<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Under Section 13
or 15(d) of the
Securities Exchange Act of 1934
Commission File No. 001-12335
FOR THE QUARTER ENDED JUNE 30, 1998
BUTLER MANUFACTURING COMPANY
Incorporated in State of Delaware
BMA Tower - Penn Valley Park
Post Office Box 419917
Kansas City, Missouri 64141-0917
Phone: (816) 968-3000
I.R.S. Employer Identification Number: 44-0188420
Shares of common stock outstanding at
JUNE 30, 1998: 7,665,761
The name, address and fiscal year of the Registrant have not changed since the
last report.
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,
and (2) has been subject to such filing requirements for the past 90 days.
<PAGE> 2
INDEX
PART I. - FINANCIAL INFORMATION Page Number
ITEM 1. Financial Statements
(1) Consolidated Financial Statements (unaudited):
Consolidated Statements of Operations for the Three and
Six Month Periods Ended June 30, 1998 and 1997. 3
Consolidated Balance Sheets as of June 30, 1998 and
December 31, 1997. 4
Consolidated Statements of Cash Flows for the Six Month
Periods Ended June 30, 1998 and 1997. 5
(2) Notes to Consolidated Financial Statements 6
ITEM 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 7-8
PART II. - OTHER INFORMATION
ITEM 5. Other Matters 9
ITEM 6. Exhibits and Reports on Form 8-K 9
In addition to historical information included herein, this report
contains forward-looking statements and information that are based on
management's beliefs as well as on assumptions made by and
information currently available to management. These forward-looking
statements and information are within the meaning of the Private
Securities Litigation Reform Act of 1995. When used in this report,
the words "anticipate," "intend," "plan," "believe," "estimate,"
"project," and similar expressions are intended to identify
forward-looking statements. Such statements are not guarantees of
future performance and involve certain risks, uncertainties and
assumptions which could cause the company's future results and
stockholder values to differ materially from those expressed in such
forward-looking statements.
For additional comments, refer to the July 16, 1998 letter to
shareholders, which is attached as exhibit 19.
Page 2
<PAGE> 3
BUTLER MANUFACTURING COMPANY AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
For the three and six month periods ended June 30, 1998 and 1997
(unaudited)
($000's omitted except for per share data)
<TABLE>
<CAPTION>
Three months ended Six months ended
June 30, June 30,
------------------------------- -----------------------------
1998 1997 1998 1997
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Net Sales $ 238,517 $ 241,078 $ 432,301 $ 429,180
Cost of sales 197,455 199,752 359,312 355,777
----------- ----------- ----------- -----------
Gross profit 41,062 41,326 72,989 73,403
Selling, general and administrative expenses 31,326 30,226 59,604 57,653
----------- ----------- ----------- -----------
Operating income 9,736 11,100 13,385 15,750
Other income, net 181 363 651 229
Gain on sale of Grain Systems --- 22,000 --- 22,000
----------- ----------- ----------- -----------
Earnings before interest and taxes 9,917 33,463 14,036 37,979
Interest expense 1,483 1,631 2,868 2,910
----------- ----------- ----------- -----------
Pretax earnings 8,434 31,832 11,168 35,069
Income tax expense 3,516 12,840 5,091 14,181
----------- ----------- ----------- -----------
Net earnings $ 4,918 $ 18,992 $ 6,077 $ 20,888
=========== =========== =========== ===========
Basic earnings per common share $ 0.64 $ 2.49 $ 0.79 $ 2.75
=========== =========== =========== ===========
Diluted earnings per common share $ 0.64 $ 2.46 $ 0.79 $ 2.71
=========== =========== =========== ===========
Basic weighted average number of shares 7,663,184 7,627,463 7,658,208 7,601,030
Diluted weighted average number of shares 7,735,523 7,716,113 7,728,047 7,693,786
</TABLE>
Net earnings from operations, which excludes the gain on the sale of the Grain
Systems division, were $5,693 or $.74 per share, and $7,589 or $.99 per share,
for the three months ended and six months ended June 30, 1997, respectively.
See Accompanying Notes to Consolidated Financial Statements.
