Expeditors International of Washington Inc – ‘10-K’ for 12/31/95

As of:  Monday, 4/1/96   ·   For:  12/31/95   ·   Accession #:  912057-96-5655   ·   File #:  0-13468

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Annual Report   —   Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                         22    111K 
 2: EX-10.25    Loan Modification Agreement Dated 8/2/95               1      8K 
 3: EX-10.26    Loan Modification Agreement Dated 3/22/96              1      8K 
 4: EX-11.1     Computation of Per Share Net Earnings                  1      4K 
 5: EX-13.1     Financial Highlights                                  24    120K 
 6: EX-21.1     Subsidiaries of the Registrant                         2     10K 
 7: EX-23       Consent of Ind Accts                                   1      7K 
 8: EX-27       FDS Exh. 27                                            2      9K 

10-K   —   Annual Report
Document Table of Contents

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 UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C.  20549

 FORM 10-K
(Mark One)                                                                      

/X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE    
ACT OF 1934                                                                     
For the fiscal year ended December 31, 1995                                     

OR

/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES         
EXCHANGE ACT OF 1934                                                            
For the transition period from ________ to _______________                      

Commission File Number: 0-13468                                                 

EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.
(Exact name of registrant as specified in its charter)

   Washington                                         91-1069248
(State or other jurisdiction of                            (I.R.S. Employer     
incorporation or organization)                          Identification Number)  

19119 - 16th Avenue South, Seattle, Washington                    98188         
(Address of principal executive offices)                      (Zip Code)    

(206) 246-3711
(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:     None            

Securities registered pursuant to Section 12(g) of the Act:     Common Stock,   
                                                             par value
                                                              $.01 per share

 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 by check mark if disclosure of delinquent filers pursuant to 
Item 405 of Regulation S-K is not contained herein, and will not be             
contained, to the best of registrant's knowledge, in definitive proxy or        
information statements incorporated by reference in Part III of this Form       
10-K or any amendment to this Form 10-K.  / /                                   

  At March 11, 1996, the aggregate market value of the registrant's Common
Stock held by non-affiliates of the registrant was approximately $ 306,722,894. 

At March 11, 1996, the number of shares outstanding of registrant's   
Common Stock was 12,038,687.                                                    

 DOCUMENTS INCORPORATED BY REFERENCE

Portions of the definitive proxy statement for the Registrant's 1996  
Annual Meeting of Shareholders to be held on May 8, 1996 are incorporated by    
reference into Part III of this Form 10-K.  Portions of the Annual Report to    
Shareholders for the year ended December 31, 1995 are incorporated by           
reference into Part I, Part II and Part IV of this Form 10-K.                   

 Page 1 of 52 pages.

 The Exhibit Index appears on page 22.

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PART I

ITEM 1 - BUSINESS                                                               

 Expeditors International of Washington, Inc. (the "Company") is engaged
in the business of providing global logistics services.  The Company offers     
its customers a seamless international network supporting the movement and      
strategic positioning of goods.  The Company's services include the             
consolidation or forwarding of air and ocean freight.  In each U.S. office,     
and in many overseas offices, the Company acts as a customs broker.  The        
Company also provides additional services including distribution management,    
vendor consolidation, cargo insurance, purchase order management and            
customized logistics information. The Company does not compete for domestic     
freight, overnight courier or small parcel business and does not own aircraft   
or steamships.                                                                  

The Company, including its majority owned subsidiaries, operates full 
service offices (-) in the major cities identified below.  Full service         
offices have also been established in locations where the Company maintains     
unilateral control over assets and operations and where the existence of the    
parent subsidiary relationship is maintained by means other than record         
ownership of voting stock (#).  See Notes 1(a) and 1(j) to the Consolidated     
Financial Statements for discussion of reclassification of the Taiwan           
exclusive agency and consolidation as a result of unilateral control over       
assets and operations.  In other cities, the Company contracts with             
independent agents to provide required services and has established over 120    
such entities world-wide.  Agent locations where Company employees perform      
sales and customer service functions are identified below as international      
service centers (*).  In each case, the opening date for the full service       
office or international service center is set forth in parenthesis.             

                                                        [Enlarge/Download Table]


NORTH AMERICA                                   SOUTH AMERICA            FAR EAST             
-------------                                   -------------            --------             
                                                                                              
UNITED STATES             CANADA                BRAZIL                   CHINA                
- Seattle (5/79)          - Toronto (5/84)      - Sao Paulo (9/95)       - Beijing (7/94)     
- Chicago (7/81)          - Vancouver (9/95)    - Rio de Janeiro (9/95)  - Guangzhou (4/94)   
- San Francisco (7/81)                          - Campinas (9/95)        - Dalian (7/94)      
- New York (11/81)        MEXICO                                         - Shanghai (7/94)    
- Los Angeles (5/82)      - Mexico City (6/95)  CHILE                    - Shenzen (7/94)     
- Atlanta (8/83)                                - Santiago (2/95)        - Quingdao (7/94)    
- Boston (11/85)                                                         - Tianjin (7/94)     
- Miami (3/86)                                                           - Xi'an (7/94)       
- Minneapolis (7/86)                                                     - Xiamen (7/94)      
- Denver (2/88)                                                                               
- Detroit (7/88)                                                         HONG KONG (9/81)     
- Portland (7/88)                                                                             
- Cincinnati (8/89)                                                      INDONESIA            
- Cleveland (7/90)                                                       # Jakarta (12/90)    
- Phoenix (7/91)                                                         # Surabaya (2/92)    
- Louisville (10/91)                                                                          
- St. Louis (4/92)                                                       JAPAN                
- Houston (4/92)                                                         * Tokyo (3/91)       
- Baltimore (4/92)                                                                            
- Dallas (5/92)                                                          MALAYSIA             
- Columbus (6/92)                                                        - Penang (11/87)     
- Charlotte (7/92)                                                       - Kuala Lumpur (6/90)
- Newark (9/94)                                                                               
- Philadelphia (3/95)                                                    SINGAPORE (9/81)     
- Charleston (6/95)                                                                           
- Memphis (8/95)                                                         TAIWAN               
- Salt Lake City (11/95)                                                 # Taipei (9/81)      
                                                                         # Kaohsiung (9/81)   
PUERTO RICO                                                              # Taichung (9/81)    
- San Juan (5/95)                                                                             
                                                                         THAILAND             
                                                                         - Bangkok (9/94)     

