<PAGE> 1
================================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
<TABLE>
<S> <C>
For the Quarterly Period Ended Commission File Number
January 29, 1995 1-3822
</TABLE>
[CAMPBELL SOUP COMPANY LOGO]
<TABLE>
<S> <C>
NEW JERSEY 21-0419870
State of Incorporation I.R.S. Employer Identification No.
</TABLE>
CAMPBELL PLACE
CAMDEN, NEW JERSEY 08103-1799
Principal Executive Offices
TELEPHONE NUMBER: (609) 342-4800
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 .
------- ------
THERE WERE 249,146,271 SHARES OF CAPITAL STOCK OUTSTANDING AS OF MARCH 1,
1995.
THIS FORM 10-Q CONSISTS OF A TOTAL OF 15 PAGES, INCLUDING EXHIBITS. AN
INDEX TO EXHIBITS IS ON PAGE 14.
================================================================================
<PAGE> 2
PART I. FINANCIAL INFORMATION
CAMPBELL SOUP COMPANY CONSOLIDATED
STATEMENTS OF EARNINGS
(unaudited)
(million dollars except per share amounts)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
---------------------- ----------------------
JANUARY January JANUARY January
29, 1995 30, 1994 29, 1995 30, 1994
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Net sales $2,040 $1,894 $3,904 $3,657
----------------------------------------------------------------------------------------------------------------------
Costs and expenses
Cost of products sold 1,176 1,104 2,264 2,162
Marketing and selling expenses 387 350 724 670
Administrative expenses 83 79 160 152
Research and development expenses 22 18 42 36
Other expense 10 13 28 27
----------------------------------------------------------------------------------------------------------------------
Total costs and expenses 1,678 1,564 3,218 3,047
----------------------------------------------------------------------------------------------------------------------
Earnings before interest and taxes 362 330 686 610
Interest, net 14 14 40 32
----------------------------------------------------------------------------------------------------------------------
Earnings before taxes 348 316 646 578
Taxes on earnings 117 113 218 209
----------------------------------------------------------------------------------------------------------------------
Net earnings $ 231 $ 203 $ 428 $ 369
======================================================================================================================
Per share
Net earning $ .93 $ .81 $ 1.72 $ 1.47
======================================================================================================================
Dividends $ .31 $ .28 $ .59 $ .53
======================================================================================================================
Weighted average shares outstanding 249 251 249 251
======================================================================================================================
</TABLE>
See Notes To Financial Statements
-2-
<PAGE> 3
CAMPBELL SOUP COMPANY CONSOLIDATED
BALANCE SHEETS
(unaudited)
(million dollars)
<TABLE>
<CAPTION>
JANUARY July
29, 1995 31, 1994
-------- --------
<S> <C> <C>
Current assets
Cash and cash equivalents $ 89 $ 94
Other temporary investments, at cost
which approximates market 25 2
Accounts receivable 788 578
Inventories 751 786
Prepaid expenses 157 141
----------------------------------------------------------------------------------------------------------
Total current assets 1,810 1,601
----------------------------------------------------------------------------------------------------------
Plant assets, net of depreciation 2,479 2,401
Intangible assets, net of amortization 721 582
Other assets 399 408
----------------------------------------------------------------------------------------------------------
Total assets $5,409 $4,992
==========================================================================================================
Current liabilities
Notes payable $ 432 $ 434
Payable to suppliers and others 441 473
Accrued liabilities 607 570
Dividend payable 78 71
Accrued income taxes 152 117
----------------------------------------------------------------------------------------------------------
Total current liabilities 1,710 1,665
----------------------------------------------------------------------------------------------------------
Long-term debt 563 560
Nonpension postretirement benefits 421 402
Other liabilities, including deferred
income taxes of $225 and $211 399 376
----------------------------------------------------------------------------------------------------------
Total liabilities 3,093 3,003
----------------------------------------------------------------------------------------------------------
Shareowners' equity
Preferred stock; authorized 40 shares;
none issued - -
Capital stock, $.075 par value; authorized
280 shares; issued 271 shares 20 20
Capital surplus 161 155
Earnings retained in the business 2,640 2,359
Capital stock in treasury, at cost (544) (559)
Cumulative translation adjustments 39 14
----------------------------------------------------------------------------------------------------------
Total shareowners' equity 2,316 1,989
----------------------------------------------------------------------------------------------------------
Total liabilities and shareowners' equity $5,409 $4,992
==========================================================================================================
</TABLE>
See Notes to Financial Statements
-3-
<PAGE> 4
CAMPBELL SOUP COMPANY CONSOLIDATED
STATEMENTS OF CASH FLOWS
