FORM 10-Q

                    SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
              EXCHANGE ACT OF 1934

              For the quarterly period ended    June 30, 1999
                                              -----------------
                                                     OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
              EXCHANGE ACT OF 1934


Commission File Number    0-12058
                          -------

                            KENAN TRANSPORT COMPANY
              ------------------------------------------------------
               (Exact name of registrant as specified in its charter)


             North Carolina                     56-0516485
     -------------------------------         --------------------
     (State  or other  jurisdiction  of      (IRS  Employer
       incorporation or organization)        Identification No.)


               University Square - West, 143 W. Franklin Street
                 Chapel Hill, North Carolina, 27516-3910
          ------------------------------------------------------------
          (Address of principal executive offices, including Zip Code)


                                 (919) 967-8221
          -----------------------------------------------------------
          (Registrant's telephone number, including Area Code)


    Indicate  by check mark  whether the  registrant  (1) has filed all reports
required to be filed by section 13 or 15(d) of the Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such shorter  period  that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

                         Yes    X        No
                              -----          -----


     Indicate the number of shares outstanding of each of the issuer's  classes
of common stock, as of the latest practicable date.

                  Class                   Outstanding at July 31, 1999
          ---------------------------    --------------------------------
           Common stock, no par value             2,421,562


<PAGE>



                              KENAN TRANSPORT COMPANY

                                       INDEX
                                                                       Page
                                                                     --------
Part I - Financial Information

        Consolidated Balance Sheets as of June 30, 1999 and
           December 31, 1998                                             1

        Consolidated Statements of Income for the three
           and six months ended June 30, 1999 and 1998                   2

        Consolidated Statements of Cash Flows for the
           six months ended June 30, 1999 and 1998                       3

        Notes to Consolidated Financial Statements                     4 - 6

        Management's Discussion and Analysis of Financial
           Condition and Results of Operations                         7 - 9



Part II - Other Information

        Item 4 - Submission of Matters to a Vote of
           Security Holders                                             10

        Item 6 - Exhibits and Reports on Form 8-K                       10

        Signatures                                                      11

        Index to Exhibits                                               12


<PAGE>


                            PART I - FINANCIAL INFORMATION

                               KENAN TRANSPORT COMPANY
                            CONSOLIDATED BALANCE SHEETS
                               (Dollars in thousands)

                                              June 30,           December 31,
                                                1999                 1998
ASSETS                                       (Unaudited)           (Note 1)
-----------------------------------------------------------------------------
Current Assets
    Cash and cash equivalents                 $    12,685          $     8,023
    Accounts receivable, net                        9,683               10,441
    Operating supplies and parts                      598                  572
    Prepayments
        Tires                                       1,948                1,851
        Insurance, licenses and other               1,598                1,353
        Deferred income taxes                       2,134                2,164
                                            -----------------------------------
           Total Current Assets                    28,646               24,404

Operating Property
    Land                                            3,464                3,464
    Buildings and leasehold improvements           11,457               11,412
    Revenue equipment                              74,149               72,703
    Other equipment                                 6,785                6,490
                                            -----------------------------------
                                                   95,855               94,069
    Accumulated depreciation                      (38,822)             (36,444)
                                            -----------------------------------
        Net Operating Property                     57,033               57,625

Intangible Assets, Net                             10,656               10,944
Other Assets                                        1,884                1,671
                                            -----------------------------------
                                              $    98,219          $    94,644
                                            ===================================

LIABILITIES AND STOCKHOLDERS' EQUITY
-------------------------------------------------------------------------------
Current Liabilities
    Capital lease obligations                 $     1,025          $     1,108
    Accounts payable                                3,717                2,784
    Wages and employee benefits payable             7,520                9,331
    Claims payable                                  4,439                3,942
    Income taxes payable                              166                   --
                                            -----------------------------------
        Total Current Liabilities                  16,867               17,165

Long-Term Debt                                     10,000               10,000
Capital Lease Obligations                           3,650                2,056
Deferred Income Taxes                              11,394               11,243

Stockholders' Equity
    Common stock; no par; 20,000,000 shares
        authorized; 2,421,562 shares issued
        and outstanding                             4,400                4,400
    Deferred incentive compensation                  (842)                (956)
    Retained earnings                              52,750               50,736
                                            -----------------------------------
                                                   56,308               54,180
                                            -----------------------------------
                                              $    98,219          $    94,644
                                            ===================================

The Notes to  Consolidated  Financial  Statements  are an integral part of these
balance sheets.

