Via Facsimile and U.S. Mail
Mail Stop 6010
September 26, 2005
Mr. John F. Giblin
Executive Vice President - Finance
Crawford & Company
5620 Glenridge Drive, N.E.
Atlanta, GA 30342
Re: Crawford & Company
Form 10-K for Fiscal Year Ended December 31, 2004
Filed March 15, 2005
File No. 001-10356
Dear Mr. Giblin:
We have limited our review of your filing to those issues we
have addressed in our comments. In our comments, we ask you to
provide us with supplemental information so we may better
understand
your disclosure. Please be as detailed as necessary in your
explanation. After reviewing this information, we may raise
additional comments.
Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects. We welcome
any questions you may have about our comments or on any other
aspect
of our review. Feel free to call us at the telephone numbers
listed
at the end of this letter.
Exhibit 13.1 - Portions of the Registrant`s Annual Report
Management`s Discussion and Analysis of Financial Condition and
Results of Operations
Results of Operations
1. Please tell us how your presentation of "operating earnings",
which excludes net corporate interest and income taxes
(apparently,
recurring items), complies with Item 10(e) of Regulation S-K. In
so
doing, please address Answers 8 and 21 of the Frequently Asked
Questions Regarding the Use of Non-GAAP Financial Measures." In
this
regard, while reporting consolidated "operating earnings" may be
necessary to provide the reconciliation of segment "operating
earnings" required by paragraph 32(b) of SFAS 131, it does not
appear
appropriate to present and discuss consolidated "operating
earnings"
as a measure that would be useful to investors in evaluating your
consolidated results of operations.
2. We noted that you disclosed "revenue" that does not agree to
your
statements of operations and that your discussion of revenue was
based on "revenues before reimbursement." While we note that you
discuss reimbursements elsewhere, it is unclear why you do not
provide a separate discussion of revenue that addresses all
amounts
included in "total revenues" on your statements of operations.
As
such, please tell us how your discussion of revenue complies with
Item 303(a)(3)(i) of Regulation S-K or provide us a discussion
that
would comply with it.
Consolidated Financial Statements
Consolidated Statements of Shareholder Investment
3. Please tell us how your inclusion of the tax benefit from
exercise
of stock options in comprehensive income complies with SFAS 130,
as
paragraphs 8 and 9 appear to indicate that investments by owners
should not be included.
Notes to Consolidated Financial Statements
1. Major Accounting and Reporting Policies
Capitalized Software
4. Please tell us how your policy complies with SOP 98-1, in terms
of
the stages during which you capitalized these costs and the types
of
costs being capitalized.
Accounts Receivable and Allowance for Doubtful Accounts
5. We noted that you maintain allowances for doubtful accounts for
estimated losses resulting primarily from adjustments that clients
may make to invoiced amounts. Please tell us why adjustments
would
be made by your clients and whether they should be (and are)
accounted for as reductions to revenue. In addition, please tell
us
whether you have a reasonable basis to make these estimates and
whether the revenue you have recognized is fixed and determinable,
as
contemplated by SAB 104.
Self-Insured Risks
6. Please tell us how discounting your provision for claims under
your self-insured program complies with GAAP, by citing the
specific
literature (by pronouncement and paragraph).
6. Segment and Geographic Information, page 36
7. As you do not appear to reconcile your segment revenues to the
total consolidated revenue reported on your statements of
operations,
please tell us how you have complied with paragraph 32 of SFAS 131
or
provide us a reconciliation that would comply with it.
* * * *
Please respond to these comments within 10 business days or
tell us when you will provide us with a response. Please furnish
a
letter that keys your responses to our comments and provide the
requested information. Detailed letters greatly facilitate our
review. Please file your letter on EDGAR under the form type
label
CORRESP.
We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing to be certain that the
filing include all information required under the Securities
Exchange
Act of 1934 and that they have provided all information investors
require for an informed investment decision. Since the company
and
its management are in possession of all facts relating to a
company`s
disclosure, they are responsible for the accuracy and adequacy of
the
disclosures they have made.
In connection with responding to our comments, please
provide,
in your letter, a statement from the company acknowledging that:
* the company is responsible for the adequacy and accuracy of the
disclosure in the filings;
* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and
* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.
In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.
You may contact Oscar M. Young, Jr., Senior Accountant at
(202)
551-3622 if you have questions regarding the comments. In this
regard, do not hesitate to contact me, at (202) 551-3679.
Sincerely,
Jim B. Rosenberg
Senior Assistant Chief Accountant
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Mr. John F. Giblin
Crawford & Company
September 26, 2005
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