UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1998
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 No. 1-12825
MORTON INTERNATIONAL, INC.
------------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)
Indiana 36-4140798
- --------------------------------------- ------------------------------------
State of Incorporation or Organization) (I.R.S. Employer Identification No.)
100 North Riverside Plaza, Chicago, Illinois 60606-1596
- -------------------------------------------- ----------
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number (312) 807-2000
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 the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practical date.
Class Outstanding at March 31, 1998
----------------------------- -----------------------------
Common Stock, $1.00 par value 127,715,128 shares
<PAGE>
MORTON INTERNATIONAL, INC.
QUARTERLY REPORT ON FORM 10-Q
INDEX
PAGE
-----
PART I. FINANCIAL INFORMATION:
- ------------------------------
Item 1. Financial Statements (Unaudited)
Consolidated Statements of Income and Retained
Earnings - Three months and Nine months ended
March 31, 1998 and 1997 3
Consolidated Balance Sheets - March 31, 1998
and June 30, 1997 4
Consolidated Statements of Cash Flows -
Nine months ended March 31, 1998 and 1997 5
Notes to Consolidated Financial Statements -
March 31, 1998 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 7-10
PART II. OTHER INFORMATION
- ---------------------------
Item 6. Exhibits and Reports on Form 8-K 10
SIGNATURE 10
-2-
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
MORTON INTERNATIONAL, INC.
CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS (UNAUDITED)
(IN MILLIONS EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
March 31 March 31
------------------------ ----------------------------
1998 1997 1998 1997
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Net sales $ 660.5 $ 638.5 $ 1,926.7 $ 1,725.7
Interest, royalties and sundry income 9.0 6.9 27.1 27.8
---------- ---------- ---------- ----------
669.5 645.4 1,953.8 1,753.5
Deductions from income:
Cost of products sold 451.5 430.5 1,312.2 1,165.3
Selling, administrative and general expense 98.6 89.6 299.0 266.8
Research and development expense 16.0 15.1 46.0 44.3
Interest expense 5.8 6.6 17.4 18.6
Amortization of goodwill 3.0 3.0 9.0 8.1
---------- ---------- ---------- ----------
574.9 544.8 1,683.6 1,503.1
---------- ---------- ---------- ----------
Income from continuing operations
before income taxes 94.6 100.6 270.2 250.4
Income taxes 34.1 36.2 97.3 90.3
---------- ---------- ---------- ----------
Income from continuing operations 60.5 64.4 172.9 160.1
Income from discontinued operations,
net of applicable income taxes - 44.9 - 116.0
---------- ---------- ---------- ----------
Net income 60.5 109.3 172.9 276.1
Retained earnings at beginning of period 1,780.4 1,799.5 1,706.0 1,675.5
Cash dividends: $.12 and $.15 per share for the
three months ended March 31, 1998 and 1997,
respectively; $.36 and $.45 per share for the nine months
ended March 31, 1998 and 1997, respectively (15.7) (21.1) (47.7) (63.9)
Exercise of stock options (2.3) - (8.3) -
---------- ---------- ---------- ----------
Retained earnings at end of period $ 1,822.9 $ 1,887.7 $ 1,822.9 $ 1,887.7
========== ========== ========== ==========
Basic Earnings Per Share:
Income from continuing operations $ .47 $ .46 $ 1 .31 $ 1 .13
Income from discontinued operations - .31 - .81
---------- ---------- ---------- ----------
Net income $ .47 $ .77 $ 1 .31 $ 1 .94
========= ========== ========== ==========
Shares used in computation (in thousands) 132,415 142,030
========== ==========
Diluted Earnings Per Share:
Income from continuing operations $ .46 $ .45 $ 1 .29 $ 1 .11
Income from discontinued operations - .31 - .80
---------- ---------- ---------- ----------
Net income $ .46 $ .76 $ 1 .29 $ 1 .91
========== ========== ========== ==========
Shares used in computation (in thousands) 134,444 143,966
========== ==========
</TABLE>
See notes to consolidated financial statements.
- 3 -
<PAGE>
MORTON INTERNATIONAL, INC.