                                                   Page 1


<PAGE>




                              KENAN TRANSPORT COMPANY
                        CONSOLIDATED STATEMENTS OF INCOME
              (Unaudited and in thousands except per share amounts)


                                         Three Months Ended     Six Months Ended
                                             June 30,              June 30,
                                         --------------------  -----------------
                                          1999       1998       1999      1998
--------------------------------------------------------------------------------

Operating Revenue                        $34,016  $34,107      $67,977  $62,588

Operating Expenses
    Wages and employee benefits           17,776   17,452       35,326   31,729
    Fuel and other operating expenses      7,136    7,236       14,191   13,315
    Depreciation and amortization          2,678    2,608        5,347    5,115
    Taxes and licenses                     1,835    1,822        3,709    3,475
    Claims and insurance                   1,404    1,301        2,782    2,312
    Equipment rents                        1,359    1,510        2,764    2,433
--------------------------------------------------------------------------------
                                          32,188   31,929       64,119   58,379
--------------------------------------------------------------------------------
Operating Income                           1,828    2,178        3,858    4,209

Interest Expense                            (241)    (229)        (442)    (367)
Interest Income and Other Expenses, Net      171       31          481       64
--------------------------------------------------------------------------------
Income before Provision for Income Taxes   1,758    1,980        3,897    3,906
Provision for Income Taxes                   692      826        1,526    1,577
--------------------------------------------------------------------------------
Net Income                                $1,066   $1,154       $2,371  $ 2,329
================================================================================


Basic and diluted earnings per share      $  .44   $  .48       $  .98   $  .97

Operating ratio                             94.6%    93.6%        94.3%    93.3%

Dividends paid per share                  $.0725   $.0700       $.1450   $.1400



The Notes to  Consolidated  Financial  Statements  are an integral part of these
statements.


                                                               Page 2


<PAGE>



                             KENAN TRANSPORT COMPANY
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                 For the Six Months Ended June 30, 1999 and 1998
                       (Unaudited and dollars in thousands)


                                                        1999        1998
----------------------------------------------------------------------------

Cash Provided by (Applied to):
    Operations                                     $    8,084   $   6,045
    Purchases of operating property, net               (2,288)     (5,100)
    Business acquisition                                   --      (7,880)
    Debt and capital lease obligations, net              (777)      6,231
    Dividends                                            (357)       (343)
----------------------------------------------------------------------------
Net Increase (Decrease) in Cash
    and Cash Equivalents                                4,662      (1,047)
Beginning Cash and Cash Equivalents                     8,023       3,422
----------------------------------------------------------------------------
Ending Cash and Cash Equivalents                   $   12,685   $   2,375
============================================================================



The Notes to  Consolidated  Financial  Statements  are an integral part of these
statements.



                                                Page 3

<PAGE>


                                KENAN TRANSPORT COMPANY
                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                    (Unaudited)


1.      Basis of Presentation
------------------------------
        The  accompanying  consolidated  financial  statements  are  prepared in
conformity  with  generally  accepted  accounting  principles  and  include  the
accounts  of  Kenan   Transport   Company  and  its  wholly  owned   subsidiary,
Petro-Chemical   Transport,  Inc.  All  significant  intercompany  accounts  and
transactions have been eliminated.

        The financial  information included herein is unaudited;  however,  such
information  reflects all  adjustments  (consisting  solely of normal  recurring
adjustments)  that  are,  in the  opinion  of  management,  necessary  to a fair
statement of the results for the interim periods presented.

        The balance  sheet at December  31, 1998 has been taken from the audited
financial statements at that date.

        The results of  operations  for the three and six months  ended June 30,
1999 and 1998 are not  necessarily  indicative of the results to be expected for
the full year.


