<SUBMISSION>
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION


Washington, D.C.  20549



FORM 8-K


Current Report



                             Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported)      July 17, 2003





LANDSTAR SYSTEM, INC.

(Exact name of registrant as specified in its charter)


Delaware

021238

06-1313069

(State or other jurisdiction

(Commission

(I.R.S. Employer

of incorporation)

File Number)

Identification No.)



13410 Sutton Park Drive South, Jacksonville, Florida

(Address of principal executive offices)


32224

(Zip Code)


(904) 398-9400

(Registrant's telephone number, including area code)


N/A

(Former name, former address and former fiscal year, if changed since last report)


















Item 7.  Financial Statement and Exhibits


        (c) Exhibits


            99.1    Press Release, dated July 17, 2003.


Item 9.  Regulation FD Disclosure


      The information included in this section is being furnished under this “Item 9” and “Item 12. Disclosure of Results of Operations and Financial Condition” in accordance with SEC Release No. 33-8216.


      On July 17, 2003, Landstar System, Inc. issued a press release announcing results for the second quarter of fiscal 2003. A copy of the press release is attached hereto as exhibit 99.1.


      The information furnished under Item 9 and Item 12 of this Current Report on Form 8-K, including Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933.








































EXHIBIT INDEX


Exhibit

Description of Exhibit


99.1

Press Release, dated July 17, 2003














































<SUBMISSION>




EXHIBIT 99.1

PRESS RELEASE,

dated July 17, 2003




For Immediate Release

Contact: Henry H. Gerkens

Landstar System, Inc.

www.landstar.com

904-398-9400



July 17, 2003



LANDSTAR SYSTEM REPORTS RECORD SECOND QUARTER NET INCOME AND DILUTED EARNINGS PER SHARE


Jacksonville, FL – Landstar System, Inc. (NASDAQ: LSTR) reported 2003 record second quarter net income of $13.6 million, or $.84 per diluted share, in line with analysts’ estimates.  Net income in the 2002 second quarter was  $12.2 million, or $.72 per diluted share.   Revenue was $390.1 million for the thirteen-week period ended June 28, 2003, compared with $391.2 million for the thirteen-week period ended June 29, 2002.  Landstar’s carrier group of companies generated $303.2 million of revenue in the 2003 second quarter compared with $310.0 million in the 2002 second quarter.  In the 2003 and 2002 second quarters, the carrier group invoiced customers $10.0 million and $2.5 million, respectively, of fuel surcharges that were passed on 100 percent to business capacity owners and excluded from revenue.  Landstar’s multimodal services group of companies reported revenue of $79.9 million in the 2003 second quarter compared to $74.3 million in the 2002 second quarter.  Operating margin was 5.8 percent in the 2003 second quarter up from 5.4 percent in the 2002 second quarter.


Net income for the twenty-six-week period ended June 28, 2003 was $23.7 million, or $1.45 per diluted share, compared to net income of $20.8 million, or $1.23 per diluted share, for the twenty-six-week period ended June 29, 2002.  Revenue was $755.8 million in the 2003 first half, compared to revenue of $726.9 million in the 2002 first half.  Landstar’s carrier group of companies generated $593.3 million of revenue in the twenty-six-week period ended June 28, 2003 compared with $580.0 million in the twenty-six-week period ended June 29, 2002.  In the 2003 and 2002 twenty-six-week periods, the carrier group invoiced customer $18.6 million and $3.2 million, respectively, of fuel surcharges that were passed on 100 percent to business capacity owners and excluded from revenue.  Landstar’s multimodal services group of companies generated $148.6 million of reve nue in the 2003 twenty-six-week period compared with $133.1 million in the 2002 period.  Operating margin for the 2003 twenty-six-week period was 5.2 percent compared with 5.0 percent in the 2002 comparable period.  


“I am pleased with Landstar’s 2003 second quarter performance,“ said Landstar Chairman and CEO Jeff Crowe.  “Revenue in the 2003 second quarter was the second highest second quarter revenue amount in Landstar history.  Despite lower revenue from the automotive and expedited sectors, revenue in the 2003 second quarter was approximately the same as revenue in the 2002 second quarter. Revenue generated through other third party truck capacity providers (brokerage) continued to be strong and increased more than 28 percent in the 2003 second quarter.  In addition, Landstar improved its operating margin in the 2003 second quarter to 5.8 percent and increased earnings per diluted share 16 percent.“


“Trailing twelve-month return on average equity remained high at 37 percent and return on invested capital, net income divided by the sum of average equity plus average debt, was 24 percent.  During the 2003 first half, we purchased 775,051 shares of common stock at a total cost of $44,214,000, as we continued to use Landstar’s superior cash flow to enhance shareholder value,” Crowe said.  “The Company has the ability to purchase an additional 670,070 shares of its common stock under its authorized share repurchase program.”