(unaudited)
(million dollars)
<TABLE>
<CAPTION>
Six Months Ended
-------------------------
JANUARY January
29, 1995 30, 1994
-------- --------
<S> <C> <C>
Cash flows from operating activities:
Net earnings $428 $369
Non-cash charges:
Depreciation and amortization 143 125
Deferred taxes 4 4
Other 41 29
Net change in accounts receivable (194) (114)
Net change in inventories 58 15
Net change in other current assets and liabilities (5) (93)
---------------------------------------------------------------------------------------------------------
Net cash provided by operating activities 475 335
---------------------------------------------------------------------------------------------------------
Cash flows from investing activities:
Purchases of plant assets (137) (176)
Sales of plant assets 16 15
Businesses acquired (194) (8)
Sales of businesses 5 15
Net change in other assets 5 14
Net change in other temporary investments (23) (8)
---------------------------------------------------------------------------------------------------------
Net cash used in investing activities (328) (148)
---------------------------------------------------------------------------------------------------------
Cash flows from financing activities:
Issuance of long-term debt 3 100
Reductions in long-term debt (17) (101)
Net change in borrowings with less than three-month
maturities (70) (4)
Other short-term borrowings 63 (25)
Dividends paid (140) (126)
Treasury stock purchased - (41)
Treasury stock issued 15 8
---------------------------------------------------------------------------------------------------------
Net cash used in financing activities (146) (189)
---------------------------------------------------------------------------------------------------------
Effect of exchange rate changes on cash (6) -
---------------------------------------------------------------------------------------------------------
Net change in cash and cash equivalents (5) (2)
Cash and cash equivalents - beginning of period 94 63
---------------------------------------------------------------------------------------------------------
Cash and cash equivalents - end of period $ 89 $ 61
=========================================================================================================
</TABLE>
See Notes to Financial Statements
-4-
<PAGE> 5
CAMPBELL SOUP COMPANY CONSOLIDATED
STATEMENTS OF CHANGES IN SHAREOWNERS' EQUITY
(unaudited)
(million dollars)
<TABLE>
<CAPTION>
Capital
Earnings Retained Stock Cumulative Total
Preferred Capital Capital in the in Translation Shareowners'
Stock Stock Surplus Business Treasury Adjustments Equity
--------- ------- ------- ----------------- -------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance at August 1, 1993 $ - $20 $149 $2,002 $(428) $(39) $1,704
Net earnings 369 369
Cash dividends ($.53 per share) (133) (133)
Treasury stock purchased (41) (41)
Treasury stock issued under Management
incentive and Stock option plans 6 6 12
Translation adjustments 15 15
-------------------------------------------------------------------------------------------------------------------------------
Balance at January 30, 1994 $ - $20 $155 $2,238 $(463) $(24) $1,926
===============================================================================================================================
BALANCE AT JULY 31, 1994 $ - $20 $155 $2,359 $(559) $ 14 $1,989
NET EARNINGS 428 428
CASH DIVIDENDS ($.59 PER SHARE) (147) (147)
TREASURY STOCK PURCHASED (1) (1)
TREASURY STOCK ISSUED UNDER MANAGEMENT
INCENTIVE AND STOCK OPTION PLANS 6 16 22
TRANSLATION ADJUSTMENTS 25 25
------------------------------------------------------------------------------------------------------------------------------
BALANCE AT JANUARY 29, 1995 $ - $20 $161 $2,640 $(544) $ 39 $2,316
==============================================================================================================================
</TABLE>
Changes in Number of Shares (unaudited)
(thousands of shares)
<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------------------------------------
Issued Outstanding In Treasury
------ ----------- ------------
<S> <C> <C> <C>
Balance at August 1, 1993 271,245 251,706 19,539
Treasury stock purchased (1,139) 1,139
Treasury stock issued under Management incentive and Stock option plans 284 (284)
--------------------------------------------------------------------------------------------------------------------------------
Balance at January 30, 1994 271,245 250,851 20,394
================================================================================================================================
BALANCE AT JULY 31, 1994 271,245 248,319 22,926
TREASURY STOCK PURCHASED (12) 12
TREASURY STOCK ISSUED UNDER SANAGEMENT INCENTIVE AND STOCK OPTION PLANS 596 (596)
--------------------------------------------------------------------------------------------------------------------------------
BALANCE AT JANUARY 29, 1995 271,245 248,903 22,342
================================================================================================================================
</TABLE>
See Notes to Financial Statements
-5-
<PAGE> 6
CAMPBELL SOUP COMPANY CONSOLIDATED
NOTES TO FINANCIAL STATEMENTS
(unaudited)
(millions)
(a) The financial statements reflect all adjustments which are, in the opinion
of management, necessary for a fair presentation of the results for the
indicated periods. All such adjustments are of a normal recurring nature.