2.       Recent Accounting Pronouncements
------------------------------------------
        In June 1998, the Financial  Accounting  Standards Board issued SFAS No.
133,  "Accounting  for Derivative  Instruments  and Hedging  Activities,"  which
requires  that upon  adoption all  derivative  instruments  be recognized in the
balance  sheet at fair value and that changes in such fair values be  recognized
in earnings unless specific  hedging  criteria are met. Changes in the values of
derivatives  that meet these hedging  criteria will  ultimately  offset  related
earnings  effects of the hedged items;  effects of certain changes in fair value
are recorded in other comprehensive income pending recognition in earnings.  The
Company  will  adopt the  Statement  when  required  on  January  1,  2001.  The
application of Statement 133 is not expected to have a significant impact on the
Company's financial position or results of operations.


3.      Business Acquisitions
------------------------------
     On February 28, 1998, the Company acquired 100% of the outstanding stock of
Petro-Chemical  Transport,  Inc.  (PCT),  a  wholly  owned  subsidiary  of CITGO
Petroleum  Corporation.  PCT is a  tank  truck  carrier  serving  the  petroleum
industry in the Southeast,  Midwest and on the West Coast. The acquisition,  net
of cash acquired,  required a cash investment totaling  $7,880,000.  The Company
financed the acquisition through its line of credit facility.

        The  acquisition  has been  accounted  for using the purchase  method of
accounting.  The accompanying  consolidated statements of income include results
of  operations  of PCT  beginning  March  1,  1998.  The  purchased  assets  and
liabilities assumed have been recorded in the Company's financial  statements at
their  estimated  fair market  values.  The excess of the purchase cost over the
fair value of net assets acquired in the  acquisition  (goodwill) is included in
intangible assets in the accompanying  consolidated  balance sheets and is being
amortized over 20 years on a straight-line basis.



                                                   Page 4


<PAGE>


                                    KENAN TRANSPORT COMPANY
                        NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                      (continued)



        The  following  unaudited pro forma  summary  presents the  consolidated
results of operations  of the Company for the first and second  quarters of 1999
and 1998,  as if the  acquisition  had  occurred as of January 1, 1998.  The pro
forma  information does not purport to be indicative of what would have occurred
had the acquisition been made as of January 1, 1998 or of results that may occur
in the future (dollars in thousands except per share amounts).


        Pro-Forma Information (unaudited)
        -----------------------------------------------------------------

                                   Three Months Ended          Six Months Ended
                                       June 30                     June 30
                                 -------------------          -----------------
                                  1999          1998         1999          1998
        -----------------------------------------------------------------------
        Revenue                  $34,016       $34,107     $67,977      $69,267
        Net income                 1,066         1,154       2,371        2,535
        Basic and diluted
          earnings per share         .44           .48         .98         1.05


4.      Earnings Per Share
---------------------------
        A reconciliation of net income and the weighted average number of shares
outstanding  used in  calculating  basic  and  diluted  earnings  per  share  is
presented in the table below (in thousands, except per share amounts):


                                  Three Months Ended          Six Months Ended
                                       June 30                    June 30
                                  -------------------         -----------------
                                     1999         1998          1999       1998
                                -----------------------------------------------

        Net Income               $   1,066     $   1,154     $  2,371   $  2,329
                                ===============================================

        Weighted Average Shares:
          Basic weighted
            average shares           2,422         2,414        2,422      2,404
          Dilutive effect of
            stock options               --             3           --          1
                                ------------------------------------------------
          Diluted weighted
             average shares          2,422         2,417        2,422      2,405
                                ================================================
        Basic and diluted
          earnings per share     $    0.44     $    0.48     $   0.98    $  0.97



                                                   Page 5



<PAGE>



                                   KENAN TRANSPORT COMPANY
                          NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                        (continued)



5.      Long-Term Debt
-----------------------
        The  Company  has  an  unsecured  $20,000,000  Reducing   Line-of-Credit
Facility.    The   facility   replaces   the   Company's   previous   $7,000,000
line-of-credit.  Funds  available  under the line  reduce  $500,000  per quarter
beginning July 1, 1998 to a minimum line of $10,000,000. The facility matures in
March 2003.  Interest  under the  facility  is  variable  based on LIBOR plus an
applicable  margin.  At June 30, 1999 and  December  31,  1998,  the Company had
$10,000,000 outstanding under the new credit facility.