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(IN MILLIONS)
<TABLE>
<CAPTION>
March 31 June 30
1998 1997
----------------- ---------------
(Note)
<S> <C> <C>
ASSETS
Current assets
Cash and cash equivalents $ 156.7 $ 430.3
Receivables 483.1 466.4
Deferred income tax benefits 13.9 13.7
Inventories 364.7 351.6
Prepaid expenses 133.8 128.0
--------------- -------------
Total current assets 1,152.2 1,390.0
--------------- -------------
Other assets
Cost in excess of net assets of businesses
acquired, less amortization 342.2 338.4
Investments in affiliates 91.9 91.5
Miscellaneous 101.6 105.9
--------------- -------------
535.7 535.8
--------------- -------------
Property, plant and equipment, at cost 1,755.0 1,712.5
Less allowances for depreciation 874.4 833.4
--------------- -------------
880.6 879.1
--------------- -------------
$ 2,568.5 $ 2,804.9
=============== =============
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Notes payable and current portion of long-term debt $ 70.7 $ 32.7
Accounts payable 216.5 255.9
Accrued salaries, wages and other compensation 45.2 58.4
Other accrued expenses 146.4 156.2
Income taxes 17.7 19.9
--------------- -------------
Total current liabilities 496.5 523.1
--------------- -------------
Long-term debt, less current portion 225.0 224.1
Deferred income taxes 46.0 46.0
Accrued postretirement benefits other than pensions 157.5 156.0
Other noncurrent liabilities 114.6 121.4
--------------- -------------
Total noncurrent liabilities 543.1 547.5
--------------- -------------
Shareholders' equity
Preferred Stock (par value $1.00 per share)
Authorized - 25.0 shares, none issued
Common Stock (par value $1.00 per share)
Authorized - 500.0 shares
Issued-140.1 shares at March 31, 1998 and
June 30, 1997 140.1 140.1
Additional paid-in capital - .3
Retained earnings 1,822.9 1,706.0
Foreign currency translation adjustment and other (33.7) (16.8)
--------------- -------------
1,929.3 1,829.6
Less cost of common stock in treasury- 12.4 shares
at March 31, 1998 and 3.0 shares at June 30, 1997 400.4 95.3
--------------- -------------
Total Shareholders' Equity 1,528.9 1,734.3
--------------- -------------
$ 2,568.5 $ 2,804.9
=============== =============
</TABLE>
Note: The balance sheet at June 30, 1997 has been derived from the audited
consolidated financial statements at that date.
See notes to consolidated financial statements.
- 4 -
<PAGE>
MORTON INTERNATIONAL, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(IN MILLIONS)
<TABLE>
<CAPTION>
Cash Provided (Used)
Nine Months Ended
March 31
-------------------------------
1998 1997
------------- -----------
<S> <C> <C>
Operating Activities
Income from continuing operations $ 172.9 $ 160.1
Adjustments to reconcile income from continuing operations
to net cash provided by operating activities:
Depreciation and amortization 97.9 81.1
Deferred income taxes .3 .8
Undistributed earnings of affiliates (1.7) (6.8)
Changes in operating assets and liabilities
net of effects of businesses acquired:
Receivables (28.3) (42.4)
Inventories and prepaid expenses (27.0) 11.9
Accounts payable and accrued expenses (54.7) (16.4)
Accrued income taxes 3.6 14.2
Other - net 2.8 (1.4)
----------- -----------
Net cash provided by operating activities 165.8 201.1
----------- -----------
Investing Activities
Purchase of property, plant and equipment (102.5) (80.8)
Proceeds from property and other asset disposals 5.3 5.5
Cash invested in businesses acquired (18.1) (242.7)
Investment in affiliates (4.7) -
----------- -----------
Net cash used for investing activities (120.0) (318.0)
----------- -----------
Financing Activities
Purchase of common stock for treasury (326.8) (125.9)
Net increase of short-term notes payable 42.2 297.8
Repayment of long-term debt ( .3) ( .1)
Stock option transactions 8.4 10.1
Dividends paid (47.7) (63.9)
----------- -----------
Net cash (used for) provided by financing activities (324.2) 118.0
----------- -----------
Discontinued Operations
Net transfer from discontinued operations - 49.9
----------- -----------
Effect of foreign exchange rate changes on cash
and cash equivalents 4.8 6.1
----------- -----------
(Decrease) increase in cash and cash equivalents (273.6) 57.1
Cash and cash equivalents at beginning of year 430.3 68.9
----------- -----------
Cash and cash equivalents at end of period $ 156.7 $ 126.0
=========== ===========
</TABLE>
See notes to consolidated financial statements.
