<PAGE> 1
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For Quarter Ended September 30, 1996
Commission file number 1-1941
BETHLEHEM STEEL CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 24-0526133
(State of incorporation) (I.R.S. Employer
Identification No.)
1170 Eighth Avenue 18016-7699
BETHLEHEM, PENNSYLVANIA (Zip Code)
(Address of principal
executive offices)
Registrant's telephone number, including area code: (610) 694-2424
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
---- ----
Number of Shares of Common Stock Outstanding as of October 28, 1996:
111,653,279
<PAGE>
<PAGE> 2
BETHLEHEM STEEL CORPORATION AND CONSOLIDATED SUBSIDIARIES
INDEX
Page No.
PART I. Financial Information
Consolidated Statements of Income-
Three Months and Nine Months Ended September 30, 1996
and 1995 (unaudited). . . . . . . . . . . . . . . . . . . 2
Consolidated Balance Sheets-
September 30, 1996 (unaudited), December 31, 1995
and September 30, 1995 (unaudited). . . . . . . . . . . . 3
Consolidated Statements of Cash Flows-
Nine Months Ended September 30, 1996
and 1995 (unaudited). . . . . . . . . . . . . . . . . . . 4
Notes to Consolidated Financial Statements . . . . . . . . . 5
Management's Discussion and Analysis of Results of
Operations and Financial Condition. . . . . . . . . . . . 6
PART II. Other Information
Item 1. Legal Proceedings. . . . . . . . . . . . . . . . 11
Item 6. Exhibits and Reports on Form 8-K . . . . . . . . 12
Signatures . . . . . . . . . . . . . . . . . . . . . . . . . 13
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<PAGE>
<PAGE> 3
Bethlehem Steel Corporation
CONSOLIDATED STATEMENTS OF INCOME
(dollars and shares in millions, except per share data)
(unaudited)
Three Months Ended Nine Months Ended
September 30 September 30
- -------------------- --------------------
1996 1995 1996 1995
- --------- --------- --------- ---------
$1,174.6 $1,224.7 Net Sales $3,530.0 $3,715.6
- --------- --------- --------- ---------
Costs and Expenses:
1,043.3 1,069.6 Cost of sales 3,146.1 3,200.1
65.5 70.1 Depreciation 208.6 213.2
Selling, administration
26.0 28.9 and general expense 78.2 84.7
15.0 0.0 Estimated restructuring loss 15.0 0.0
- --------- --------- --------- ---------
1,149.8 1,168.6 Total Costs and Expenses 3,447.9 3,498.0
- --------- --------- --------- ---------
24.8 56.1 Income from Operations 82.1 217.6
Financing Income (Expense):
(13.1) (15.8) Interest and other financing (41.2) (45.6)
1.5 1.6 Interest and other income 4.5 5.7
- --------- --------- --------- ---------
13.2 41.9 Income before Income Taxes 45.4 177.7
(2.2) (7.5) Provision for Income Taxes (7.7) (30.5)
- --------- --------- --------- ---------
11.0 34.4 Net Income 37.7 147.2
Dividends on Preferred and
10.5 10.6 Preference Stock 31.5 31.9
- --------- --------- --------- ---------
Net Income Applicable to
$ 0.5 $ 23.8 Common Stock $ 6.2 $ 115.3
========= ========= ========= =========
$ 0.00 $ 0.22 Net Income per Common Share $ 0.06 $ 1.05
111.5 110.5 Average Primary Shares Outstanding 111.1 110.2
The accompanying Notes are an integral part of the
Consolidated Financial Statements.