        The Company has entered into a simple  interest  rate swap  agreement to
manage  costs and risks  associated  with  changing  interest  rates.  Under the
agreement,  the Company exchanges at specific  intervals the difference  between
the fixed rate and variable rate interest amounts calculated by reference to the
notional  amount with any  differential  recorded as an  adjustment  to interest
expense.  The agreement  effectively changes a portion of the Company's interest
rate  exposure on the  line-of-credit  from a floating  rate to a fixed rate. At
June  30,  1999,  the  notional  principal  amount  of  this  agreement  totaled
$7,000,000. The agreement matures in March 2003.

        The Company does not hold or issue  derivative  instruments  for trading
purposes.



                                                   Page 6


<PAGE>



                                KENAN TRANSPORT COMPANY
                 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                        CONDITION AND RESULTS OF OPERATIONS


        The  following  is  management's  discussion  and  analysis  of  certain
significant  factors that have  affected the  Company's  financial  position and
operating  results  during the periods  included in the  accompanying  financial
statements.


Results of Operations

        Revenue  for the second  quarter  of 1999 was  $34,016,000  compared  to
$34,107,000  for the second quarter of 1998. Net income was $1,066,000  compared
to $1,154,000 in 1998.  Earnings per share were $.44 compared to $.48 during the
same period last year.  Miles  operated  decreased 5% from the second quarter of
1998.

        The second quarter provides the first  year-to-year  comparison with the
inclusion  of  the  Company's  February  28,  1998  acquisition,  Petro-Chemical
Transport (PCT), for a full quarter in each year.

        Operating  expenses for the second  quarter of 1999  increased  $259,000
(0.8%) over 1998.  As a  percentage  of  revenue,  wages and  employee  benefits
increased  to 52.3%  from 51.2%  primarily  due to  increased  driver pay rates.
Claims and  insurance  expense  increased to 4.1% from 3.8% due to higher claims
experience  in 1999.  The  Company's  operating  ratio for the quarter was 94.6%
compared to 93.6% in 1998.

        The  $140,000  increase  in second  quarter  interest  income  and other
expenses is due to an increase in average  invested cash balances and gains from
the disposition of assets.

        Revenue  for  the  first  half  of  1999  was  $67,977,000  compared  to
$62,588,000 for 1998. Net income was $2,371,000  compared to $2,329,000 in 1998.
Earnings per share were $.98  compared to $.97 during the same period last year.
Miles operated increased 2% from the first half of 1998.

        First half revenue  increased  $5,389,000 (8.6%) over 1998 due primarily
to the Company's  acquisition of PCT. First half revenue for PCT was $21,800,000
in  1999,  which  includes  revenues  for  the  full  six  months,  compared  to
$13,400,000  in 1998,  which  includes  revenues from the time of acquisition at
February 28, 1998 through June 30, 1998.

        Operating  expenses for the first half of 1999 totaled  $64,119,000,  an
increase  of  $5,740,000  (9.8%)  over  1998  due  primarily  to  the  Company's
acquisition of PCT. The operating ratio increased to 94.3% from 93.3% in 1998.

        The average balances of outstanding  debt and capital lease  obligations
during the second quarter of 1999 and 1998 were  approximately  $14,800,000  and
$12,700,000,  respectively. Interest expense was $241,000 for the second quarter
of 1999 compared to $229,000 in 1998.


Liquidity and Capital Resources

        At June 30, 1999,  cash and cash  equivalents  totaled  $12,685,000,  an
increase of $4,662,000 from December 31,1998. Working capital of $11,779,000 was
up $4,540,000  from year-end  1998,  and the current  ratios were 1.70 and 1.42,
respectively.  At June 30, 1999,  the Company had  outstanding  debt and capital
lease obligations  totaling  $14,675,000 compared to $13,164,000 at December 31,
1998.



