UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K A
/X/ Annual Report Pursuant to Section 13 or 15 (d) of the Securities Exchange
Act of 1934
[Fee Required]
For the fiscal year ended December 31, 1997
/ / Transition Report Pursuant to Section 13 or 15 (d) of the Securities
Exchange Act of 1934
[No Fee Required]
Commission File Number 1-8029
THE RYLAND GROUP, INC.
(Exact name of registrant as specified in its charter)
Maryland 52-0849948
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(State or other jurisdiction (I.R.S. Employer Identification No.)
of incorporation or organization)
11000 Broken Land Parkway
Columbia, Maryland 21044
(Address of principal executive offices)
Registrant's telephone number, including area code: (410) 715-7000
Securities Registered Pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which registered
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Common Stock, (Par Value $1.00) New York Stock Exchange
Common Share Purchase Rights New York Stock Exchange
Securities Registered Pursuant to Section 12(g) of the Act: None
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 (229.405 of this chapter) 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. / /
The aggregate market value of the Common Stock of The Ryland Group, Inc., held
by non-affiliates of the registrant (14,624,082 shares) as of March 2, 1998,
was $409,474,296. The number of shares of common stock of The Ryland Group,
Inc., outstanding on March 2, 1998, was 14,820,217.
The purpose of this amendment is to restate the Financial Data Schedules for
the year-ended 1995, the three months ended March 31, 1996, the six months ended
June 30, 1996, the nine months ended September 30, 1996, the year-ended 1996,
the three months ended March 31,1997, the six months ended June 30, 1997, and
the nine months ended September 30,1997. The Financial Data Schedules are being
restated in compliance with Regulation S-K Item 601 ( c )(2)(iii) which requires
the amounts previously submitted in Financial Data Schedules to be restated if
there is a change in accounting principle. In 1997, the Company adopted
Statement of Financial Accounting Standards No. 128 (FASB 128), "Earnings per
Share." FASB 128 replaced the calculation of primary and fully diluted earnings
per share with basic and diluted earnings per share. Unlike primary earnings
per share, basic earnings per share excludes any dilutive effects of options,
warrants and convertible securities. Diluted earnings per share is very similar
to the previously reported fully diluted earnings per share. Earnings per
share amounts for the respective periods mentioned above have been restated in
the Financial Data Schedules attached hereto as Exhibit 27 to conform to the
FASB 128 requirements.
SIGNATURES
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
The Ryland Group, Inc.
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(Registrant)
Date: April 7, 1998 MICHAEL D. MANGAN
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Michael D. Mangan
Executive Vice President and
Chief Financial Officer
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INDEX OF EXHIBITS
27 Financial Data Schedule 4-5