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<PAGE>
<PAGE> 4
Bethlehem Steel Corporation
CONSOLIDATED BALANCE SHEETS
(dollars in millions)
ASSETS
<TABLE>
<CAPTION>
September 30 December 31 September 30
1996 1995 1995
(unaudited) (unaudited)
------------ ----------- ------------
<S> <C> <C> <C>
Current Assets:
Cash and cash equivalents $ 106.3 $ 180.0 $ 102.4
Receivables, less allowances 327.9 374.6 523.3
Inventories:
Raw materials 307.3 335.5 321.3
Finished and semifinished 623.3 604.9 568.4
Contract work-in-progress, less
billings 19.0 17.8 21.1
------------ ----------- ------------
949.6 958.2 910.8
Other current assets 9.4 13.0 14.2
------------ ----------- ------------
Total Current Assets 1,393.2 1,525.8 1,550.7
Investments and Miscellaneous Assets 113.3 112.3 121.0
Property, Plant and Equipment,
less accumulated depreciation of
$4,476.6, $4,329.5 and $4,298.0 2,670.0 2,714.2 2,732.0
Deferred Income Tax Asset - net 875.0 885.0 873.7
Intangible Asset - Pensions 463.0 463.0 391.3
------------ ----------- ------------
Total Assets $ 5,514.5 $ 5,700.3 $ 5,668.7
============ =========== ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable $ 394.0 $ 381.4 $ 388.8
Accrued employment costs 313.7 358.0 334.7
Accrued taxes 62.3 72.4 65.1
Debt and capital lease obligations 61.5 91.5 94.1
Other current liabilities 98.6 146.3 126.4
------------ ----------- ------------
Total Current Liabilities 930.1 1,049.6 1,009.1
Pension Liability 1,101.7 1,115.0 1,020.9
Postretirement Benefits Other Than 1,419.5 1,415.0 1,422.9
Pensions
Long-term Debt and Capital Lease 499.5 546.8 585.2
Obligations
Other Long-term Liabilities 310.1 335.6 350.1
Stockholders' Equity:
Preferred Stock 11.6 11.6 11.6
Preference Stock 2.6 2.6 2.6
Common Stock 113.6 112.7 112.5
Common Stock held in treasury at cost (59.4) (59.4) (59.4)
Additional paid-in capital 1,827.3 1,850.6 1,925.4
Accumulated deficit (642.1) (679.8) (712.2)
------------ ----------- ------------
Total Stockholders' Equity 1,253.6 1,238.3 1,280.5
------------ ----------- ------------
Total Liabilities and Stockholders'
Equity $ 5,514.5 $ 5,700.3 $ 5,668.7
============ =========== ============
</TABLE>
The accompanying Notes are an integral part of the
Consolidated Financial Statements.
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<PAGE 5>
Bethlehem Steel Corporation
CONSOLIDATED STATEMENTS OF CASH FLOWS
(dollars in millions)
(unaudited)
Nine Months Ended
September 30
-----------------
1996 1995
---- ----
Operating Activities:
Net income $ 37.7 $ 147.2
Adjustments for items not affecting cash
from operating activities:
Estimated Restructuring Loss 15.0 0.0
Depreciation 208.6 213.2
Deferred Income Taxes 7.7 29.5
Other - net 11.2 (4.4)
Working capital (excluding financing and
investing activities):
Receivables - operating (13.2) (3.8)
Receivables - sold 60.0 0.0
Inventories 8.9 (27.4)
Accounts payable 12.5 1.8
Employment costs and other (80.9) (8.9)
Other - net (1.2) (38.5)
---------- ----------
Cash Provided from Operating Activities 266.3 308.7
---------- ----------
Investing Activities:
Capital expenditures (205.8) (204.9)
Cash proceeds from asset sales and other 6.0 13.9
---------- ----------
Cash Used for Investing Activities (199.8) (191.0)
---------- ----------
Financing Activities:
Pension expense 141.7 159.2
Pension funding (155.0) (220.0)
Long-term debt and capital lease borrowings 2.4 3.1
Long-term debt and capital lease payments (77.4) (79.7)
Cash dividends paid (30.3) (30.3)
Other payments (21.6) (7.1)
---------- ----------
Cash Used for Financing Activities (140.2) (174.8)
---------- ----------
Net Decrease in Cash and Cash Equivalents (73.7) (57.1)
Cash and Cash Equivalents- Beginning of Period 180.0 159.5
---------- ----------
- End of Period $ 106.3 $ 102.4
========== ==========
Supplemental Cash Payment Information:
Interest, net of amount capitalized $ 41.2 $ 53.9
Income taxes $ 3.3 $ 0.0
The accompanying Notes are an integral part of the
Consolidated Financial Statements.
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<PAGE> 6
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. On October 30, 1996, Bethlehem's Board of Directors approved a plan
to sell certain business units and to recognize an impaired asset that
will result in recognizing an after tax restructuring charge of about
$375 million in fourth quarter of 1996.