                                                   Page 7

<PAGE>


                   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                          CONDITION AND RESULTS OF OPERATIONS
                                    (continued)


        Cash and cash equivalents have increased  $10,310,000 from June 30,1998.
The Company has third quarter cash commitments of  approximately  $4,600,000 for
tractor  and  trailer  replacements.  Management  believes  that cash flows from
operations  and the  Company's  bank  line-of-credit  will be sufficient to fund
these  planned  expenditures,  as  well as 1999  working  capital  requirements,
expansion opportunities and other corporate needs.


Environmental Matters

        The  Company's  operations  require  the  storage of fuel for use in its
tractors in both underground and aboveground tanks. The Company has a program to
maintain  its  fuel  storage   facilities  in  compliance   with   environmental
regulations.  Under the  program,  the Company  incurs  costs to replace  tanks,
remediate soil  contamination  resulting from overfills,  spills and leaks,  and
monitor  facilities  on an ongoing  basis.  These costs are recorded  when it is
probable  that a  liability  has been  incurred  and the  related  amount can be
reasonably  estimated.  Such  costs  have not been  and are not  expected  to be
material to the Company's operations or liquidity.


Year 2000

        The "Year 2000"  issue  results  from  computer  systems  that store and
process data using two-digit fields to represent the year rather than four-digit
fields.  Consequently,  some computer  systems may not process dates beyond 1999
causing  businesses to be at risk of computer  system  failures that may disrupt
their  operations.  Computer systems termed Year 2000 compliant have been tested
and certified to correctly process dates in the year 2000 and beyond.

        In 1998,  the Company  established a program to ensure that its critical
internal  systems and selected  third  parties (key product  loading  locations,
suppliers  and  customers)  would be ready for Year 2000 and, if not, to develop
contingency plans.

        The  Company's  internal  systems  include both  information  technology
("IT") systems and non-IT systems.  The critical IT systems consist of financial
and operational software and hardware,  and the critical non-IT systems consists
of embedded technology in telecommunications  equipment and tractors. The phases
of the Company's  program for evaluating its internal systems include  assessing
the systems, upgrading critical systems that are not Year 2000 ready, internally
testing all critical IT systems and obtaining  written  assurances  from vendors
for all critical non-IT systems.  As of June 30, 1999, the Company has completed
all phases of its Year 2000 program for all of its critical internal systems and
believes that the systems are Year 2000 compliant.

        The  Company is also  continuing  to assess the Year 2000  readiness  of
selected third parties by analyzing the responses to questionnaires  sent to the
third parties. The goal is to ensure that no interruptions of service that would
adversely  affect  the  Company's  business  will occur as a result of Year 2000
issues  at those  companies  on  which  the  Company's  business  is  materially
dependent.  As of June 30, 1999, the Company is approximately  70% complete with
this phase and has not received any responses that reveal a material third party
that is not  expecting to be Year 2000  compliant.  The Company is continuing to
monitor  the  progress  of  the  selected   third  parties  and  will  formulate
contingency plans where significant exposures are identified.



                                                   Page 8




<PAGE>


                    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                          CONDITION AND RESULTS OF OPERATIONS
                                     (continued)


        The total cost to complete  remediation  for Year 2000 of the  Company's
critical  internal  systems and to determine the Year 2000 readiness of selected
third parties is estimated to be $250,000.  As of June 30, 1999, the Company has
incurred and expensed  substantially  all of the total estimated cost related to
Year 2000 readiness.  Overall,  management  believes that the Year 2000 will not
pose significant operational problems for the Company or cause significant costs
beyond those already expensed.

        The most reasonably likely worst case scenario for the Company is that a
number of key product loading locations, suppliers and customers would be unable
to  operate  due to Year 2000  related  system  failures.  If a large  number of
product loading locations and suppliers are unable to operate, the Company would
experience a delay in loading products for delivery to customers.  The inability
of the  Company  to  operate  efficiently  would  result in a loss of  revenues,
partially mitigated by reduced costs.

        The Company  believes that it has an effective  plan in place to resolve
the Year 2000 issue in a timely  manner.  However,  due to the unusual nature of
the Year 2000 issue,  it is difficult to predict with certainty what will happen
after December 31, 1999.


