations    0.44         0.43         0.01           2%

  One-time reorganization
   benefit, net of tax     (0.07)          --
  Adjusted income from
   continuing operations  $ 0.37        $0.43      $ (0.06)        (14%)

  Weighted average common
   shares outstanding
   (diluted):             33,044       32,672

  RECONCILIATION OF NET
   INCOME TO ADJUSTED
   INCOME FROM CONTINUING      For the Year
   OPERATIONS:               Ended December 31,  $ Variance   % Variance
                            2005         2004
  Net income             $61,081      $50,073     $ 11,008          22%
  Discontinued operations,
   net of tax             (1,177)       2,576       (3,753)       (146%)
  Income from
   continuing operations  59,904       52,649        7,255          14%

  One-time reorganization
   benefit, net of tax    (2,114)          --
  Reorganization expense,
   net of tax              2,598           --
  Adjusted income from
   continuing
   operations            $60,388      $52,649       $7,739          15%

  RECONCILIATION OF NET
   INCOME PER DILUTED
   COMMON SHARE TO ADJUSTED
   INCOME FROM CONTINUING
   OPERATIONS PER DILUTED
   COMMON SHARE:
  Net income              $ 1.86        $1.53        $0.33          22%
  Discontinued
   operations,
   net of tax              (0.04)        0.08        (0.12)       (150%)
  Income from continuing
   operations               1.82         1.61         0.21          13%

  One-time reorganization
   benefit, net of tax     (0.06)          --
  Reorganization expense,
   net of tax               0.08           --
  Adjusted income from
   continuing operations  $ 1.84        $1.61        $0.23          14%

  Weighted average common
   shares outstanding
   (diluted):             32,896       32,674