<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED CONSOLIDATED BALANCE SHEET AT MARCH 31, 1998, THE CONSOLIDATED
STATEMENT OF OPERATIONS AND THE CONSOLIDATED STATEMENT OF STOCKHOLDERS'
EQUITY FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
       
                           
<PERIOD-TYPE>                 3-MOS
<FISCAL-YEAR-END>                                DEC-31-1998
<PERIOD-END>                                     MAR-31-1998
<CASH>                                                22,643
<SECURITIES>                                               0
<RECEIVABLES>                                        467,511<F1>
<ALLOWANCES>                                          95,471
<INVENTORY>                                                0
<CURRENT-ASSETS>                                     235,489
<PP&E>                                               628,330
<DEPRECIATION>                                       312,731
<TOTAL-ASSETS>                                       963,393
<CURRENT-LIABILITIES>                                386,835
<BONDS>                                              405,978
<PREFERRED-MANDATORY>                                      0
<PREFERRED>                                                0
<COMMON>                                                 206
<OTHER-SE>                                            72,456
<TOTAL-LIABILITY-AND-EQUITY>                         963,393
<SALES>                                                    0
<TOTAL-REVENUES>                                     184,488
<CGS>                                                      0
<TOTAL-COSTS>                                        110,530<F2>
<OTHER-EXPENSES>                                      10,591<F3>
<LOSS-PROVISION>                                      32,392
<INTEREST-EXPENSE>                                    10,206
<INCOME-PRETAX>                                        2,272
<INCOME-TAX>                                             200
<INCOME-CONTINUING>                                    2,072
<DISCONTINUED>                                             0
<EXTRAORDINARY>                                            0
<CHANGES>                                                  0
<NET-INCOME>                                           2,072
<EPS-PRIMARY>                                            .10
<EPS-DILUTED>                                            .09
<FN>
<F1>THIS AMOUNT IS THE SUM OF THE SHORT-TERM AND LONG-TERM INSTALLMENT
CONTRACTS RECEIVABLE LINES ON THE CONDENSED CONSOLIDATED BALANCE SHEET AT
MARCH 31, 1998 AND IS NET OF UNEARNED FINANCE CHARGES.
<F2>THIS AMOUNT IS THE SUM OF THE FITNESS CENTER OPERATIONS LINE, THE
ADVERTISING LINE AND THE CHANGE IN DEFERRED MEMBERSHIP ORIGINATION COSTS
LINE ON THE CONSOLIDATED STATEMENT OF OPERATIONS FOR THE THREE MONTHS
ENDED MARCH 31, 1998.
<F3>THIS AMOUNT IS THE MEMBER PROCESSING AND COLLECTION CENTERS LINE ON THE
CONSOLIDATED STATEMENT OF OPERATIONS FOR THE THREE MONTHS ENDED
MARCH 31, 1998.
</FN>