Market Risk

        Market risk is the potential loss arising from adverse changes in market
rates and prices, such as foreign currency rates and other relevant market rates
or price  changes.  In the  ordinary  course of  business,  Kenan is  exposed to
interest  rate risks and the Company  regularly  evaluates  its exposure to this
risk.  The Company  does not hold or issue  derivative  instruments  for trading
purposes.

        The fair  value of the  interest  rate  swap  agreement  represents  the
estimated receipts or payments that would be made to terminate the agreement. At
June 30, 1999,  the Company would have paid  approximately  $13,000 to terminate
the agreement.  Assuming a 100 basis point  reduction in the LIBOR interest rate
curve,  the fair value of the interest  rate swap  agreement  would  decrease by
approximately $222,000.


Forward-Looking Statements

        Statements  in this document  that are not  historical  facts are hereby
identified  as  forward-looking  statements  for the  purpose of the safe harbor
provided  by Section  21E of the  Securities  Act of 1934 and Section 27A of the
Securities Act of 1933. The Company cautions  readers that such  forward-looking
statements, including without limitation, those relating to the Company's future
business  prospects,   revenues,  working  capital,  liquidity,  capital  needs,
interest  costs and  income,  wherever  they occur in this  document or in other
statements  attributable  to the  Company  are  estimates  reflecting  the  best
judgement of the Company's  senior  management and involve a number of risks and
uncertainties  that could cause actual results to differ  materially  from those
suggested by the forward-looking statements.

        Disclosures  concerning  Year 2000 issues also  contain  forward-looking
statements  that  include  assessments,   timetables  and  cost  estimates.  The
incremental  costs of the Year 2000  project  and the time by which the  Company
believes it will  complete  the Year 2000  modifications,  as well as new system
initiatives that are Year 2000 compliant and third party  compliance,  are based
upon  management's  best estimates.  There exists the  possibility  that factors
outside of  management's  control  may have a material  impact on the  Company's
operations.

                                                   Page 9

<PAGE>


                          PART II - OTHER INFORMATION

Item 4. Submission of Matters to a Vote of Security Holders
------- ---------------------------------------------------
                      The  Registrant's  Annual Meeting of Stockholders was held
               on May 3, 1999 for the purpose of  electing a board of  directors
               and conducting  such other business that properly came before the
               meeting.  Proxies  for the  meeting  were  solicited  pursuant to
               Section  14(a) of the  Securities  Act of 1934 and  there  was no
               solicitation  in opposition  to  management's  solicitation.  The
               proposals voted upon and the results of voting were as follows:

               Nominees  for  directors  as listed in the proxy  statement  were
               elected for a one-year term with the following vote:
                                               Votes            Votes
                                                For           Withheld
                                            ----------        --------
               Thomas S. Kenan, III            2,077,850       1,110
               Owen G. Kenan                   2,077,750       1,210
               Lee P. Shaffer                  2,077,850       1,110
               William C. Friday               2,077,750       1,210
               William O. McCoy                2,069,350       9,610
               Paul J. Rizzo                   2,077,750       1,210
               Braxton Schell                  2,077,750       1,210
               Kenneth G. Younger              2,077,750       1,210


Item 6. Exhibits and Reports on Form 8-K
---------------------------------------
  (a)   The Exhibits to this Form 10-Q are listed on the accompanying
        index to Exhibits.

  (b)   The following reports on Form 8-K have been filed during the
        quarter ended June 30, 1999:

               None


                                                   Page 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.


                                         KENAN TRANSPORT COMPANY
                                              (Registrant)



DATE:      August 13, 1999                   BY:/s/  William L. Boone
                                             ----------------------------
                                             Vice President-Finance and
                                             Chief Financial Officer


                                                   Page 11



<PAGE>



                         INDEX TO EXHIBITS

The exhibits filed as part of this report are listed below:


Exhibit
Number                            Description
--------       -------------------------------------------------------
   11   Statement Re Computation of Per Share Earnings

   27   Financial Data Schedule for the quarter ending June 30,1999.


                                                   Page 12


<PAGE>