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EUROPE                AUSTRALASIA         NEAR/MIDDLE EAST       AFRICA               
------                -----------         ----------------       ------               
                                                                                      
AUSTRIA               AUSTRALIA           BANGLADESH             EGYPT                
- Salzburg (11/95)    - Sydney (8/88)     * Dacca (6/89)         - Cairo (2/95)       
- Vienna (11/95)      - Melbourne (8/88)  * Chittagong (8/93)    - Alexandria (2/95)  
                      - Brisbane (10/93)                                              
BELGIUM               - Perth (12/94)     INDIA                  SOUTH AFRICA         
- Brussels (7/90)                         * New Delhi (1/94)     - Johannesburg (3/94)
- Antwerp (4/91)      NEW ZEALAND                                - Durban (3/94)      
                      - Auckland (8/88)   KUWAIT                                      
FINLAND                                   # Kuwait City (12/91)                       
- Helsinki (4/94)                                                                     
                                          LEBANON                                     
GERMANY                                   * Beirut (4/93)                             
- Frankfurt (4/92)                                                                    
- Munich (4/92)                           SAUDI ARABIA                                
- Dusseldorf (4/92)                       # Riyadh (7/92)                             
- Stuttgart (4/92)                        # Jeddah (7/92)                             
- Hamburg (1/93)                                                                      
                                          SRI LANKA                                   
GREECE                                    # Colombo (3/93)                            
* Athens (1/91)                                                                       
                                          TURKEY                                      
ITALY                                     * Istanbul (5/91)                           
- Milan (4/93)                                                                        
- Verona (4/93)                           U.A.E.                                      
                                          * Dubai (10/92)                             
NETHERLANDS                               * Abu Dhabi (1/94)                          
- Amsterdam (6/94)                                                                    
- Rotterdam (3/95)                                                                    

PORTUGAL                                                                              
- Lisbon (10/91)                                                                      
- Oporto (10/91)                                                                      

SPAIN                                                                                 
- Barcelona (1/94)                                                                    
- Madrid (1/94)                                                                       

SWEDEN                                                                                
- Stockholm (1/94)                                                                    
- Goteborg (1/94)                                                                     

UNITED KINGDOM                                                                        
- London (4/86)                                                                       
- Manchester (11/88)                                                                  
- Birmingham (3/90)                                                                   
- Glasgow (4/92)                                                                      
- Bedford (6/94)                                                                      


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The Company was incorporated in the State of Washington in May 1979.  
Its executive offices are located at 19119 - 16th Avenue South, Seattle,        
Washington, and its telephone number is (206) 246-3711.                         

For information concerning the amount of revenues, operating income,  
identifiable assets, capital expenditures and depreciation and amortization     
attributable to the geographic areas in which the Company conducts its          
business, see Note 7 to the Consolidated Financial Statements.                  

Beginning in 1981, the Company's primary business focus was on        
airfreight shipments from the Far East to the United States and related         
customs brokerage and import services. In the mid-1980's, the Company began     
to expand its service capabilities in export airfreight, ocean freight and      
distribution services. Today the Company offers a complete range of global      
logistics services to a diversified group of customers, both in terms of        
industry specialization and geographic location. As opportunities for           
profitable growth arise, the Company plans to create new offices.  While the    
Company has historically expanded through organic growth, the Company has       
also been open to growth through acquisition of, or establishing joint          
ventures with, existing agents or others within the industry.                   

Airfreight Services 

  Airfreight services accounted for approximately 47, 48, and 54 percent
of the Company's 1995, 1994, and 1993 consolidated revenues net of freight      
consolidation expenses ("net revenues"), respectively.  When performing         
airfreight services, the Company typically acts either as a freight             
consolidator or as an agent for the airline which carries the shipment.  When   
acting as a freight consolidator, the Company purchases cargo space from        
airlines on a volume basis and resells that space to its customers at lower     
rates than the customers could obtain directly from airlines.  When moving      
shipments between points where the volume of business does not facilitate       
consolidation, the Company receives and forwards individual shipments as the    
agent of the airline which carries the shipment. Whether acting as an agent     
or consolidator, the Company offers its customers knowledge of optimum          
routing, familiarity with local business practices, knowledge of export and     
import documentation and procedures, the ability to arrange for ancillary       
services, and assistance with space availability in periods of peak demand.     

 In its airfreight forwarding operations, the Company procures shipments
from its customers, determines the routing, consolidates shipments bound for    
a particular airport distribution point, and selects the airline for            
transportation to the distribution point.  At the distribution point, the       
Company or its agent arranges for the consolidated lot to be broken down into   
its component shipments and for the transportation of the individual            
shipments to their final destinations.                                          

The Company estimates its average airfreight consolidation weighs     
approximately 3,500 to 4,500 pounds and includes merchandise from several       
shippers.  Because shipment by air is relatively expensive compared with        
ocean transportation, air shipments are generally characterized by a high       
value-to-weight ratio, the need for rapid delivery, or both.                    

  The Company typically delivers shipments from a Company warehouse at the
origin to the airline after consolidating the freight into containers or onto   
pallets.  Shipments normally arrive at the destination distribution point       
within forty-eight hours after such delivery.  During peak shipment periods,    
cargo space available from the scheduled air carriers can be limited and        
backlogs of freight shipments may occur.  When these conditions exist, the      
Company will, on occasion, charter aircraft to meet customer demand.            

  The Company consolidates individual shipments based on weight and volume
characteristics in cost-effective combinations.  Typically, as the weight or    
volume of a shipment increases, the cost per pound/kilo or cubic                
inch/centimeter charged by the Company decreases.  The rate charged by          
airlines to forwarders and others also generally decrease as the weight or      
volume of the shipment increases.  As a result, by aggregating shipments and    
presenting them to an airline as a single shipment, the Company is able to      
obtain a lower rate per pound/kilo or cubic inch/centimeter than that which     
it charges to its customers for the individual shipment, while generally        
offering the customer a lower rate than could be obtained from the airline      
for an unconsolidated shipment.                                                 

The Company's net airfreight forwarding revenues from a consolidated  
shipment includes the differential between the rate charged to the Company by   
an airline and the rate which the Company charges to its customers,             
commissions paid to the Company by the airline carrying the freight and fees    
for ancillary services.  Such ancillary services provided by the Company        
include preparation of shipping and customs documentation, packing, crating     
and insurance services, negotiation of letters of credit, and preparation of    
documentation to comply with local export laws.  When the Company acts as an    
agent                                                                           

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for an airline handling an unconsolidated shipment, its net revenues are        
primarily derived from commissions paid by the airline and fees for ancillary   
services paid by the customer.                                                  

The Company does not own aircraft and does not plan to do so.         
Management believes that the ownership of aircraft would subject the Company    
to undue business risks, including large capital outlays, increased fixed       
operating expenses, problems of fully utilizing aircraft and competition with   
airlines. Because the Company relies on commercial airlines to transport its    
shipments, changes in carrier policies and practices such as pricing, payment   
terms, scheduling, and frequency of service may affect its business.            