Page 3
<PAGE> 4
BUTLER MANUFACTURING COMPANY AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
June 30, 1998 and December 31, 1997
(unaudited)
($000's omitted)
<TABLE>
<CAPTION>
1998 1997
---------- ----------
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 25,309 $ 5,515
Receivables, net 118,680 106,882
Inventories:
Raw materials 38,036 59,937
Work in process 9,273 7,859
Finished goods 50,648 21,317
Lifo reserve (11,877) (10,822)
--------- ---------
Total inventory 86,080 78,291
Real estate developments in progress 17,997 22,401
Deferred tax assets 7,811 7,812
Other current assets 11,982 12,422
--------- ---------
Total current assets 267,859 233,323
Investments and other assets 38,921 35,887
Assets held for sale 9,423 9,423
Property, plant and equipment, at cost 245,422 239,747
Less accumulated depreciation (147,770) (143,408)
--------- ---------
Net property, plant and equipment 97,652 96,339
--------- ---------
$ 413,855 $ 374,972
========= =========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Notes payable $ 1,114 $ 21,280
Current maturities of long-term debt 5,763 5,862
Accounts payable 94,239 72,266
Dividends payable 1,073 1,069
Accrued liabilities 53,718 55,846
Taxes on income 9,205 8,181
--------- ---------
Total current liabilities 165,112 164,504
Deferred tax liabilities 3,561 3,561
Other noncurrent liabilities 15,460 16,423
Long-term debt, less current maturities 68,301 33,918
Shareholders' equity:
Common stock, no par value, authorized
20,000,000 shares, issued 9,088,200 shares,
at stated value 12,623 12,623
Cumulative foreign currency translation adjustment (434) 26
Retained earnings 180,066 175,373
--------- ---------
192,255 188,022
Less cost of common stock in treasury, 1,422,439
shares in 1998 and 1,451,205 shares in 1997 30,834 31,456
--------- ---------
Total shareholders' equity 161,421 156,566
--------- ---------
$ 413,855 $ 374,972
========= =========
</TABLE>
See Accompanying Notes to Consolidated Financial Statements.
Page 4
<PAGE> 5
BUTLER MANUFACTURING COMPANY AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the six month periods ended June 30, 1998 and 1997
(unaudited)
($000's omitted)
<TABLE>
<CAPTION>
1998 1997
---------- ----------
<S> <C> <C>
Cash flows from operating activities:
Net earnings $ 6,077 $ 20,888
Adjustments to reconcile net earnings to net
cash used in operating activities:
Depreciation and amortization 7,346 5,965
Gain on sale of Grain Systems -- (13,299)
Equity earnings on joint ventures (156) (87)
Change in asset and liabilities, net of businesses
acquired and sold:
Receivables (11,798) (16,092)
Inventories (7,789) (18,721)
Real estate developments in progress 4,404 6,438
Other current assets 441 (5,093)
Current liabilities excluding short-term debt 20,869 1,572
---------- ----------
Net cash provided (used) in operating activities 19,394 (18,429)
Cash flows from investing activities:
Capital expenditures (7,744) (13,191)
Sale of Grain Systems -- 33,748
Acquisition of new businesses -- (7,697)
Other, net (3,793) (191)
---------- ----------
Net cash provided (used) by investing activities (11,537) 12,669
Cash flows from financing activities;
Payment of dividends (2,141) (1,817)
Proceeds from issuance of long-term debt 35,000 --
Repayment of long-term debt (620) (442)
Net change in short-term debt (20,265) 4,238
Sale and issuance of treasury stock 622 561
Purchase of treasury stock -- --
Other, net (199) 1,804
---------- ----------
Net cash provided by financing activities 12,397 4,344
Effect of exchange rate changes on cash (460) (582)
---------- ----------
Net increase (decrease) in cash and cash equivalents 19,794 (1,998)
Cash and cash equivalents at beginning of year 5,515 2,013
---------- ----------
Cash and cash equivalents at June 30 $ 25,309 $ 15
========== ==========
</TABLE>
SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES:
The company purchased all of the capital stock of Modu-Line, Inc. on June 11,
1997 for 191,777 shares of the company's common stock issued from the treasury,
plus deferred cash payments and closing costs totaling $.5 million. The company
also retired Modu-Line's existing bank debt of $4.5 million. In conjunction with
the acquisition, the value of treasury stock issued is shown below.
