Notes to Consolidated Financial Statements (Dollars in thousands, except per share amounts.)

(11) Long-Term Debt
The following is a summary of long-term debt:

In April 1997, the Company completed the syndication of a $600,000 revolving credit facility ("Revolving Credit Facility"), which replaced its existing $262,000, $88,000 and $75,000 revolving credit facilities. The Revolving Credit Facility matures on April 30, 2002, contains a facility fee of 12.5 basis points, and borrowings bear interest at the lead lending bank's prime rate or certain optional rates at the Company's election. Under this agreement $492,000 and $312,000 were outstanding with weighted average interest rates of 5.70% and 6.26% as of October 31, 1998 and 1997, respectively.

Additionally, the Company has available with a separate financial institution an uncollateralized revolving line of credit ("Revolving Line of Credit Note") used to support the interim cash funding for advances to be made under the Revolving Credit Facility in amounts less than $5,000. Borrowings under the Revolving Line of Credit Note are limited to $10,000, bear interest at the lending bank's cost of funds rate or certain optional rates at the Company's election, and mature on March 31, 1999. Periodically, the Company will pay down the Revolving Line of Credit Note using funds drawn on the Revolving Credit Facility. There were no amounts outstanding under the Revolving Line of Credit Note as of October 31, 1998 and 1997.

On December 21, 1993, the Company issued $50,000 of uncollateralized senior notes, bearing interest at a rate of 6.04% and maturing on November 30, 2003. Principal payments of $7,143 are due each year; the first such payment was made on November 30, 1997, and the final payment is due on November 30, 2003. On November 7, 1994, the Company issued $75,000 of uncollateralized senior notes with an average maturity of seven years and a weighted average interest rate of 8.44%. A principal payment of $15,000 was made on May 1, 1998. The remaining notes have a weighted average interest rate of 8.49%, and principal payments are due as follows: $16,667 on each of November 1, 2000, 2001 and 2002, and $10,000 on November 1, 2006. As of October 31, 1998 and 1997, the carrying value of the Company's senior notes, including accrued interest, was $106,468 and $129,381, respectively, whereas the fair value was $110,420 and $132,464, respectively.

In December 1996, the Company issued $100,000 of unsecured, unsubordinated debt securities in the form of 6.70% Notes due 2003. Net proceeds were approximately $99,400, of which $96,800 was used to reduce balances outstanding under the Company's bank facilities, with the remaining $2,600 used for acquisitions and general corporate purposes. As of October 31, 1998 and 1997, the carrying value of these notes, including accrued interest, was $102,792, whereas the fair value was $103,197 and $104,337, respectively.

In April 1998, the Company issued $200,000 of 6.40% Remarketable Or Redeemable Securities (ROARS) due May 1, 2013 (remarketing date May 1, 2003). The ROARS were priced to the public at 99.677% to yield 6.476%. Net proceeds were approximately $203,631, including the payment made to the Company by the remarketing dealer for the right to remarket the securities after five years. The proceeds were used to reduce balances outstanding under the Company's revolving credit facilities. The net effective rate to the Company, assuming the securities are redeemed by the Company after five years, is 5.77%. If the securities are remarketed after five years, the net effective rate is expected to be approximately 6.14% over 15 years. If the ROARS are redeemed by the Company on May 1, 2003, a principal payment of $200,000 will be required. As of October 31, 1998, the carrying value of these notes, including accrued interest and the unamortized portion of the option premium, was $211,911, whereas the fair value was $210,010.

The bank loan agreements and senior note agreements contain various restrictive covenants that limit consolidated funded indebtedness, indebtedness of subsidiaries, the sale of assets to entities outside the consolidated group and the payment of dividends on, and repurchases of, the capital stock of the Company, and the bank loan agreements contain change of control provisions. The Company also is required to maintain specified financial ratios related to cash flow, net worth and fixed charges.

Principal payments due on the long-term debt for the fiscal years ending October 31, 1999 through October 31, 2003, excluding the Revolving Credit Facility and assuming the ROARS are redeemed by the Company on May 1, 2003, are approximately $10,836 in 1999, $12,207 in 2000, $26,380 in 2001, $25,739 in 2002 and $225,758 in 2003. Current maturities of long-term debt of $11,219 as of October 31, 1998, as reported in the Company's consolidated balance sheets, includes $383 relating to the unamortized ROARS option premium.

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