(b) Net earnings per share are based on the weighted average shares
outstanding during the applicable periods. The potential dilution from
the exercise of stock options is not material.
(c) Inventories
<TABLE>
<CAPTION>
JANUARY July
29, 1995 31, 1994
-------- --------
<S> <C> <C>
Raw materials, containers and supplies $326 $368
Finished products 496 483
---------------------------------------------------------------------------------------------------
822 851
Less - Adjustment of certain inventories
to LIFO basis 71 65
---------------------------------------------------------------------------------------------------
$751 $786
===================================================================================================
</TABLE>
(d) Divestiture and Restructuring Program
On January 28, 1993, the company's Board of Directors approved a
divestiture and restructuring program which specifically identified six
manufacturing plants to be closed and fourteen businesses to be sold. At
the time of the Board's approval, charges of $353 ($300 after tax or $1.19
per share) were recorded for the estimated loss on disposition of plant
assets, cost of closing each plant and loss on each business divestiture.
During the first half of 1995, two businesses were sold. During the
second quarter, the Board of Directors approved the sale of two additional
businesses not included in the original Board authorization. Based on
current estimates, existing reserves are adequate to cover the cost of
disposing of these businesses because one business included in the
original program will not be sold. A summary of the original reserves and
charges through January 29, 1995 follows:
<TABLE>
<CAPTION>
Original Balance BALANCE
Reserves Charges 7/31/94 Charges 1/29/95
--------- ------- ------- ------- --------
<S> <C> <C> <C> <C> <C>
Loss on disposal of assets $275 $(145) $130 $(6) $124
Severance and benefits 52 (28) 24 (16) 8
Other 26 (10) 16 (1) 15
-------------------------------------------------------------------------------------------------------------
Total $353 $(183) $170 $(23) $147
=============================================================================================================
Current $153 $170 $147
Non-current 200 - -
-------------------------------------------------------------------------------------------------------------
Total $353 $170 $147
=============================================================================================================
</TABLE>
-6-
<PAGE> 7
MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS
AND FINANCIAL CONDITION
CAMPBELL SOUP COMPANY
RESULTS OF OPERATIONS
OVERVIEW
Campbell achieved record sales and earnings for the second quarter and first
six months ended January 29. Quarterly sales surpassed $2.0 billion for the
first time in the company's history resulting in record setting sales and
earnings.
Net sales for the quarter were $2.04 billion, up 8% from the comparable period
last year. Earnings per share increased 15% to a quarterly record of 93 cents,
up from 81 cents in the second quarter last year. Net earnings rose 14% to
$231 million from $203 million a year ago. All divisions worldwide turned in
record sales and earnings.
Sales for the six months increased 7% to $3.90 billion, versus $3.66 billion
for the comparable period last year. Earnings per share for the six months
increased 17% to $1.72, and net earnings increased 16% to $428 million.
RESULTS BY DIVISION
SECOND QUARTER
U.S.A. - U.S. sales for the quarter were $1.22 billion versus $1.16 billion
last year. Operating earnings climbed 9% to $272 million.