Fair value of assets acquired $11,982
Cash paid 4,982
-------
Treasury stock issued for purchase of capital stock $ 7,000
========
See Accompanying Notes to Consolidated Financial Statements.
Page 5
<PAGE> 6
BUTLER MANUFACTURING COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - BASIS OF PRESENTATION
The accompanying unaudited consolidated condensed financial statements have been
prepared in accordance with the accompanying policies described in the
consolidated financial statements and related notes included in Butler
Manufacturing Company's 1997 Form 10-K. It is suggested that those consolidated
statements be read in conjunction with this report. The year-end financial
statements presented were derived from the company's audited financial
statements. In the opinion of management, the accompanying consolidated
financial statements reflect all adjustments necessary for a fair presentation
of the financial position of Butler Manufacturing Company and the results of its
operations.
NOTE 2 - NEW ACCOUNTING PRONOUNCEMENT
Derivative Instruments and Hedging Activities
In June, 1998 the Financial Accounting Standards Board issued Statement No. 133,
"Accounting for Derivative Instruments and Hedging Activities." This new
statement replaces existing pronouncements and practices with an integrated
accounting and reporting standard for derivatives and hedging activities. It
requires that every derivative instrument be recorded in the balance sheet as
either an asset or liability at its fair value, and changes in a derivative's
fair value be recognized in current earnings or other comprehensive income. The
company is required to adopt Statement No. 133 starting January 1, 2000. The
company does not expect adoption of this standard to have a material impact on
the company's financial statements.
Comprehensive Income
In June, 1997 the Financial Accounting Standards Board issued FASB Statement No.
130, "Reporting of Comprehensive Income" which requires reporting and display of
comprehensive income and its components in a full set of financial statements.
The company has adopted this statement as of January 1, 1998 as required.
"Foreign Currency Translation Adjustment Total" is the company's only
comprehensive income item as defined by the statement. Comprehensive income,
including after tax adjustments for foreign currency translation losses, was
$4.8 million and $18.8 million, for the quarters ending June 30, 1998 and 1997,
respectively, and $5.8 million and $20.6 million for the six month periods
ending June 30, 1998 and June 30, 1997, respectively.
NOTE 3 - ACQUISITION AND DISPOSITION OF BUSINESS
On June 11, 1997 the company announced the acquisition of Modu-Line Windows,
Inc. for 191,777 shares of Butler stock having a market value of approximately
$7 million, plus deferred cash payments and closing costs totaling $.5 million.
The company also retired Modu-Line's existing bank debt of approximately $4.5
million. The fair value of assets acquired of $12 million consists primarily of
receivables, inventory, and equipment valued at $6.2 million with the remaining
amount allocated to goodwill which will be amortized over 40 years.
On June 23, 1997 the company sold the business and substantially all of the
assets and liabilities used in the business of the Grain Systems division, an
unincorporated division of the company, to CTB, Inc., a privately owned company
in Indiana. The business was sold for approximately $34 million in cash. The
sale of the Grain Systems division generated an after-tax gain of $13.3 million,
or $1.72 per share. Net cash proceeds to the company were approximately $23
million.
Page 6
<PAGE> 7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES
Cash and cash equivalents increased $19.8 million in the first six months of
1998, primarily due to the $35 million private placement of senior notes secured
at the end of the first quarter and used to pay down the company's short-term
line of credit and fund working capital requirements. For the six months ended
June 30, 1998 domestic short term borrowings averaged $20 million for 118 days
compared to $29 million for 181 days in 1997.
In June, 1998 the company amended its existing bank credit agreement to extend
its expiration date to June, 2001 and to reduce the credit available to $40
million from $50 million. As of June 30, 1998 $1.8 million of the domestic
credit line was utilized to provide a bank letter of credit to secure insurance
obligations. The company also maintains a separate line of credit of
approximately $2.5 million for its United Kingdom subsidiary. Management
believes the company's operating cash flow, along with bank credit lines, is
sufficient to meet future liquidity requirements.