  The Company also performs breakbulk services which involve receiving and
breaking down consolidated airfreight lots and arranging for distribution of    
the individual shipments.  Breakbulk service revenues also include              
commissions from non-exclusive agents for airfreight shipments.                 

Customs Brokerage and Import Services 

Customs brokerage and import services accounted for approximately 33, 
35, and 29 percent of the Company's 1995, 1994, and 1993 consolidated net       
revenues, respectively.  As a customs broker, the Company assists importers     
to clear shipments through customs by preparing required documentation,         
calculating and providing for payment of duties on behalf of the importer,      
arranging for any required inspections by governmental agencies, and            
arranging for delivery.  The Company also provides other services at            
destination including temporary warehousing, inland transportation, inventory   
manipulation and management, cargo insurance and product distribution.          

 The Company provides customs clearance services in connection with many
of the shipments it handles as a freight forwarder.  However, substantial       
customs brokerage revenues are derived from customers that elect to use a       
competing forwarder.   Conversely, shipments handled by the Company as a        
forwarder may be processed by another customs broker selected by the customer.  

There is currently a noticeable trend, prompted by customer demand, to
quote rates on a door-to-door basis.  Management foresees the potential, in     
the medium to long-term, for fees normally associated with customs clearance    
to be de-emphasized and included as a component of other services offered by    
the Company.                                                                    

Ocean Freight Services  

Ocean freight services accounted for approximately 20, 17, and 17     
percent of the Company's 1995, 1994, and 1993 consolidated net revenues,        
respectively. The Company's revenues as an ocean freight forwarder are          
derived from commissions paid by the carrier and revenues from fees charged     
to customers for ancillary services which the Company may provide, such as      
preparing documentation, procuring insurance, arranging for packing and         
crating services, and providing consultation.  The Company operates             
Expeditors International Ocean ("EIO"), a Non-Vessel Operating Common Carrier   
("NVOCC") specializing in ocean freight consolidation from the Far East to      
the United States.   EIO also provides service, on a smaller scale, to and      
from any location where the Company has an office or agent.  As an NVOCC, EIO   
contracts with ocean shipping lines to obtain transportation for a fixed        
number of containers between various points during a specified time period at   
an agreed rate.  EIO solicits less than container load ("LCL") freight to       
fill the containers and charges lower rates than those available directly       
from shipping lines.  EIO also handles full container loads for customers       
that do not have annual shipping volumes sufficient to negotiate comparable     
contracts directly with the ocean carriers. The Company does not own vessels    
and generally does not physically handle the cargo.                             

 Expeditors Cargo Management Systems ("ECMS") supplies a sophisticated
ocean consolidation service.  The Company owns and maintains software that      
allows it to sell ECMS to large volume customers that have signed their own     
service contracts with the ocean carriers.  As an ocean consolidator, ECMS      
may obtain LCL freight from several vendors and consolidate this cargo into     
full containers.  The Company's revenues as an ocean consolidator are derived   
from handling LCL cargo at origin and from the fees paid by customers for       
access to data captured during the consolidation process.                       

 Marketing and Customers

 The Company provides flexible service and seeks to understand the needs
of the customers from point of origin to ultimate destinations.  Although the   
domestic importer usually designates the logistics company and the services     
that will be required, the foreign shipper may also participate in this         
selection process.  Therefore, the Company coordinates its marketing program    
to reach both domestic importers and their overseas suppliers.                  

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The Company's marketing efforts are focused primarily on the traffic, 
shipping and purchasing departments of existing and potential customers.  The   
district manager of each office is responsible for marketing, sales             
coordination, and implementation in the area in which he or she is located.     
All employees are responsible for customer service and relations.               

The Company staffs its offices largely with managers and other key    
personnel who are citizens of the nations in which they operate and who have    
extensive experience in global logistics.  Marketing and customer service       
staffs are responsible for marketing the Company's services directly to local   
shippers and traffic managers who may select or influence the selection of      
the logistics vendor and for ensuring that customers receive timely and         
efficient service. The Company believes that its expertise in supplying         
solutions customized to the needs of its customers, its emphasis on             
coordinating its origin and destination customer service and marketing          
activities, and the incentives it gives to its managers have been important     
elements of its success.                                                        

The goods handled by the Company are generally a function of the      
products which dominate international trade between any particular origin and   
destination.  Shipments of computer components, other electronic equipment,     
housewares, sporting goods, machine parts, and toys comprise a significant      
percentage of the Company's business.  Typical import customers include         
computer retailers and distributors of consumer electronics, department store   
chains, clothing and shoe wholesalers, manufacturers and catalogue stores.      
Historically, no single customer has accounted for five percent or more of      
the Company's revenues.                                                         

COMPETITION                                                                     

  The global logistics services industry is intensively competitive and is
expected to remain so for the foreseeable future.  There are a large number     
of companies competing in one or more segments of the industry, but the         
number of firms with a global network that offer a full complement of           
logistics services is more limited.  Depending on the location of the shipper   
and the importer, the Company must compete against both the niche players and   
larger entities.  While there is currently a marked trend within the industry   
toward consolidation of the niche players into the larger firms striving for    
immediate multinational and multi-service networks, the regional and local      
competitors maintain a strong market presence.   The U.S. publicly traded       
entities most similar to the Company are Air Express International              
Corporation, The Harper Group, Inc. and Fritz Companies, Inc.                   

Historically, the primary competitive factors in the global logistics 
services industry have been price and quality of service, including             
reliability, responsiveness, expertise, convenience, and scope of operations.   