“Based upon the current operating environment and anticipated revenue growth of 3 to 8 percent over the 2002 third quarter, I currently estimate 2003 third quarter earnings per diluted share to be within a range of $.80 to $.90 per diluted share,” said Crowe.


Landstar will provide a live webcast of its quarterly earnings conference call this afternoon at 1:30 pm ET.  To access the webcast, visit the Company’s website at www.landstar.com.  Click on Investors and then the webcast icon.


The following is a "safe harbor" statement under the Private Securities Litigation Reform Act of 1995. Statements contained in this press release that are not based on historical facts are "forward-looking statements." This press release contains forward-looking statements, such as statements which relate to Landstar's business objectives, plans, strategies and expectations. Terms such as "anticipates," "believes," "estimates," "plans," "predicts," "may," "should," "will," the negative thereof and similar expressions, including any such expressions with respect to our level of comfort with analyst estimates, are intended to identify forward-looking statements. Such statements are by nature subject to uncertainties and risks, including but not limited to: an increas e in the frequency or severity of accidents or workers' compensation claims; unfavorable development of existing accident claims; dependence on independent sales agents; dependence on third party capacity providers; disruptions or failures in our computer systems; a downturn in domestic economic growth or growth in the transportation sector; and substantial industry competition. These risks and uncertainties could cause actual results or events to differ materially from historical results or those anticipated. Investors should not place undue reliance on such forward-looking statements, and Landstar undertakes no obligation to publicly update or revise any forward-looking statements.


Landstar’s carrier group is comprised of Landstar Gemini, Inc., Landstar Inway, Inc., Landstar Ligon, Inc. and Landstar Ranger, Inc. and delivers excellence in complete over-the-road transportation services.  Landstar’s multimodal group, comprised of Landstar Express America, Inc. and Landstar Logistics, Inc., provides expedited, contract logistics and intermodal transportation services.  All Landstar operating companies are certified to ISO 9001:2000 quality management system standards.  Landstar System, Inc.’s common stock trades on The NASDAQ Stock Market under the symbol LSTR.    (Tables follow)
























































LANDSTAR SYSTEM/4



LANDSTAR SYSTEM, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF INCOME

(Dollars in thousands, except per share amounts)

(Unaudited)


 

Twenty Six Weeks Ended

 

Thirteen Weeks Ended

        
 

June 28,

 

June 29,

 

June 28,

 

June 29,

 

2003

 

2002

 

2003

 

2002

        

Revenue

$  755,802

 

$  726,909

 

$  390,084

 

$  391,216

Investment income

623

 

1,078

 

299

 

515

Costs and expenses:

       
 

Purchased transportation

561,464

 

536,422

 

290,002

 

289,234

 

Commissions to agents

58,623

 

56,905

 

30,539

 

30,817

 

Other operating costs

17,840

 

17,814

 

8,609

 

9,708

 

Insurance and claims

22,161

 

24,384

 

11,533

 

13,477

 

Selling, general and administrative

50,336

 

50,723

 

23,955

 

24,675

 

Depreciation and amortization

6,345

 

5,700

 

3,179

 

2,821

         
 

Total costs and expenses

716,769

 

691,948

 

367,817

 

370,732

        

Operating income

39,656

 

36,039

 

22,566

 

20,999

Interest and debt expense

1,544

 

2,552

 

774

 

1,244

        

Income before income taxes

38,112

 

33,487

 

21,792

 

19,755

Income taxes

14,387

 

12,725

 

8,226

 

7,507

        

Net income

$   23,725

 

$   20,762

 

$    13,566

 

$    12,248

        

Earnings per common share  

$       1.51

 

$       1.28

 

$        0.87

 

$        0.75

        

Diluted earnings per share  

$       1.45

 

$       1.23

 

$        0.84

 

$        0.72

Average number of shares outstanding:

       
 

Earnings per common share  

15,713,000

 

16,223,000

 

15,652,000

 

16,252,000

         
 

Diluted earnings per share  

16,322,000

 

16,829,000

 

16,227,000

 

16,914,000

         
         










LANDSTAR SYSTEM/5


LANDSTAR SYSTEM, INC. AND SUBSIDIARY

SELECTED SEGMENT INFORMATION

(Dollars in thousands)

(Unaudited)


 

Twenty Six Weeks Ended

 

Thirteen Weeks Ended

        
 

June 28,

 

June 29,

 

June 28,

 

June 29,

 

2003

 

2002

 

2003

 

2002

        

External Revenue

       
        

Carrier segment

$  593,286

 

$  579,964

 

$  303,241

 

$  310,001

Multimodal segment

148,640

 

133,059

 

79,931

 

74,340

Insurance segment

13,876

 

13,886

 

6,912

 

6,875

        

   External revenue

$  755,802

 

$  726,909

 

$  390,084

 

$  391,216

        

Operating Income

       
        

Carrier segment

$    42,856

 

$    41,459

 

$    24,360

 