Capital expenditures were $7.7 million for the first six months of 1998 compared
to $13.1 million a year ago. Total capital expenditures are projected to be
approximately $18 million in 1998 compared to actual expenditures of $30 million
in 1997. Capital expenditures were greater a year ago due to costs incurred to
increase capacity in the domestic and international metal buildings businesses,
as well as the Architectural Products segment.
On June 16, 1998 the Board of Directors declared a regular dividend of $.14 per
share of company common stock payable on July 10, 1998 to shareholders of
record on June 26, 1998.
RESULTS OF OPERATIONS
Net sales of $239 million for the quarter ended June 30, 1998 were comparable to
the same quarter a year ago. Increased revenue in the company's Architectural
Products segment and the domestic buildings business offset the loss of revenue
from the Grain Systems division which was sold in June, 1997. For the six months
ended June 30, 1998 net sales were $432 million compared with $429 million in
1997 including $19 million of sales from the Grain Systems division.
The second quarter 1998 consolidated gross profit of $41.1 million was also
comparable to the $41.3 million recorded a year ago. For the six months ended
June 30, 1998 consolidated gross profit was $73 million compared to $73.4
million in 1997. Gross profit increases in the Building Systems, Construction
Services and Architectural Products segments, approximated the loss of gross
profit dollars due to the sale of the Grain Systems division.
The Building Systems segment's earnings increased on modestly higher sales due
to a 16% increase in the domestic metal buildings division's earnings during the
first six months of the year. Good results from the domestic metal buildings
business more than offset losses incurred by the company's Brazilian building
systems business which incurred significant operating losses during the period
due to operational difficulties.
Net earnings from operations for the quarter ended June 30, 1998 were $4.9
million or $.64 per common share compared to $19 million or $2.46 per common
share in 1997, including $13.3 million, or $1.72 per common share, from the
sale of our Grain Systems division. The net earnings from operations for the
six months ended June 30, 1998 were $6.1 million or $.79 per common share
compared to net operating income of $7.6 million or $.99 per common share last
year, including $1.7 million of earnings from the Grain Systems business.
Total backlog of $341 million on June 30, 1998 was up 13% from a year ago.
Product backlog was 17% higher, and construction services backlog was 6% lower.
Page 7
<PAGE> 8
YEAR 2000 UPDATE
Many computer systems used by companies, governments and individuals around the
world use only the last two digits to refer to a year. Therefore, these
computer programs may not properly recognize a year that begins with "20"
instead of the familiar "19". If not corrected, many computer applications
could fail or create erroneous results. This has come to be known as the "Year
2000 problem."
The company believes it has identified, or has processes in place to identify,
and will be able to address all of its critical Information Technology, Other
Technology, and Business Issues ("Business") Year 2000 problems in a timely
manner. Costs incurred and expected to be incurred in remediation of the
company's Year 2000 problems have not been, nor are they expected to be
material.
In 1997, the company reviewed its principal business, manufacturing, and
engineering computer systems and applications to determine the impact of the
Year 2000 problem on these systems, and to establish a plan to address critical
issues ("Compliance Plan"). In 1998, the company engaged a consultant to assess
the company's Compliance Plan and its progress toward effecting the Plan in a
timely manner. The consultant looked at three areas: Information Technology
("IT"), such as the company's business, manufacturing and engineering systems;
Other Technology ("Non-IT") such as telecommunications and manufacturing
equipment which contained embedded micro-controllers; and Business Issues
related to service providers, vendors and customers. The consultant advised the
company that nothing was identified that in and of itself would indicate that
the company would not be successful with its Year 2000 compliance efforts.
The company's Compliance Plan identifies important IT and Non-IT risk areas and
assigns a priority to each. It also calls for the company to determine whether
its significant service suppliers, vendors and customers are Year 2000 compliant
and if there would be a material effect on the company's business, results of
operations, or financial condition if these parties do not timely become Year
2000 Compliant. It also requires for the company to consider its potential
liability to third parties if it is not Year 2000 compliant. These
determinations and assessments are underway. Finally, the Compliance Plan
requires the company to identify its most reasonably likely worst case Year 2000
problem scenarios and to develop a contingency plan to handle them. These
scenarios have yet to be identified or contingency plans, if needed, created.