- 5 -
<PAGE>
MORTON INTERNATIONAL, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Basis of Presentation
- ---------------------
The interim financial statements have been prepared in accordance with the
instructions to Form 10-Q and Rule 10-01 of Regulation S-X and therefore, do not
include all information and footnotes required by generally accepted accounting
principles for complete financial statements. In the opinion of management, all
adjustments (consisting of normal recurring accruals) considered necessary for a
fair presentation have been included. Operating results for the nine months
ended March 31, 1998 are not necessarily indicative of the results to be
expected for the fiscal year ending June 30, 1998. It is suggested that the
financial statements be read in conjunction with the consolidated financial
statements and notes thereto included in the Company's Annual Report to
Shareholders and Annual Report on Form 10-K for the fiscal year ended June 30,
1997.
Earnings Per Share
- ------------------
In 1997, the Financial Accounting Standards Board (FASB) issued Statement of
Financial Accounting Standards (SFAS) No. 128, "Earnings per Share." Statement
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. All earnings per share
amounts for all periods have been presented, and where appropriate restated, to
conform to the Statement 128 requirements.
The numerators for the earnings per share disclosures on the accompanying
unaudited Consolidated Statements of Income and Retained Earnings are the same
as the income numbers shown on that Statement. Following is the computation of
the denominator for the basic and diluted earnings per share calculations:
Nine months ended
March 31
-----------------------
(in thousands)
1998 1997
---- ----
Denominator for basic earnings per share 132,415 142,030
-weighted average shares outstanding
Dilutive effect of employee stock options 2,029 1,936
------- -------
Denominator for diluted earnings per share 134,444 143,966
======= =======
Inventories
- -----------
Inventories are stated at the lower of cost (principally last-in, first-out
method) or market. Components of inventories are as follows:
March 31 June 30
1998 1997
-------- -------
(in millions)
Finished products and work-in-process $279.9 $271.8
Materials and supplies 84.8 79.8
------ ------
$364.7 $351.6
====== ======
-6-
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition
- --------------------------------------------------------------------
and Results of Operations
-------------------------
Results of Operations
- ---------------------
Income from continuing operations for the third quarter of fiscal 1998 was $60.5
million, down 6 percent from income from continuing operations of $64.4 million
for the third quarter of fiscal 1997. An exceptionally mild winter, the slowdown
in the Asian economy, foreign exchange and competitive factors combined to
dampen sales and earnings in the quarter ended March 31, 1998. Overall sales for
the salt and specialty chemicals businesses rose only 3 percent to $660.5
million in the quarter compared to last year's third quarter sales of $638.5
million. Basic and diluted earnings per share from continuing operations for the
quarter of 47 cents and 46 cents, respectively, were up one cent over fiscal
1997.
For the nine month period ended March 31, 1998, sales were $1.9 billion, up 12
percent over sales from continuing operations for the same period of the prior
fiscal year. Income from continuing operations for the first nine months of
fiscal 1998 was $172.9 million versus $160.1 million for the first nine months
of fiscal 1997, an 8 percent increase. Basic earnings per share from continuing
operations was $1.31 for the first nine months of fiscal 1998, compared to $1.13
for the same period of fiscal 1997. Diluted earnings per share from continuing
operations increased 16 percent from $1.11 in the first nine months of fiscal
1997 to $1.29 in the same period of fiscal 1998.
Last year, Morton International's results included its airbag operation, which
has been reflected as a discontinued operation. Including the results of
discontinued operations, earnings per share for the third quarter of fiscal 1997
were 77 cents and 76 cents on a basic and diluted basis, respectively. For the
first nine months of fiscal 1997, earnings per share including discontinued
operations were $1.94 on a basic earnings per share basis and $1.91 on a diluted
basis.