$    24,603

Multimodal segment

2,991

 

2,785

 

1,067

 

1,645

Insurance segment

11,061

 

7,560

 

5,626

 

2,238

Other

(17,252)

 

(15,765)

 

(8,487)

 

(7,487)

        

   Operating income

$    39,656

 

$    36,039

 

$    22,566

 

$    20,999

        















LANDSTAR SYSTEM/6

LANDSTAR SYSTEM, INC. AND SUBSIDIARY

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except per share amounts)

(Unaudited)

ASSETS

June 28, 2003

 

Dec. 28, 2002

Current Assets

   
 

Cash

$   64,519

 

$   65,447

 

Short-term investments

3,336

 

3,130

 

Trade accounts receivable, less allowance of $3,380 and $3,953

186,602

 

190,052

 

Other receivables, including advances to independent

   
  

contractors, less allowance of $6,093 and $5,331

14,813

 

12,640

 

Prepaid expenses and other current assets

10,057

 

3,338

  

Total current assets

279,327

 

274,607

 

Operating property, less accumulated depreciation and

   
  

amortization of $56,421 and $52,841

72,306

 

76,774

 

Goodwill

31,134

 

31,134

 

Other assets

18,984

 

18,233

 

Total assets

$  401,751

 

$  400,748

LIABILITIES AND SHAREHOLDERS’ EQUITY

   

Current Liabilities

   
 

Cash overdraft

$   16,601

 

$   16,545

 

Accounts payable

65,747

 

60,297

 

Current maturities of long-term debt

10,629

 

12,123

 

Insurance claims

26,923

 

24,419

 

Other current liabilities

33,127

 

40,593

  

Total current liabilities

153,027

 

  153,977

Long-term debt, excluding current maturities

73,757

 

65,237

Insurance claims

27,508

 

25,276

Deferred income taxes

7,726

 

7,165

Shareholders’ equity

   
 

Common stock, $0.01 par value, authorized 50,000,000 and  20,000,000

   
 

  shares, issued 16,657,602 and 16,337,506 shares

167

 

163

 

Additional paid-in capital

13,301

 

2,609

 

Retained earnings

197,542

 

173,817

 

Cost of 1,329,930 and 554,879 shares of common stock in  treasury

(70,520)

 

(26,306)

 

Notes receivable arising from exercise of stock options

(757)

 

(1,190)

  

Total shareholders’ equity

139,733

 

149,093

    

Total liabilities and shareholders’ equity

$  401,751

 

$  400,748

    


LANDSTAR SYSTEM/7

LANDSTAR SYSTEM, INC. AND SUBSIDIARY

SUPPLEMENTAL INFORMATION

June 28, 2003

(Unaudited)


 

Twenty Six Weeks Ended

 

Thirteen Weeks Ended

 

June 28,

 

June 29,

 

June 28,

 

June 29,

 

2003

 

2002

 

2003

 

2002

Carrier Segment

       

External revenue generated through (in thousands):

       

  Business Capacity Owners (1)

$  509,872

 

$  519,624

 

$  260,348

 

$  277,920

  Other third party truck capacity providers

83,414

 

60,340

 

42,893

 

32,081

 

$  593,286

 

$  579,964

 

$  303,241

 

$  310,001

Revenue per revenue mile

$        1.73

 

$        1.68

 

$        1.73

 

$       1.68

Revenue per load

$      1,193

 

$      1,153

 

$      1,188

 

$     1,173

Average length of haul (miles)

688

 

688

 

686

 

700

Number of loads

497,290

 

502,975

 

255,291

 

264,351

        

Multimodal Segment

       

External revenue generated through (in thousands):

       

  Business capacity Owners (1) (2)

$    22,753

 

$    27,720

 

$    11,995

 

$    14,832

  Other third party truck capacity providers

80,801

 

63,462

 

43,852

 

35,464

  Rail and Air Carriers

45,086

 

41,877

 

24,084

 

24,044

 

$  148,640

 

$  133,059

 

$    79,931

 

$    74,340

Revenue per load

$      1,280

 

$      1,097

 

$      1,307

 

$      1,129

Number of loads

116,119

 

121,324

 

61,137

 

65,821

 

As of

June 28, 2003

 

As of

June 28, 2002

    

Capacity

       

Business Capacity Owners (1) (3)

7,271

 

7,365

    

Other third party truck capacity providers:

       

  Approved and active (4)

8,872

 

8,610

    

  Approved

6,093

 

5,310

    
 

14,965

 

13,920

    

Total available truck capacity providers

22,236

 

21,285

    
        


(1) Business Capacity Owners are independent contractors who provide truck capacity to the Company under exclusive

      lease arrangements.


(2) Includes revenue generated through Carrier Segment Business Capacity Owners.


(3) Trucks provided by business capacity owners were 8,263 and 8,402, respectively.


(4) Active refers to other third party truck capacity providers who have moved at least one load in the past 180 days.