RECENT ACCOUNTING STANDARD
In June, 1998 the Financial Accounting Standards Board issued Statement No. 133,
Accounting for Derivative Instruments and Hedging Activities with adoption
required starting in January 1, 2000. The statement replaces existing
pronouncements and requires that every derivative instrument be recorded in the
balance sheet as either an asset or liability at its fair value, and changes in
a derivative's fair value be recognized in current earnings or other
comprehensive income. The company does not expect adoption of this standard to
be material.
MANAGEMENT AND BOARD OF DIRECTORS TRANSITION
In June, 1998 the beginning of a transition within the senior management group
of the company was announced with the election of John J. Holland as Executive
Vice President of the company. He was previously Vice President - Finance of
the company, and will be named Chief Executive Officer in 1999, succeeding
Robert H. West, the current Chairman and Chief Executive Officer, who announced
his decision to retire from the company and its Board of Directors in mid-1999.
It was also announced that Larry C. Miller has been elected Vice President -
Finance, succeeding John J. Holland as Chief Financial Officer.
Also, in June it was announced that Robert E. Cook resigned as a member of the
Board of Directors of the company due to expanded international management
responsibilities at his company. He had been a member of the company's Board of
Directors since 1987. Commensurate with his resignation the Board of Directors
reduced the number of Directors from ten to nine.
Page 8
<PAGE> 9
PART II. - OTHER INFORMATION
Item 5. Other Matters
Stockholders who intend to present proposals for inclusion in the
company's proxy statement for the next annual meeting of stockholders
on April 20, 1999 must forward them to the company at BMA Tower (P.O.
Box 419917), Penn Valley Park, Kansas City, Missouri 64141-0917,
ATTENTION: Secretary, so that they are received not later than
February 11, 1999. In addition, proxies appointed by the Board may
confer discretionary authority to vote on matters which are not
included in the proxy statement but which are raised at the annual
meetings by stockholders, unless the company is provided notice of the
matter on or before January 22, 1999.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
(19) July 16, 1998 letter to shareholders
(27) Financial Data Schedule
(b) Reports on Form 8-K
The company has not filed any reports on Form 8-K during the quarter
ended June 30, 1998.
Page 9
<PAGE> 10
SIGNATURES
Pursuant to the requirement 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.
BUTLER MANUFACTURING COMPANY
August 11, 1998 /s/ Larry C. Miller
- ----------------------- ----------------------------------
Date Larry C. Miller
Vice President - Finance Treasurer
and Chief Financial Officer
August 11, 1998 /s/ Richard O. Ballentine
- ----------------------- ----------------------------------
Date Richard O. Ballentine
Vice President, General Counsel
and Secretary
Page 10
<PAGE> 11
EXHIBIT 99
EXHIBIT INDEX
Exhibit
Number Description
- ------- ------------------------------------------
19 July 16, 1998 Letter to Shareholders
27 Financial Data Schedule
<PAGE> 1
Exhibit 19
Butler
Manufacturing
Company
SECOND
QUARTER
REPORT 1998
Six Months Ended
June 30, 1998
BMA TOWER PENN VALLEY PARK KANSAS CITY, MO 64108
To Our Shareholders:
Butler's second quarter sales of $239 million were almost equal to the second
quarter a year ago. Net income of $4.9 million, or $.64 per share, compares with
net operating earnings of $5.7 million, or $.74 per share, last year. Second
quarter 1997 operating results included sales of about $13 million and net
earnings of $1.3 million from the Grain Systems division which was sold in June
1997. Considering Butler's continuing operations on a comparable basis, second
quarter 1998 sales were up about 5% and net earnings were 11% higher than a year
ago.
For the first six months of this year, sales were $432 million, compared with
$429 million in 1997, including $19 million of sales from the Grain Systems
division. Net earnings of $6.1 million compare to net operating income of $7.6
million last year, including $1.7 million of earnings from the Grain Systems
business. For the first half of 1998, our continuing businesses had a 5%
increase in sales and a 3% improvement in net income.
In our Building Systems group, the U.S. metal building systems division had a
good first six months, with a 16% increase in earnings on modestly higher sales
compared to a year ago. Our building systems businesses in Europe and in China
are progressing satisfactorily, with operating losses lower than last year. The
market in the United Kingdom, however, is weakening because of pressures
resulting from the high valuation of the pound in relation to other currencies.