In the third quarter of fiscal 1998, specialty chemicals sales were up 2 percent
to $429.4 million versus $422.6 million in the same period of fiscal 1997. Sales
to Asia in the third quarter have declined dramatically, especially in the
plastics additives and thermoplastic polyurethanes product lines, while
packaging adhesives also felt a slowdown in South America. In addition, the
translation of foreign exchange negatively impacted sales by $12.9 million and
earnings by $1.5 million in the third quarter. The Company also experienced
competitive pricing pressures in several product lines, including electronic
materials, dyes, and liquid polysulfides. Third quarter operating earnings for
specialty chemicals were $62.1 million, an 8 percent decrease from the third
quarter of fiscal 1997. Operating margins fell in the quarter to 14.5 percent
compared to 16.0 percent in the prior year's strong third quarter.
Among those chemical product lines which showed good sales growth in the third
quarter were industrial activities, waterbased polymers, advanced materials,
performance chemicals, industrial coatings, powder coatings, and traffic
markings. The combined sales of these product lines contributed 46 percent of
the group's total sales and grew 8 percent over the third quarter of fiscal
1997. Those product lines contributing good earnings growth were industrial
activities, advanced materials, performance chemicals, and powder coatings.
Earnings for these product lines constituted 40 percent of the group's total
earnings and collectively showed a 7 percent improvement over the third quarter
of fiscal 1997.
For the first nine months of fiscal 1998, specialty chemicals sales increased 6
percent to $1.3 billion versus $1.2 billion for the first nine months of fiscal
1997. The results of the first nine months were impacted favorably by volume
growth in several product lines and the acquisition of the
-7-
<PAGE>
Italian powder coatings business ("Pulverlac") which increased sales by $35.3
million. Three months of Pulverlac sales are included in fiscal 1997. However,
foreign exchange translations had an unfavorable impact of $52.1 million on the
first nine months results. Operating earnings for the chemical group for the
first nine months of fiscal 1998 were $195.6 million, up 3 percent from the
results of the same period in fiscal 1997. Higher volumes, Pulverlac earnings
and successful cost control programs were leading factors in the improved
earnings for the first nine months; however, the earnings gain was unfavorably
impacted by $6.4 million as a result of foreign exchange translations and the
previously mentioned slowdown in Asia and competitive pricing pressures.
The product lines which showed sales improvement during the third quarter also
performed above prior year results for the nine months ending March 31.
Cumulatively, they contributed 45 percent of chemical group sales and improved
13 percent from the first nine months of fiscal 1997. In addition, certain
product lines which suffered from exchange impact and competitive factors in the
third quarter showed a nine month year-to-date improvement over last year,
including plastics additives, dyes and organics, and electronic materials. The
product lines showing improvement in operating earnings over fiscal 1997 for the
third quarter also performed above prior year for the first nine months. These
product lines, including Pulverlac's results, were 38 percent of total operating
earnings and showed a 19 percent improvement from fiscal 1997 to fiscal 1998 in
the first nine months. Also recording a nine month year-to-date improvement in
operating earnings were thermoplastic polyurethanes and automotive coatings.
Salt sales for the third quarter of fiscal 1998 were $231.1 million, up 7
percent from fiscal 1997 third quarter sales of $215.9 million. Included in
third quarter fiscal 1998 was $50.0 million in sales generated by Salins du
Midi, the European salt business acquired in the latter part of fiscal 1997.
Excluding the results of the acquisition, salt sales decreased 16 percent for
the third quarter. The salt business was negatively impacted by the El Nino
effect. Ice control sales were down 33 percent in the quarter as the mildest
winter on record in North America meant less snow for the ice control product
lines. Europe also experienced a relatively mild, snow-free winter. The lack of
ice control sales in this quarter meant that what is normally the best sales
quarter for the salt business came in below fiscal year 1998's second quarter.
Non-ice control salt products showed an increase for the quarter led by food
processing and chemical product lines, up 11 percent, and grocery product lines,
up 10 percent. Salt operating earnings were $50.0 million in the third quarter
of fiscal 1998, down 8 percent from $54.4 million in the third quarter of fiscal
1997. Excluding Salins results of $5.3 million, operating earnings decreased 18
percent in the third quarter. Operating margins for salt were 21.6 percent in
the third quarter of fiscal 1998 versus 25.2 percent for the same period in
fiscal 1997, reflecting the lower operating margins of Salins du Midi. The
Company settled its insurance claim related to the Mines Seleine salt mine in
Quebec during the third quarter. The net impact of the settlement was not
significant.