2. Segment Results (dollars in millions):
(unaudited)
1996 1995
---------------------------- -------------------
Third Second First Fourth Third
Quarter Quarter Quarter Quarter Quarter
--------- --------- --------- --------- ---------
Net Sales:
Basic Steel Operations $1,142.6 $1,216.4 $1,095.4 $1,130.4 $1,210.6
Steel Related Operations 42.8 32.8 32.2 28.6 23.8
Eliminations (10.8) (12.3) (9.1) (7.1) (9.7)
--------- --------- --------- --------- ---------
Total $1,174.6 $1,236.9 $1,118.5 $1,151.9 $1,224.7
========= ========= ========= ========= =========
Operating Income (Loss):
Basic Steel Operations $ 31.8 *$ 52.5 $ 21.4 $ 66.5 $ 67.5
Steel Related Operations (7.0) (7.8) (8.8) (15.2) (11.4)
--------- --------- --------- --------- ---------
Total $ 24.8 $ 44.7 $ 12.6 $ 51.3 $ 56.1
========= ========= ========= ========= =========
Shipments
(thousands of net tons):
Basic Steel Operations 2,200 2,315 2,103 2,143 2,291
========= ========= ========= ========= =========
Raw Steel Production
(thousands of net tons):
Basic Steel Operations 2,359 2,417 2,259 2,533 2,565
========= ========= ========= ========= =========
*Includes restructuring charge of $15 million in connection with the sale
and lease of Bethlehem's Eagle Nest coal mine.
3. The Consolidated Financial Statements as of and for the three month and
nine month periods ended September 30, 1996 and 1995 have not been audited.
However, the information reflects all adjustments which, in the opinion of
management, are necessary to present fairly the results shown for the
periods indicated. Management believes all adjustments were of a normal
recurring nature.
4. These Consolidated Financial Statements should be read together with the
1995 audited financial statements set forth in Bethlehem's Annual Report
on Form 10-K filed with the Securities and Exchange Commission.
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<PAGE>
<PAGE> 7
MANAGEMENT'S DISCUSSION AND
ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION
Review of Results:
Third Quarter and First Nine Months 1996
Third Quarter and First Nine Months 1995
Bethlehem reported net income of $11 million, on sales of $1.17 billion,
for the third quarter of 1996 compared to net income of $34 million, on sales
of $1.22 billion, for the third quarter of 1995. After deducting preferred
dividends, net income per common share was break-even for the third quarter of
1996 compared to $.22 for the third quarter of 1995. Third quarter results
included a previously announced restructuring charge of $15 million related to
the sale and lease of certain assets of Bethlehem's Eagle Nest coal mine.
Without this charge, net income for the third quarter would have been $23
million, or $.12 per common share.
For the first nine months of 1996, net income was $38 million, on sales of
$3.53 billion, compared to net income of $147 million, on sales of $3.72
billion, for the first nine months of 1995. Income applicable to common stock
was $.06 per common share, compared to $1.05 per common share in 1995.
Segment Results
Basic Steel Operations. The Basic Steel Operations segment had income from
operations of $32 million and $106 million for the third quarter and first nine
months of 1996 compared to income from operations of $68 million and $244
million for the third quarter and first nine months of 1995. Income from
operations, excluding the effects of the restructuring charge, was $47 million
for the third quarter and $121 million for the first nine months of 1996.
Third quarter results declined from a year ago principally from lower
realized prices, lower shipments and the restructuring charge. This was
partially offset by an improved mix from a higher percentage of coated and
cold-rolled shipments and improved costs at Bethlehem's flat-rolled operations.
Income from operations for the first nine months of 1996 decreased from the
first nine months of 1995 primarily due to lower realized prices for sheet
products. Third quarter 1996 income from operations declined from the second
quarter of 1996 principally due to the previously discussed restructuring
charge and lower shipments.
- 6 -
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<PAGE> 8
During the third quarter, Bethlehem's Burns Harbor Division completed its
"Big Heat" project that will increase its steelmaking capability by nearly
400,000 tons per year. This additional steelmaking capability will reduce
Burns Harbor's need for purchasing higher cost semi-finished steel. The
construction of the Chicago Cold Rolling Joint Venture is progressing on
schedule and is expected to commence operations later this year.