We still expect Europe to make substantial progress in reducing the loss
experienced in 1997. Butler's subsidiary in Brazil continued to suffer
operational difficulties, despite good market acceptance of its building
products. Losses in Brazil are up significantly through June compared to a
year ago. We are taking aggressive actions to contain the near term losses and
to address the longer term challenges and opportunities we face in Brazil.
Improvements in all areas of operational execution in the Lester wood frame
buildings division enabled it to achieve substantially better results for the
second quarter and the first six months of this year, despite year-to-date
sales slightly lower than in 1997. Butler's new Innovative Building Technology
division, specializing in panelized product applications, is finding
encouraging market acceptance and recorded a start-up loss of about $.04 per
share during the first six months of this year.
The Vistawall architectural products group achieved a very strong 25% increase
in sales in the first half of 1998, aided by acquisitions made in 1997, good
construction activity in the commercial and institutional market segments, and
effective sales, marketing and service performance throughout the division.
Group earnings were also higher, although price competition within the industry
is more intense than market conditions might suggest.
Butler Construction had six months earnings substantially better than last year,
despite 7% lower contract billings. More effective project execution has been an
important part of their better results.
<PAGE> 2
In recent weeks we have announced the beginning of a transition within the
senior management group at Butler. I have communicated my intention to take
early retirement in mid-1999. In anticipation of that, John Holland has been
elected Executive Vice President and will succeed me as Chief Executive
Officer. John has had a distinguished eighteen year career at Butler, most
recently serving as Chief Financial Officer. Larry Miller, our Treasurer, has
been selected to replace John as CFO. All of these moves, and others to
follow, are planned to put in place an experienced, new, senior executive
team to lead Butler for the next several years.
In June we accepted with regret the resignation of Robert E. Cook from our
Board of Directors. Bob joined the Butler board in 1987 and made many
important contributions throughout his service. His expanded international
management responsibilities at his own company precluded his having the time
available to continue on our board.
The outlook for the construction market is currently somewhat mixed. A recent
Dun & Bradstreet survey of 200 construction executives concluded that "while
the construction market remains quite strong, a mild deceleration in growth
rates may now be taking shape." While there are several reasons to be
cautious, our prospect, proposal, and order activity remains quite strong.
Total backlog of $341 million on June 30 was up 13% from a year ago. Product
backlog was 17% higher, and construction backlog was 6% lower.
Cordially yours,
/s/Robert H. West
Robert H. West
Chairman and Chief Executive Officer
July 16, 1998
Butler Manufacturing Company
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM BUTLER
MANUFACTURING COMPANY CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE QUARTER
ENDED JUNE 30, 1998, AND CONSOLIDATED BALANCE SHEET AS OF JUNE 30, 1998, AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000015840
<NAME> BUTLER MANUFACTURING COMPANY
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> JUN-30-1998
<CASH> 25,309
<SECURITIES> 0
<RECEIVABLES> 118,680
<ALLOWANCES> 0
<INVENTORY> 86,080
<CURRENT-ASSETS> 267,859
<PP&E> 245,422
<DEPRECIATION> 147,770
<TOTAL-ASSETS> 413,855
<CURRENT-LIABILITIES> 165,112
<BONDS> 68,301<F1>
0
0
<COMMON> 12,623
<OTHER-SE> 180,066<F2>
<TOTAL-LIABILITY-AND-EQUITY> 413,855
<SALES> 432,301
<TOTAL-REVENUES> 432,952<F3>
<CGS> 359,312
<TOTAL-COSTS> 359,312
<OTHER-EXPENSES> 59,604<F4>
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,868
<INCOME-PRETAX> 11,168
<INCOME-TAX> 5,091
<INCOME-CONTINUING> 6,077
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 6,077
<EPS-PRIMARY> .79
<EPS-DILUTED> .79
<FN>
<F1>Reflects long-term debt, less current maturities
<F2>Reflects other stockholders' equity before deduction of $30.8 million cost
of treasury stock
<F3>Reflects net sales plus net international joint venture income less net
other expense
<F4>Consists of selling, general and administrative expense
</FN>
</TABLE>