Soup volume was down one-half of one percent due to unseasonably warm weather
and expansion of the program of "Continuous Product Replenishment" which
smooths the flow of our products to customers. The "Healthy Request" line
continued strong growth and the new condensed Chicken with White and Wild Rice
and new varieties of "Home Cookin' " soups received good consumer acceptance.
Strong volume gains were recorded by a number of products including "Swanson"
traditional frozen dinners, canned poultry and broth; "Great Starts"
breakfasts; "Prego" spaghetti sauce; and "V8" juice. "Vlasic" pickles have
been rejuvenated by the new "Stackers" line that has driven outstanding volume
growth. Food Service products also achieved substantial volume gains, enhanced
by the acquisition of Fresh Start Bakeries, a manufacturer of rolls and muffins
for the fast food trade.
BAKERY & CONFECTIONERY - This division consists of "Pepperidge Farm" in the
U.S., "Delacre" in Europe, "Arnott's" in Australasia, "Godiva" worldwide and
the "Lamy Lutti" confectionery business in Europe.
-7-
<PAGE> 8
Bakery and Confectionery sales increased 9% to $448 million from $410 million
in the second quarter of last year. Operating earnings increased 10% to $63
million.
Pepperidge Farm distinctive cookie volume rose due to new varieties.
Pepperidge Farm's "Goldfish" crackers surged, as did its frozen cakes and
garlic bread. At Delacre, new varieties of "Biscuits Maison" also enjoyed
strong consumer acceptance.
Godiva Chocolatier had an excellent holiday season with double digit sales
growth in the U.S., Europe and Japan.
INTERNATIONAL GROCERY - International Grocery consists of soup, grocery and
frozen businesses in Canada, Mexico, Europe and Australasia. This division
reported sales of $386 million in the second quarter, a 14% increase over last
year. Operating earnings rose 13% to $40 million. The devaluation of the
Mexican peso reduced earnings by one million dollars.
Soup volume outside the United States grew 6% during the quarter, and 12% for
the first half of fiscal 1995 with strong gains in Canada, Mexico, Asia and
exports from the United Kingdom.
Sales also benefited from the recent acquisition of Stratford-Upon-Avon, a food
service business in the United Kingdom, and from the booming beef business in
Argentina.
SIX MONTHS
U.S.A. - U.S. sales for the six months were $2.34 billion versus $2.23 billion
last year. Operating earnings increased 13% to $531 million.
U.S. soup shipments were down 1% due to unseasonably warm weather and expansion
of "Continuous Product Replenishment". The "Healthy Request" line continued
strong growth.
Other strong sales performances came from "Vlasic" pickles; "Swanson"
traditional frozen dinners, canned poultry and broth; "Great Starts"
breakfasts; "Prego" spaghetti sauce; "V8" juice and U.S. Food Service.
BAKERY AND CONFECTIONERY - Bakery and Confectionery sales grew 8% to $865
million from $802 million in the first six months of last year. Operating
earnings improved 12% to $109 million.
Sales improvement was driven by new varieties of Pepperidge Farm distinctive
cookies and strength in "Goldfish" crackers, frozen cakes and garlic bread.
Arnotts experienced growth in the chocolate biscuit category and benefited from
growing consumer awareness and expanded distribution of its "Away from Home"
products. Godiva Chocolatier enjoyed an excellent holiday season.
-8-
<PAGE> 9
INTERNATIONAL GROCERY - International Grocery reported sales of $727 million in
the first six months, an 11% increase over last year. Operating earnings rose
15% to $72 million.
Soup volume outside the U.S. was up 12% for the first half of fiscal 1995 with
strong gains in Canada, Mexico, Asia and exports from the United Kingdom.
Argentina had an excellent first half driven by both the export and domestic
beef businesses.
STATEMENTS OF EARNINGS
Net sales increased 8% for the second quarter and 7% for the six months,
compared to the same periods in the prior year. Sales gains were strong across
all divisions. Worldwide soup sales for the six months grew 4% with net sales
outside the U.S. contributing a robust 12% growth.
Gross margins improved .7 percentage points to 42.4% in the second quarter and
1.1 percentage points to 42.0% for the six-month period. These improvements
resulted principally from higher selling prices.