   The Company emphasizes quality service and believes that its prices are
competitive with the prices of others in the industry.  Recently, larger        
customers have exhibited a trend toward the more sophisticated and efficient    
procedures for the management of the logistics supply chain by embracing        
strategies such as just-in-time inventory management.  This trend has made      
computerized customer service capabilities a significant factor in attracting   
and retaining customers.  These computerized customer service capabilities      
include customized Electronic Data Interchange, or EDI, and on-line freight     
tracing and tracking applications.  The customized EDI applications allow the   
transfer of key information between the customers' systems and the Company's    
systems.  Freight tracing and tracking applications allows customers to know    
the location, transit time and estimated delivery time of inventory in          
transit.                                                                        

Management believes that the ability to develop and deliver innovative
solutions to meet customers' increasingly sophisticated information             
requirements is a critical factor in the ongoing success of the Company.        
Accordingly, the Company has devoted a significant amount of resources          
towards the maintenance and enhancement of systems that will meet these         
customer demands.  Management believes that the Company's existing systems      
are competitive with the systems currently in use by other logistics services   
companies with whom it competes.                                                

Developing these systems has added a considerable indirect cost to the
services provided to customers.  Small and middle-tier competitors, in          
general, do not have the resources available to develop these customized        
systems.  As a result, there is a significant amount of consolidation           
currently taking place in the industry.  Management expects that this trend     
toward consolidation will continue for the short to medium term.                
Historically, growth through aggressive acquisition has proven to be a          
challenge for many of the Company's competitors and typically involves the      
purchase of significant "goodwill."  As a result, the Company has pursued a     
strategy emphasizing organic growth supplemented by certain strategic           
acquisitions.                                                                   

 The Company's ability to attract, retain, and motivate highly qualified
personnel with experience in global logistics services is an essential, if      
not the most important, element of its ability to compete in the industry.      
To this end, the Company has adopted incentive compensation programs which      
make percentages of branch revenues or profits available to managers for        
distribution among key personnel.  The Company believes that these incentive    
compensation programs, combined with its experienced personnel and its          
ability to coordinate global marketing efforts, provide it with a distinct      
competitive                                                                     

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advantage and accounts for historical growth that competitors have matched      
only through acquisition.                                                       

 Currency and Other Risk Factors

  The nature of the Company's worldwide operations necessitate the Company
dealing with a multitude of currencies other than the U.S. dollar.  This        
results in the Company being exposed to the inherent risks of the               
international currency markets and governmental interference.  Many of the      
countries where the Company maintains offices and/or agency relationships       
have strict currency control regulations which influence the Company's          
ability to hedge foreign currency exposure.  The Company tries to compensate    
for these exposures by accelerating international currency settlements among    
these offices or agents.                                                        

In addition, the Company's ability to provide service to its customers
is highly dependent on good working relationships with a variety of entities    
including airlines, steamship lines and governmental agencies.  The Company     
considers its current working relationships with these entities to be good.     
However, changes in space allotments available from carriers, governmental      
deregulation efforts, "modernization" of the regulations governing customs      
clearance, and/or changes in governmental quota restrictions could affect the   
Company's business in unpredictable ways.                                       

 Seasonality

Historically, the Company's operating results have been subject to    
seasonal trends when measured on a quarterly basis.  The first quarter has      
traditionally been the weakest and the third quarter has traditionally been     
the strongest. This pattern is the result of, or is influenced by, numerous     
factors including climate, national holidays, consumer demand, economic         
conditions and a myriad of other similar and subtle forces.  In addition,       
this historical quarterly trend has been influenced by the growth and           
diversification of the Company's international network and service offerings.   
The Company cannot accurately forecast many of these factors nor can the      
Company estimate accurately the relative influence of any particular factor     
and, as a result, there can be no assurance that historical patterns, if any,   
will continue in future periods.                                                

A significant portion of the Company's revenues are derived from      
customers in industries whose shipping patterns are tied closely to consumer    
demand and from customers in industries whose shipping patterns are dependent   
upon just-in-time production schedules.  Therefore, the timing of the           
Company's revenues are, to a large degree, impacted by factors out of the       
Company's control, such as shifting consumer demand for retail goods and/or     
manufacturing production delays.  Additionally, many customers ship a           
significant portion of their goods at or near the end of a quarter, and         
therefore, the Company may not learn of a shortfall in revenues until late in   
a quarter.  To the extent that a shortfall in revenues or earnings was not      
expected by securities analysts, any shortfall from levels predicted by         
securities analysts could have an immediate and adverse effect on the trading   
price of the Company's stock.                                                   

 Environmental

  In the United States, the Company is subject to Federal, state and local
provisions regulating the discharge of materials into the environment or        
otherwise for the protection of the environment.  Similar laws apply in many    
foreign jurisdictions in which the Company operates.  Although current          
operations have not been significantly affected by compliance with these        
environmental laws, governments are becoming increasingly sensitive to          
environmental issues, and the Company cannot predict what impact future         
environmental regulations may have on its business.  The Company does not       
anticipate making any material capital expenditures for environmental control   
purposes during the remainder of the current or succeeding fiscal years.        

 Employees

At February 29, 1996, the Company employed approximately 2,465 people,
1,190 in the United States and 40 in the balance of North America, 20 in        
South America, 340 in Europe, 735 in the Far East & Australasia, 25 in the      
Near/Middle East and 115 in Africa.  Approximately 250 of the Company's         
employees are engaged principally in sales and marketing and customer           
service, 1,585 in operations and 630 in finance and administration.  The        
Company is not a party to any collective bargaining agreement and considers     
its relations with its employees to be satisfactory.                            

In order to retain the services of highly qualified, experienced, and 
motivated employees, the Company places considerable emphasis on its            
incentive compensation programs and stock option plans.                         

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Executive Officers of the Registrant

  The following table sets forth the names, ages, and positions of current
executive officers of the Company.                                              

NAME               AGE   POSITION                                               

Peter J. Rose       53   Chairman and Chief Executive Officer and director      
Kevin M. Walsh      45   President and Chief Operating Officer and director     
James L.K. Wang     48   Executive Vice President and director                  
Glenn M. Alger      39   Senior Vice President                                  
William J. Coogan   41   Senior Vice President-Ocean                            
Rommel C. Saber     38   Senior Vice President-Air Export                       
Michael R. Claydon  48   Director-Europe                                        
Timothy C. Barber   36   Vice President-Sales and Marketing                     
R. Jordan Gates     40   Chief Financial Officer and Treasurer                  
Jeffrey J. King     41   Vice President-General Counsel and Secretary           
David M. Lincoln    37   Vice President-Systems Management                      
Charles J. Lynch    35   Corporate Controller                                   

  Peter J. Rose has served as a director and Vice President of the Company
since July 1981.  Mr. Rose was elected a Senior Vice President of the Company   
in May 1986, Executive Vice President in May 1987, President and Chief          
Executive Officer in October 1988, and Chairman and Chief Executive Officer     
in May 1991.                                                                    

Kevin M. Walsh has served as a director and Vice President of the     
Company since July 1981.  Mr. Walsh was elected a Senior Vice President of      
the Company in May 1986, Executive Vice President in December 1989, and         
President and Chief Operating Officer in May 1991.                              