For the nine month period ending March 31, 1998, salt sales were $637.0 million,
a 27 percent improvement over sales of $503.3 million in the first nine months
of fiscal 1997. Excluding the results of Salins du Midi of $158.7 million, sales
decreased 5 percent. Salt operating earnings for the first nine months of fiscal
1998 were $124.9 million, up 6 percent from $117.5 million for the same period
last year. Excluding the results of Salins du Midi, operating earnings were down
9 percent primarily due to the impact of the mild winter in North America on ice
control salt sales in the third quarter.
The Company's earnings per share benefited from tight control of corporate costs
as well as fewer shares outstanding. Company corporate costs were 17 percent
lower in the third quarter of fiscal 1998 versus the same period of last fiscal
year. For the first nine months of fiscal 1998, corporate costs were 12 percent
lower than the same period of the prior year. These reductions were due to
-8-
<PAGE>
continued lower corporate administrative expenses, higher interest income, and
lower interest expense.
Liquidity and Capital Resources
- -------------------------------
Operating activities were a source of cash in the nine month periods ended March
31, 1998 and 1997, providing $165.8 million and $201.1 million, respectively.
Income from continuing operations provided cash of $172.9 million during the
first nine months of fiscal 1998 versus $160.1 million for the same period of
fiscal 1997. In the first nine months of the current fiscal year, depreciation
and amortization was $16.8 million greater than during the same period of the
prior year. Changes in operating assets and liabilities resulted in a use of
$103.6 million in the first nine months of fiscal 1998 compared to a $34.1
million use of funds last year. The increased use was primarily due to increased
inventories and lower payables and accrued expenses at March 31, 1998 partially
offset by reduced receivables.
Investing activities in the first nine months of fiscal 1998 generated a $120.0
million use of funds compared to $318.0 million use of funds for the same period
last year. The primary use of funds in the current fiscal year continues to be
the result of capital spending, which used $102.5 million in the nine months
ending March 31, 1998. Expansion related to certain chemical products as well as
basic upkeep of the salt and chemical manufacturing facilities continue to be
the major areas of capital spending. The fiscal 1998 capital spending amounts
include $8.5 million related to the businesses acquired in fiscal 1997. Cash
invested in businesses acquired was $18.1 million in the first nine months of
fiscal 1998 versus $242.7 million in the first nine months of fiscal 1997 which
was primarily related to the late third quarter fiscal 1997 acquisition of a
French salt company and an Italian powder coatings company in December 1996.
Financing activities for the nine month period ending March 31, 1998 were a
$324.2 million use of funds compared to a $118.0 million source of funds during
the same period in the prior year. The major use of funds during the period
ending March 31, 1998 was the common stock repurchase program. The total amount
spent to repurchase company stock was $326.8 million in the first nine months of
fiscal 1998 compared to $125.9 million for the same period last year. During the
third quarter Morton continued its share buyback program, repurchasing 2.8
million shares of the current 10 million share repurchase authorization by its
board (.4 million shares of this authorization were repurchased in the second
quarter). Since the spinoff last year, Morton has repurchased 13.2 million
shares at an average price of $32.26 bringing the shares outstanding to 127.7
million at March 31, 1998. Dividends paid in the nine month period ending March
31, 1998 were $47.7 million versus $63.9 million for the nine month period
ending March 31, 1997. This decrease was attributed to a nine cents per share
reduction in dividends paid after discontinuing the airbag business in a spinoff
transaction coupled with fewer shares outstanding due to the share repurchase
program. Short-term notes payable for the nine months ending March 31, 1998 was
a source of funds of $42.2 million compared to a source of funds of $297.8
million in the same period of the last fiscal year. This change reflects a
reduction in the level of incremental borrowing due to the cash on hand which
was received in fiscal 1997 from discontinued operations.
The Company's current ratio was 2.3 at March 31, 1998, compared to a 2.7 ratio
at June 30, 1997. Total debt as a percentage of total capitalization at March
31, 1998, was 15.8 percent compared to 12.6 percent at June 30, 1997.