Steel Related Operations. The Steel Related Operations segment (BethForge,
CENTEC and BethShip) reported losses from operations of $7 million and $24
million for the third quarter and first nine months of 1996, compared to losses
of $11 million and $27 million for the third quarter and first nine months of
1995.
Liquidity and Capital Structure
At September 30, 1996, total liquidity, comprising cash, cash equivalents
and funds available under Bethlehem's bank credit arrangements, totaled $421
million compared to $512 million at December 31, 1995, and $530 million at
September 30, 1995. At September 30, 1996, funds available under Bethlehem's
bank credit arrangements totaled $315 million.
Cash provided from operating activities for the first nine months of 1996
was $266 million, including proceeds of $60 million from the sale of accounts
receivable under Bethlehem's credit arrangements. This compares to $309
million for the first nine months of 1995. Principal uses of cash during the
first nine months of 1996 included capital expenditures, pension funding and
debt repayments. Capital expenditures were $206 million for the first nine
months of 1996 compared to $205 million during the year-earlier period.
Capital expenditures are currently expected to be about $275 million in 1996.
Major capital projects include improvements at Burns Harbor's 160" Plate Mill
and Hot Strip Mill.
Bethlehem contributed $60 million to its pension fund during the third
quarter of 1996, for a total of $155 million so far this year. Additional
contributions to the pension fund will be made during the fourth quarter 1996,
as appropriate. Bethlehem repaid $77 million of debt and capital lease
obligations during the first nine months of 1996 and expects to repay about $15
million of such obligations during the remainder of the year.
Bethlehem expects to maintain an adequate level of liquidity from cash flow
from operations, reductions in working capital and available borrowings under
its credit arrangements.
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<PAGE>
<PAGE> 9
Comprehensive Restructuring Plan
Bethlehem's Board of Directors has approved a comprehensive restructuring
plan to improve financial performance and stockholder value. The plan relates
to Bethlehem Structural Products Corporation's Structural Mill, BethForge,
Inc., CENTEC Roll Corporation and BethShip Inc.'s Sparrows Point Yard.
Bethlehem plans to sell these businesses to qualified buyers. If sales cannot
be completed, the operations will be shut down and efforts will continue
thereafter to sell the businesses and, if this is not possible, the assets will
be sold. In addition, although the Coke Division at Bethlehem, Pennsylvania,
will continue to operate as a part of Bethlehem, it will be written off as an
impaired asset in accordance with generally accepted accounting principles. As
a result of this Plan, Bethlehem anticipates that it will recognize an
after-tax restructuring charge of about $375 million in the fourth quarter of
1996.
Bethlehem believes that the Plan is consistent with its Vision, Objectives
and Strategy and was made in the overall best interests of its stockholders,
employees and other constituents.
The affected businesses, which comprise less than 10% of Bethlehem's total
revenues, have continued to be unprofitable, even with efforts to modernize and
improve them. The decisions will enhance its future performance and are in
accordance with Bethlehem's basic strategy of concentrating on its core steel
businesses, rebuilding its financial strength and improving continuously in
everything it does.
The Plan will include four principal areas of focus and responsibility.
First, these businesses will be operated for a period of time while efforts
to sell them are being made. Bethlehem will coordinate closely with its
customers, suppliers and others and will complete all orders that are accepted.
Second, Bethlehem will begin an immediate effort to sell these businesses.
Bethlehem will be working with financial advisors, the United Steelworkers'
representatives and others in order to sell these businesses to qualified
buyers. It is hoped that the businesses will continue to be operated under new
ownership. If they cannot be sold in a scheduled period of time, they will be
shut down in an orderly manner and efforts to sell the businesses in total or
as individual assets will continue.
Third, employee benefits, training and outplacement will be provided to all
affected employees. Outplacement and training, with the assistance of outside
professional services, will be provided to both hourly and salaried employees.
Fourth, the development of Bethlehem Steel's properties on the south side
of Bethlehem, Pennsylvania, will continue. Bethlehem will continue to advance
the prompt revitalization of these properties.