James L.K. Wang has served as a director and the Managing Director of 
Expeditors International Taiwan Ltd., the Company's former exclusive Taiwan     
agent, since September 1981.  Mr. Wang's employment agreement with the          
Company has been assigned to the Company's current exclusive Taiwan agent,      
E.I. Freight (Taiwan), Ltd.   In October 1988, Mr. Wang became a director of    
the Company and its Director-Far East.  In January 1996, Mr. Wang was elected   
to the office of Executive Vice President.                                      

Glenn M. Alger joined the Company in July 1981 as a Regional Manager. 
Mr. Alger was elected Vice President in October 1988, Senior Vice President     
and Regional Manager in January 1992, and Senior Vice President in January      
1993.                                                                           

 William J. Coogan was employed as New York Ocean Manager of EIO when it
was acquired by the Company in May 1985.  Mr. Coogan was promoted to East       
Coast Regional Sales Manager of the Company in June 1986, District Manager of   
the Company's New York office in July 1988, and Senior Vice President of EIO    
in April 1989.  Mr. Coogan was elected Senior Vice President - Ocean in         
February 1993.                                                                  

Rommel C. Saber joined the Company as Director-Middle/Near East in    
February 1990 and was elected Senior Vice President-Sales and Marketing in      
January 1993. In September 1993, Mr. Saber was elected Senior Vice              
President-Air Export.                                                           

Michael R. Claydon joined the Company as Director-Europe in October   
1987.                                                                           

Timothy C. Barber joined the Company in May 1986 as Import Manager in 
the Seattle office.  Mr. Barber was promoted to District Manager in January     
1987 and Regional Vice President in January 1993.  Mr. Barber was elected       
Vice President-Sales and Marketing in September 1993.                           

 R. Jordan Gates joined the Company as its Controller-Europe in February
1991.  Mr. Gates was elected Chief Financial Officer and Treasurer of the       
Company in August 1994.                                                         

 Jeffrey J. King joined the Company in October 1990 as Director-Taxation
and Legal Services and was elected Vice President-General Counsel in May        
1992.  In August 1994, Mr. King was elected Vice President-General Counsel      
and Secretary.                                                                  

  David M. Lincoln joined the Company as its Controller-U.S. Operations in
March 1984.  Mr. Lincoln served as                                              

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Corporate Controller of the Company from May 1986 to January 1991, and was      
elected Vice President-Systems Management in December 1989.                     

Charles J. Lynch joined the Company as its Senior Accountant in       
September 1984.  Mr. Lynch was promoted to Assistant Controller in July 1985    
and Controller-Domestic Operations in January 1989.  Mr. Lynch was elected      
Corporate Controller in January 1991.                                           

Regulation

 With respect to Company's activities in the air transportation industry
in the United States, it is subject to regulation by the Department of          
Transportation ("DOT") as an indirect air carrier.  The Company's overseas      
offices and agents are licensed as airfreight forwarders in their respective    
countries of operation.  The Company is licensed in each of its offices or in   
the case of its newer offices, has made application for a license, as an        
airfreight forwarder by the International Air Transport Association ("IATA").   
IATA is a voluntary association of airlines which prescribes certain            
operating procedures for airfreight forwarders acting as agents for its         
members.  The majority of the Company's airfreight forwarding business is       
conducted with airlines which are IATA members.                                 

The Company is licensed as a customs broker by the Customs Service of 
the Department of the Treasury in each U.S. customs district in which it does   
business.  All U.S. customs brokers are required to maintain prescribed         
records and are subject to periodic audits by the Customs Service.  In other    
jurisdictions in which the Company performs clearance services, the Company     
is licensed by the appropriate governmental authority.                          

The Company is licensed as an ocean freight forwarder by the Federal  
Maritime Commission ("FMC").  The FMC has established certain qualifications    
for shipping agents, including certain surety bonding requirements.  The FMC    
also is responsible for the economic regulation of NVOCC activity originating   
or terminating in the United States.  To comply with these economic             
regulations, vessel operators and NVOCCs, such as EIO, are required to file     
tariffs electronically which establish the rates to be charged for the          
movement of specified commodities into and out of the U.S.   The FMC has the    
power to enforce these regulations by assessing penalties.                      

 The Company does not believe that current U.S. and foreign governmental
regulation impose significant economic restraint upon its business              
operations. In general, the Company conducts its business activities in each    
country through a majority owned subsidiary corporation that is organized and   
existing under the laws of that country.  However, the regulations of foreign   
governments can impose barriers to the Company's ability to provide the full    
range of its business activities in a wholly or majority U.S. owned             
subsidiary.  For example, foreign ownership of a customs brokerage business     
is prohibited in some jurisdictions and less frequently the ownership of the    
licenses required for freight forwarding and/or freight consolidation is        
restricted to local entities. When the Company encounters this sort of          
governmental restriction, it works to establish a legal structure that meets    
the requirements of the local regulations while also giving the Company the     
substantive operating and economic advantages that would be available in the    
absence of such regulation.  This can be accomplished by creating a joint       
venture or exclusive agency relationship with a qualified local entity that     
holds the required license.  In cases where the Company has unilateral          
control over the assets and operations of the local entity, notwithstanding     
the lack of technical majority ownership of common stock, the Company           
consolidates the accounts of the local entity.  In such cases, consolidation    
is necessary to fairly present the financial position and results of            
operations of the Company because of the existence of the parent-subsidiary     
relationship by means other than record ownership of voting common stock.       

 Cargo Liability

When acting as an airfreight consolidator, the Company assumes a      
carrier's liability for lost or damaged shipments.  This legal liability is     
typically limited by contract to the lower of the transaction value or the      
released value ($9.07 per pound unless the customer declares a higher value     
and pays a surcharge), except if the loss or damage is caused by willful        
misconduct or in the absence of an appropriate air waybill.  The airline        
which the Company utilizes to make the actual shipment is generally liable to   
the Company in the same manner and to the same extent.  When acting solely as   
the agent of the airline or shipper, the Company does not assume any            
contractual liability for loss or damage to shipments tendered to the           
airline.                                                                        

When acting as an ocean freight consolidator, the Company assumes a   
carrier's liability for lost or damaged shipments.  This liability is           
typically limited by contract to the lower of the transaction value or the      
released value ($500 per package or customary freight unit unless the           
customer declares a higher value and pays a surcharge).  The steamship line     
which the Company utilizes to make the actual shipment is generally liable to   
the Company in the same manner and to the same extent.                          