As of March 31, 1998, the Company has unexpended authorizations for fixed asset
spending of $74.8 million. These authorizations related primarily to chemical
facility expansion, product
-9-
<PAGE>
improvements, and facility upgrades on a company-wide basis.
On May 1, 1998, the Company filed a $1 billion shelf registration with the
Securities and Exchange Commission. Net proceeds from the sale of the debt
securities will be used for general corporate purposes which may include
financing and re-financing of acquisitions, purchases of Company stock,
repurchases of outstanding long-term debt, capital expenditures, investments in
subsidiaries, working capital and repayment of borrowings under credit
facilities.
Estimated cash flow from operations and current financial resources, including
financing capacity, are expected to be adequate to fund the Company's
anticipated working capital requirements, fixed asset spending, dividend
payments and share repurchases in the foreseeable future.
PART II
OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
The Company did not file any 8-K Reports during the fiscal quarter ended March
31, 1998.
*************************************
SIGNATURE
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, thereunto duly authorized.
MORTON INTERNATIONAL, INC.
--------------------------
(Registrant)
Date: May 11, 1998 BY: /s/ L. N. Liszt
--------------------- --------------------------
L. N. Liszt
Controller
(Principal Accounting Officer)
-10-
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<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-30-1998
<PERIOD-END> MAR-31-1998
<CASH> 47900
<SECURITIES> 108800
<RECEIVABLES> 494800
<ALLOWANCES> (11700)
<INVENTORY> 364700
<CURRENT-ASSETS> 1152200
<PP&E> 1755000
<DEPRECIATION> (874400)
<TOTAL-ASSETS> 2568500
<CURRENT-LIABILITIES> 496500
<BONDS> 225000
0
0
<COMMON> 140100
<OTHER-SE> 1388800
<TOTAL-LIABILITY-AND-EQUITY> 2568500
<SALES> 1926700
<TOTAL-REVENUES> 1953800
<CGS> 1312200
<TOTAL-COSTS> 1657200
<OTHER-EXPENSES> 9000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 17400
<INCOME-PRETAX> 270200
<INCOME-TAX> 97300
<INCOME-CONTINUING> 172900
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 172900
<EPS-PRIMARY> 1.31
<EPS-DILUTED> 1.29
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<RESTATED>
<MULTIPLIER> 1,000
<S> <C> <C> <C>
<PERIOD-TYPE> 12-MOS 12-MOS 12-MOS
<FISCAL-YEAR-END> JUN-30-1997 JUN-30-1996 JUN-30-1995
<PERIOD-END> JUN-30-1997 JUN-30-1996 JUN-30-1995
<CASH> 56800 40800 61800
<SECURITIES> 373500 28100 26500
<RECEIVABLES> 478100 378100 368900
<ALLOWANCES> (11700) (10300) (11000)
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<PP&E> 1712500 1476600 1408900
<DEPRECIATION> (833400) (766100) (711700)
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<BONDS> 224100 218500 218500
0 0 0
0 0 0
<COMMON> 140100 148400 148300
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<TOTAL-REVENUES> 2388200 2288200 2125900
<CGS> 1580300 1517700 1424100
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<DISCONTINUED> 129400 155500 141400
<EXTRAORDINARY> 0 0 0
<CHANGES> 0 0 0
<NET-INCOME> 343000 334200 294100
<EPS-PRIMARY> 2.43 2.27 1.99
<EPS-DILUTED> 2.39 2.25 1.97
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<RESTATED>
<MULTIPLIER> 1000
<S> <C> <C> <C>
<PERIOD-TYPE> 3-MOS 6-MOS 9-MOS
<FISCAL-YEAR-END> JUN-30-1997 JUN-30-1997 JUN-30-1997
<PERIOD-END> SEP-30-1996 DEC-31-1996 MAR-31-1997
<CASH> 14200 68400 82100
<SECURITIES> 86800 13600 43900
<RECEIVABLES> 375800 386200 501200
<ALLOWANCES> (10300) (10300) (10300)
<INVENTORY> 320500 311300 340200
<CURRENT-ASSETS> 923000 911600 1093600
<PP&E> 1496300 1518700 1676400
<DEPRECIATION> (784200) (803500) (812600)
<TOTAL-ASSETS> 2711600 2784200 3207100
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<BONDS> 218500 218500 226400
0 0 0
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