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Located in Bethlehem, Pennsylvania, Bethlehem Structural Products
Corporation produces structural steel shapes and piling for the construction
market. Its principal operating facilities include a 40-inch blooming mill and
a 44-inch combination rolling mill and currently employs about 900. In the
fourth quarter of 1995, Bethlehem discontinued its iron and steelmaking
operations at Bethlehem Structural Products Corporation and upgraded the
44-inch structural rolling mill in an effort to reduce costs and improve
performance. This structural mill currently obtains its semi-finished steel
requirements from Bethlehem's subsidiary, Pennsylvania Steel Technologies,
Inc., and the Sparrows Point Division as well as from outside suppliers.
The Bethlehem Coke Division, which operates two coke oven batteries at
Bethlehem, Pennsylvania, will continue to produce coke for Bethlehem's Sparrows
Point and Burns Harbor Divisions, and for trade customers. It currently
employs about 600.
BethForge, Inc., located in Bethlehem, Pennsylvania., manufactures and
fabricates forged steel products for the metalworking, electrical power
generating and nuclear industries from steel ingots produced at Pennsylvania
Steel Technologies, Inc. It currently employs about 500.
Also located in Bethlehem, Pennsylvania, CENTEC Roll Corporation produces
centrifugally cast rolls for the metal working industry and currently employs
about 135.
BethShip, Inc. operates a ship repair yard at Sparrows Point, Maryland,
which repairs and services ships and fabricates industrial products. It
currently employs about 700.
Dividends
On October 30, 1996, the Board of Directors declared dividends of $1.25 per
share on Bethlehem's $5.00 Cumulative Convertible Preferred Stock, $0.625 per
share on Bethlehem's $2.50 Cumulative Convertible Preferred Stock and $0.875
per share on Bethlehem's $3.50 Cumulative Convertible Preferred Stock, each
payable December 10, 1996, to holders of record on November 12, 1996. No
dividend was declared on Bethlehem's Common Stock.
Outlook
Bethlehem believes that the U.S. economy will continue on a course of
moderate and sustainable growth and low inflation. Demand from the major steel
consuming sectors continues to be relatively good. Currently, Bethlehem has a
good backlog of orders and is working to implement its previously announced
price increases in its short- term markets.
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<PAGE> 11
Competition remains intense in all of Bethlehem's markets, particularly as
certain existing capacity resumes operation and new capacity enters the
marketplace. Bethlehem is concerned about, and is monitoring closely, the
increase of unfairly traded imports in recent months. Bethlehem is continuing
to increase the utilization and efficiency of its production facilities and
pursuing cost reduction and working capital improvement throughout the
Corporation. Bethlehem is also investing in facilities that will grow its
business and will continue to divest businesses that do not achieve
satisfactory performance or fit with its strategy of concentration on steel and
rebuilding its financial strength.
- 10 -
<PAGE>
<PAGE> 12
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
Bethlehem, in the ordinary course of its business, is the subject of
various pending or threatened legal actions involving governmental agencies or
private interests.
On December 6, 1995, the Pennsylvania Department of Environmental
Protection issued a notice alleging violations by Bethlehem of the Pennsylvania
Air Pollution Control Act based on sulfur dioxide emissions exceeding plan
approval limits for new steelmaking facilities at Pennsylvania Steel
Technologies, Inc. The parties have negotiated a consent order which will
require Bethlehem to install additional control equipment by October 31, 1997,
to pay a civil penalty of $95,000, and to make additional civil penalty
payments of $5,400 for each month from July 1996 until the earlier of October
1997 or the start-up of a proposed sulfur dioxide scrubber.
The following previously reported proceeding had developments during the
third quarter of 1996:
On July 31, 1996, the Environmental Protection Agency issued an
Administrative Complaint alleging that Bethlehem violated the Comprehensive
Environmental Response, Compensation and Liability Act by failing to report
until January 31, 1995 releases in excess of the reportable quantity of sodium
nitrite at the Burns Harbor Division on each of twenty days in January 1995.
The Complaint sets forth a proposed civil penalty of $148,500. Bethlehem filed
an answer and request for hearing on August 19, 1996 and has requested a
settlement conference. If settlement discussions are unsuccessful, Bethlehem
believes it has meritorious defenses and will vigorously defend the action.
Bethlehem believes that any ultimate liability arising from these actions
should not have a material adverse effect on its consolidated financial
position at September 30, 1996.
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<PAGE> 13
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits.
The following is an index of the exhibits included in this Report on
Form 10-Q:
11. Statement Regarding Computation of Earnings Per Share.
27. Financial Data Schedule.
(b) Reports on Form 8-K.