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In its ocean freight forwarding and customs clearance operations, the Company   
does not assume cargo liability.                                                

When providing warehouse and distribution services, the Company limits
its legal liability by contract and tariff to an amount generally equal to      
the lower of fair value or fifty cents per pound with a maximum of fifty        
dollars per "lot" - which is defined as the smallest unit that the warehouse    
is required to track. Upon payment of a surcharge for warehouse and             
distribution services, the Company will assume additional liability.            

 The Company maintains marine cargo insurance covering claims for losses
attributable to missing or damaged shipments for which it is legally liable.    
The Company also maintains insurance coverage for the property of others        
which is stored in Company warehouse facilities.                                

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ITEM 2 - PROPERTIES                                                             

The Company owns a 27,200 square foot office facility near            
Seattle-Tacoma International Airport, an 80,000 square foot office and          
warehouse facility on a ten-acre parcel near O'Hare International Airport in    
Chicago, a 5,500 square foot office facility in the Tsim Sha Tsui East          
district of Kowloon, Hong Kong, and a 10,900 square foot office facility in     
Taipei, Taiwan.  The Company also owns a 23,400 square foot office and          
warehouse facility on a long-term renewable land lease at the Brussels Cargo    
facility in Brussels, Belgium.  The Company has entered into a contract to      
purchase a 150,000 square foot warehouse with a long term land lease in         
Nassau County, New York.  As of the date hereof, the Company could terminate    
each of the purchase contracts without financial obligation.                    

The Company leases and maintains 23 additional offices and satellite  
locations in the United States and 59 offices throughout the world, each        
located close to an airport or ocean port.  The majority of these facilities    
contain warehouse facilities.  Lease terms are either on a month-to-month       
basis or terminate at various times through 2007.  As an office matures, the    
Company will investigate the possibility of building or buying suitable         
facilities.  Lease payments currently aggregate approximately $470,000 per      
month.  See Note 5 to the Company's Consolidated Financial Statements.  The     
Company believes that current leases can be extended and that suitable          
alternative facilities are available in the vicinity of each present facility   
should extensions be unavailable at the conclusion of current leases.           

ITEM 3 - LEGAL PROCEEDINGS                                                      

  The Company is ordinarily involved in claims and lawsuits which arise in
the normal course of business, none of which currently, in management's         
opinion, will have a significant effect on the Company's financial condition.   

ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                    

Inapplicable.                                                         

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 PART II

ITEM 5 - MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER      
MATTERS                                                                         

The information required by this item is included on page 64 of the   
Company's Annual Report to Shareholders for the year ended December 31, 1995    
and is incorporated herein by reference.                                        

ITEM 6 - SELECTED FINANCIAL DATA                                                

The information required by this item is included on page 1 of the    
Company's Annual Report to Shareholders for the year ended December 31, 1995    
and is incorporated herein by reference.                                        

ITEM 7 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND        
RESULTS OF OPERATIONS                                                           

  The information required by this item is included on pages 57 through 61
of the Company's Annual Report to Shareholders for the year ended December      
31, 1995 and is incorporated herein by reference.                               

ITEM 8 - FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA                            

  The information required by this item is included on pages 40 through 56
of the Company's Annual Report to Shareholders for the year ended December      
31, 1995 and is incorporated herein by reference.  See also Item 14.            

ITEM 9 - CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND        
FINANCIAL DISCLOSURE                                                            

Inapplicable.                                                         

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PART III

ITEM 10 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT                    

The information required by this item is incorporated by reference to 
information under the caption "Proposal 1 - Election of Directors" and to the   
information under the caption "Section 16(a) Reporting Delinquencies" in the    
Company's definitive Proxy Statement for its annual meeting of shareholders     
to be held on May 8, 1996.  See also Part I - Item 1 - Executive Officers of    
the Registrant.                                                                 

ITEM 11 - EXECUTIVE COMPENSATION                                                

The information required by this item is incorporated by reference to 
information under the caption "Executive Compensation" in the Company's         
definitive Proxy Statement for its annual meeting of shareholders to be held    
on May 8, 1996.                                                                 

ITEM 12 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT        

The information required by this item is incorporated by reference to 
information under the captions "Voting Securities and Principal Holders" and    
"Proposal 1 - Election of Directors" in the Company's definitive Proxy          
Statement for its annual meeting of shareholders to be held on May 8, 1996.     

ITEM 13 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS                        

The information required by this item is incorporated by reference to 
information under the caption "Executive Compensation" and "Certain             
Transactions" in the Company's definitive Proxy Statement for its annual        
meeting of shareholders to be held on May 8, 1996.                              

 PART IV

ITEM 14 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K      

(a)(1) FINANCIAL STATEMENTS                                           

The Financial Statements and Independent Auditors' Report are included
in the Company's 1995 Annual Report to Shareholders (pages 40 through 56) and   
are incorporated in this Annual Report on Form 10-K as Exhibit 13.1.            

                                                                 Location in
                                                  Location in    this Report
                                                   Annual Report  on Form 10-K
                                                   -------------  ------------
Consolidated Balance Sheets, December 31, 1995 and 1994        40            27 

Consolidated Statements of Earnings for each of the years                       
ended December 31, 1995, 1994, and 1993                        42            29 

Consolidated Statements of Shareholders' Equity for each of                     
the years ended December 31, 1995, 1994, and 1993              43            30 

Consolidated Statements of Cash Flows for each of the years                     
ended December 31, 1995, 1994, and 1993                        44            31 

Notes to Consolidated Financial Statements                     46            33 

Independent Auditors' Report                                   56            43 

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(a)(2) FINANCIAL STATEMENT SCHEDULES                                  
                                                                 Location in
                                                                 this Report
                                                                  on Form 10-K
                                                                  ------------
Independent Auditors' Report                                                 20 

Schedule II - Valuation and Qualifying Accounts for the years ended          21 
December 31, 1995, 1994, and 1993                                               

All other schedules are omitted because they are not required, not    
applicable, or the required information is included in the consolidated         
financial statements or notes thereto.                                          

(a)(3) EXECUTIVE COMPENSATION PLANS AND ARRANGEMENTS                  

The following list is a subset of the list of exhibits described below
and contains all compensatory plans, contracts or arrangements in which any     
director or executive officer of the Company is a participant, unless the       
method of allocation of benefits thereunder is the same for management and      
non-management participants:                                                    

      (1)     Form of Employment Agreement executed by the Company's
                 Chairman and Chief Executive Officer.  See Exhibit 10.23.

      (2)     Form of Employment Agreement executed by the Company's
                President and Chief Operating Officer and certain of the
         Company's executive officers.  See Exhibit 10.24.

       (3)     Form of Employment Agreement executed by certain of the
                 Company's Principal foreign employees.  See Exhibit 10.2.

      (4)     Form of Employment Agreement executed by the Company's
Director - Europe.  See Exhibit 10.3.   

          (5)     The Company's Amended 1985 Stock Option Plan.  See Exhibit
10.4.                                   

      (6)     Form of Stock Option Agreement used in connection with
              options granted under the Company's Amended 1985 Stock
Option Plan.  See Exhibit 10.5.         

      (7)     The Company's Restated and Amended 1988 Employee Stock
Purchase Plan.  See Exhibit 10.20.      

        (8)     Form of Stock Purchase Agreement used in connection with
                options granted under the Company's Restated and Amended
             1988 Employee Stock Purchase Plan.  See Exhibit 10.7.

        (9)     The Company's 1993 Directors' Non-Qualified Stock Option
Plan.  See Exhibit 10.8.                

      (10)    Form of Stock Option Agreement used in connection with
                options granted under the Company's 1993 Directors' Non-
       Qualified Stock Option Plan.  See Exhibit 10.9.

(b)REPORTS ON FORM 8-K                                                

 No reports on Form 8-K were filed during the last quarter of the period
covered by this Annual Report on Form 10-K.                                     

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(c) EXHIBITS                                                          

Exhibit                                                                 
Number                             Exhibit                              
-------                                                                 

   3.1     The Company's Restated Articles of Incorporation and the Articles
        of Amendment thereto dated December 9, 1993.  (Incorporated by
        reference to Exhibit 3.1 to Form 10-K, filed on or about March
31, 1995.)                                            

3.2     The Company's Amended and Restated Bylaws.  (Incorporated by  
        reference to Exhibit 3.2 to Form 10-K, filed on or about March
28, 1994.)                                            

  10.2     Form of Employment Agreement executed by certain of the Company's
     Principal foreign employees.  (Incorporated by reference to
       Exhibit 10.18 to Registration Statement No. 2-91224, filed on
May 21, 1984.)                                        

   10.3    Form of Employment Agreement executed by the Company's Director -
           Europe.  (Incorporated by reference to Exhibit 10.7 to Form 10-K,
filed on or about March 28, 1991.)                    

 10.4    The Company's Amended 1985 Stock Option Plan.  (Incorporated by
          reference to Exhibit 10.14 to Form 10-K, filed on or about March
28, 1991.)                                            

10.5    Form of Stock Option Agreement used in connection with options
     granted under the Company's Amended 1985 Stock Option Plan.
            (Incorporated by reference to Exhibit 10.15 to Form 10-K, filed on
or about March 28, 1991.)                             

  10.7    Form of Stock Purchase Agreement used in connection with options
        granted under the Company's Restated and Amended 1988 Employee
           Stock Purchase Plan.  (Incorporated by reference to Exhibit 10.36
to Form 10-K, filed on or about March 28, 1989.)      

10.8    The Company's 1993 Directors' Non-Qualified Stock Option Plan.
           (Incorporated by reference to Exhibit 10.8 to Form 10-K, filed on
or about March 28, 1994.)                             

10.9    Form of Stock Option Agreement used in connection with options
         granted under the Company's 1993 Directors' Non-Qualified Stock
          Option Plan.  (Incorporated by reference to Exhibit 10.9 to Form
10-K, filed on or about March 28, 1994.)              

  10.17   Exclusive Agency Agreement, dated as of January 1, 1991, between
   E.I. Freight (Taiwan) Ltd. and EI Freight (H.K.) Limited.
         (Incorporated by reference to Exhibit 10.17 to Form 10-K, filed
on or about March 28, 1994.)                          

10.18   Plan and Agreement of Reorganization, dated as of January 1,  
           1984, between the Company and the individual shareholders of Fons
Pte. Ltd. (Incorporated by reference to Exhibit 2.5 to
     Registration Statement No. 2-91224, filed on May 21, 1984.)

10.19   Plan and Agreement of Reorganization, dated as of January 1,  
       1984, among the Company, EIO Investment Ltd., Wong Hoy Leung,
  Chiu Chi Shing, and James Li Kou Wang.  (Incorporated by
         reference to Exhibit 2.6 to Registration Statement No. 2-91224,
filed on May 21, 1984.)                               

 10.20   The Company's Restated and Amended 1988 Employee Stock Purchase
         Plan. (Incorporated by reference to Exhibit 4.1 to Registration
Statement No. 33-81460, filed on July 12, 1994.)      

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Exhibit                                                               
Number                             Exhibit                            
-------                                                               

 10.21   Credit Agreement Between the Company and Seattle-First National
           Bank dated June 6, 1994 with respect to the Company's $10,000,000
       unsecured line of credit together with the Revolving Note due
         March 31, 1995.  (Incorporated by reference to Exhibit 10.21 to
Form 10-K, filed on or about March 31, 1995.)         

   10.22   Loan Modification Agreement Between the Company and Seattle-First
          National Bank dated March 28, 1995 amending the maturity date of
           the Revolving Note and extending the loan commitment to March 31,
          1996.  (Incorporated by reference to Exhibit 10.22 to Form 10-K,
           filed on or about March 31, 1995.  Superseded by Exhibit 10.26 to
this Report.)                                         

 10.23   Form of Employment Agreement executed by the Company's Chairman
and Chief Executive Officer dated November 2, 1994.   
         (Incorporated by reference to Exhibit 10.23 to Form 10-K, filed
on or about March 31, 1995.)                          

  10.24   Form of Employment Agreement executed by the Company's President
  and Chief Operating Officer and certain of the Company's
       executive officers dated November 2, 1994.   (Incorporated by
          reference to Exhibit 10.24 to Form 10-K, filed on or about March
31, 1995.)                                            

   10.25   Loan Modification Agreement Between the Company and Seattle-First
           National Bank dated August 2, 1995 amending the maximum principal
          amount of the Company's unsecured line of credit to $ 15,000,000
   and increasing the Company's maximum obligation under the
Revolving Note to $ 15,000,000.                       