No reports on Form 8-K were filed by Bethlehem during the quarter
ended September 30, 1996.
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<PAGE> 14
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
Bethlehem Steel Corporation has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
Bethlehem Steel Corporation
(Registrant)
by:
/s/ L. A. Arnett
-------------------------------
L. A. Arnett
Vice President and Controller
(principal accounting officer)
Date: October 30, 1996
<PAGE>
<PAGE> 15
EXHIBIT INDEX
The following is an index of the exhibits included in this Report:
Item
No. Exhibit
11 Statement Regarding Computation of Earnings
Per Share
27 Financial Data Schedule
<PAGE>
<PAGE> 15
EXHIBIT (11)
Bethlehem Steel Corporation
Statement Regarding Computation of Earnings Per Share
(dollars in millions and shares in thousands, except per share data)
<TABLE>
<CAPTION>
Three Months Nine Months
Ended September 30 Ended September 30
1996 1995 Primary Earnings Per Share 1996 1995
---- ---- -------------------------- ---- ----
<S> <C> <C> <C> <C>
$11.0 $34.4 Net Income $37.7 $147.2
Less Dividend Requirements:
(2.5) (2.5) $2.50 Preferred Dividend (7.5) (7.5)
(3.2) (3.1) $5.00 Preferred Dividend (9.4) (9.4)
(4.5) (4.5) $3.50 Preferred Dividend (13.5) (13.4)
(0.3) (0.5) 5% Preference Dividend (1.1) (1.6)
- -------- -------- ------- -------
(10.5) (10.6) Total Preferred and Preference Dividends (31.5) (31.9)
- -------- -------- ------- -------
$0.5 $23.8 Net Income Applicable to Common Stock $6.2 $115.3
======== ======== ======= =======
Average Shares of Common Stock and
Equivalents Outstanding:
111,477 110,454 Common Stock 111,135 110,200
- 9 Stock Options 2 18
- -------- -------- ------- -------
111,477 110,463 Total 111,137 110,218
- -------- -------- ------- -------
$0.00 $0.22 Primary Earnings Per Share $0.06 $1.05
======== ======== ======= =======
Fully Diluted Earnings Per Share
$11.0 $34.4 Net Income $37.7 $147.2
Less Dividend Requirements:
(2.5) (2.5) $2.50 Preferred Dividend (7.5) (7.5)
(3.2) (3.1) $5.00 Preferred Dividend (9.4) (9.4)
(4.5) (4.5) $3.50 Preferred Dividend (13.5) (13.4)
(0.3) - 5% Preference Dividend (1.1) -
- -------- -------- ------- -------
$0.6 $24.3 Net Income Applicable to Common Stock $6.2 $116.9
======== ======== ======= =======
Average Shares of Common Stock and Equivalents and
Other Potentially Dilutive Securities Outstanding:
111,477 110,454 Common Stock 111,135 110,200
- 9 Stock Options 2 19
* * $2.50 Preferred Stock * *
* * $5.00 Preferred Stock * *
* * $3.50 Preferred Stock * *
* 2,616 5% Preference Stock * 2,616
- -------- -------- ------- -------
111,477 113,079 Total 111,137 112,835
======== ======== ======= =======
$0.00 $0.21 Fully Diluted Earnings Per Share $0.06 $1.04
======== ======== ======= =======
* Antidilutive
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> SEP-30-1996
<CASH> 106
<SECURITIES> 0
<RECEIVABLES> 348
<ALLOWANCES> 20
<INVENTORY> 950
<CURRENT-ASSETS> 1393
<PP&E> 7147
<DEPRECIATION> 4477
<TOTAL-ASSETS> 5515
<CURRENT-LIABILITIES> 930
<BONDS> 500
0
14
<COMMON> 117
<OTHER-SE> 1126
<TOTAL-LIABILITY-AND-EQUITY> 5515
<SALES> 3530
<TOTAL-REVENUES> 3530
<CGS> 3146
<TOTAL-COSTS> 3448
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 41
<INCOME-PRETAX> 45
<INCOME-TAX> 8
<INCOME-CONTINUING> 37
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 6
<EPS-PRIMARY> .06
<EPS-DILUTED> .06
</TABLE>