10.26   Loan Modification Agreement Between the Company and Bank of   
          America NW, N.A. doing business as Seafirst Bank dated March 22,
   1996 amending the maturity date of the Revolving Note and
extending the loan commitment to March 31, 1997.      

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Exhibit                                                               
Number                             Exhibit                            
-------                           ---------                           
11.1    Statement Re: Computation of Per Share Net Earnings.          

 13.1    Portions of the Company's Annual Report to Shareholders for the
        year ended December 31, 1995 incorporated by reference herein.
Filed herewith.                                       

21.1    Subsidiaries of the Registrant.                               

23.     Consent of Independent Certified Public Accountants.          

27.     Financial Data Schedule (Filed Electronically Only).          

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SIGNATURES

   Pursuant to the requirements of Section 13 or 15(d) 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.                    

Date:  March 28, 1996.                                                

                     EXPEDITORS INTERNATIONAL OF
          WASHINGTON, INC.

                  By:  /s/ R. JORDAN GATES
                                     -------------------------------------
                   R. Jordan Gates
                                         Chief Financial Officer and Treasurer

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Pursuant to the requirements of the Securities Exchange Act of 1934, this 
report has been signed below by the following persons on behalf of the          
registrant and in the capacities indicated on March 28, 1996.                   

SIGNATURE                        TITLE                                          
---------                        -----                                          

/s/ Peter J. Rose           Chairman of the Board and Chief Executive Officer 
-------------------------    (Principal Executive Officer) and Director         
(Peter J. Rose)                                                                 

/s/ R. Jordan Gates         Chief Financial Officer and Treasurer             
-------------------------    (Principal Financial and Accounting Officer)       
(R. Jordan Gates)                                                               

/s/ Kevin M. Walsh          President and Chief Operating Officer and Director
-------------------------                                                       
(Kevin M. Walsh)                                                                

/s/ James Li Kou Wang      Executive Vice President and Director              
-------------------------                                                       
(James Li Kou Wang)                                                             

/s/ James J. Casey          Director                                          
-------------------------                                                       
(James J. Casey)                                                                

/s/ Dan P. Kourkoumelis     Director                                          
-------------------------                                                       
(Dan P. Kourkoumelis)                                                           

/s/ John W. Meisenbach      Director                                          
-------------------------                                                       
(John W. Meisenbach)                                                            

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INDEPENDENT AUDITORS' REPORT

The Board of Directors and Shareholders                                         
Expeditors International of Washington, Inc.:                                   

Under date of February 16, 1996, we reported on the consolidated balance        
sheets of Expeditors International of Washington, Inc. and subsidiaries as of   
December 31, 1995 and 1994, and the related consolidated statements of          
earnings, shareholders' equity, and cash flows for each of the years in the     
three-year period ended December 31, 1995, as contained in the 1995 Annual      
Report to Shareholders.  These consolidated financial statements and our        
report thereon are incorporated by reference in the Annual Report on Form       
10-K for the year ended December 31, 1995.  In connection with our audits of    
the aforementioned consolidated financial statements, we also audited the       
related financial statement schedule.  This financial statement schedule is     
the responsibility of the Company's management.  Our responsibility is to       
express an opinion on this financial statement schedule based on our audits.    

In our opinion, such financial statement schedule, when considered in           
relation to the basic consolidated financial statements taken as a whole,       
presents fairly, in all material respects, the information set forth therein.   

KPMG PEAT MARWICK LLP                                                           

/s/ KPMG PEAT MARWICK LLP                                                       

Seattle, Washington                                                             
February 16, 1996                                                               

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SCHEDULE II 

EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.

 VALUATION AND QUALIFYING ACCOUNTS

 FOR THE YEARS ENDED DECEMBER 31, 1995, 1994, AND 1993
(in thousands)

                                                                [Download Table]

                                          Additions                            
                                       ---------------                         
                     Balance at    Charged to                           Balance
                      beginning    costs and             Deductions -    at end
Description            of year      expenses     Other    write-offs    of year
-----------          ----------    ----------    -----   ------------   -------
                                                                               
ALLOWANCE FOR                                                                  
DOUBTFUL ACCOUNTS                                                              
RECEIVABLE                                                                     

1995                   $3,310        $  710        $14       $227        $3,807
                       ------        ------        ---       ----        ------
                       ------        ------        ---       ----        ------
1994                   $2,230        $1,322        $--       $242        $3,310
                       ------        ------        ---       ----        ------
                       ------        ------        ---       ----        ------
1993                   $1,214        $1,583        $--       $567        $2,230
                       ------        ------        ---       ----        ------
                       ------        ------        ---       ----        ------

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 INDEX TO EXHIBITS

                                                                   Location in
Exhibit                                                             this Report 
Number     Description                                             on Form 10-K 
-------    -----------                                              ----------- 
10.25      Loan Modification Agreement Between the Company and                  
Seattle-First National Bank dated August 2, 1995          
amending the maximum principal amount of the Company's    
unsecured line of credit to $ 15,000,000 and increasing   
the Company's maximum obligation under the Revolving      
      Note to $ 15,000,000.                                         23

10.26      Loan Modification Agreement Between the Company and                  
Bank of America NW, N.A. doing business as Seafirst       
Bank dated March 22, 1996 amending the maturity           
date of the Revolving Note and extending the loan         
      commitment to March 31, 1997.                                 24

11.1       Statement Re: Computation of Per Share Net Earnings.          25     

13.1       Portions of the Company's Annual Report to                           
Shareholders for the year ended December 31, 1995         
      incorporated by reference herein.  Filed herewith.            26

21.1       Subsidiaries of the Registrant.                               50     

23.        Consent of Independent Certified Public Accountants.          52     

27.        Financial Data Schedule (Filed Electronically Only).                 

22    

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘10-K’ Filing		Date		First		Last			Other Filings
		3/31/97		16		22			10-K405,  10-Q
		5/8/96		1		13			DEF 14A
Filed on:		4/1/96
		3/31/96		16					10-Q
		3/28/96		18		19
		3/22/96		16		22
		3/11/96		1
		2/29/96		7
		2/16/96		20
For Period End:		12/31/95		1		22
		8/2/95		16		22
		3/31/95		15		16			10-Q
		3/28/95		16
		12/31/94		13		21
		11/2/94		16
		7/12/94		15
		6/6/94		16
		3/28/94		15
		12/31/93		13		21
		12/9/93		15
									List all Filings