Marketing and selling expenses as a percent of sales rose to 19.0% and 18.5%
for the second quarter and the six months, respectively, principally as a
result of increased advertising. Advertising jumped 24% in the second quarter
and 11% for the six months, compared to the prior year, led by spending on
ready-to-serve soups and on "Vlasic" pickles in support of the launch of
Vlasic's new "Stackers" line.
Interest expense for the six months increased due principally to financing
costs associated with the acquisition of Fresh Start Bakeries and
Stratford-Upon-Avon Foods. Interest expense for the second quarter of fiscal
1995 reflects a reduction in the accrual for the net interest cost of a
securities lending arrangement involving U.S. Treasury notes maturing in fiscal
1995. Because of movements in interest rates, the net cost of this arrangement
declined by $6 million in the second quarter to a net cost of $1 million.
The effective tax rate of 33.7% reflects the benefit of tax planning
strategies, including utilization of tax loss carryforwards.
LIQUIDITY AND CAPITAL RESOURCES
Campbell's cash flows from operating activities are highly seasonal. As a
result of earnings improvements and increased attention to working capital
management, the company generated cash from operations of $475 million in the
first six months of 1995, up $140 million from 1994. The seasonal increase in
accounts receivable was $194 million in 1995, compared to an increase of $114
million in 1994, primarily a result of stronger sales. Continued focus on
inventory control provided $58 million of cash.
Capital expenditures were $137 million in 1995, down $39 million from the prior
year, as the company completed major cost saving and restructuring programs in
the prior year. Capital expenditures are not expected to exceed $400 million
in 1995. Construction of a new $150 million world-class factory at Arnotts is
expected to commence in the third quarter with completion planned for 1997.
-9-
<PAGE> 10
During the first half of fiscal 1995, the company acquired Fresh Start
Bakeries, a food service baking concern with operations in the U.S., Europe and
South America; Stratford-Upon-Avon Foods, a canned fruit and vegetable company
in England; Kohi biscuits in New Zealand; Diet Care Puree, a Canadian food
service company targeting institutional food for the elderly; and Greenfield
Foods, a U.S. based baking concern specializing in low-fat cakes and cookies.
The company also acquired an additional 3% interest in Arnotts Limited,
boosting its share ownership in the Australian biscuit company to 61%.
In the third quarter, the company finalized the agreement to acquire Pace
Foods, Ltd., the world's leading producer and marketer of Mexican sauces, for
$1.076 billion -- the largest acquisition in the company's 126-year history.
The purchase price for the Pace business was funded by commercial paper
borrowings of different maturities and interest rates. A portion of these
borrowings were replaced with a $300 million, 7.75% fixed rate two-year note in
February 1995.
There were no significant repurchases of common stock for the treasury in
fiscal 1995, compared to repurchases of 1.1 million shares at a cost of $41
million in fiscal 1994.
PART II
ITEM 1. LEGAL PROCEEDINGS
As previously reported, in management's opinion, there are no pending claims or
litigation, the outcome of which would have a material effect on the
consolidated financial position of the company. Campbell has received a notice
of violation from the United States Environmental Protection Agency relating to
certain air emission permits at its Sacramento, CA facility. Campbell is
disputing the alleged violations. The company has been named as a potentially
responsible party in a number of proceedings brought under the Comprehensive
Environmental Response, Compensation and Liability Act, commonly known as
Superfund. The ultimate impact of these proceedings cannot be predicted at
this time due to the large number of other potentially responsible parties, and
the speculative nature of clean-up cost estimates, but it is not expected to be
material either individually or in the aggregate.
-10-
<PAGE> 11
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
a. Campbell's Annual Meeting of Shareowners was held on November 17,
1994.
c. The matters voted upon and the results of the vote are as follows:
Election of Directors
<TABLE>
<CAPTION>
====================================================================
Number of Shares
-----------------------------
Name For Withheld
====================================================================
<S> <C> <C>
Alva A. App 227,215,265 402,770
Robert A. Beck 227,209,930 408,105
Edmund M. Carpenter 227,218,439 399,596
Bennett Dorrance 227,228,488 389,547
John T. Dorrance, III 227,226,856 391,179
Thomas W. Field, Jr. 227,230,165 387,870
David W. Johnson 227,209,140 408,895
Philip E. Lippincott 227,215,331 402,704
Mary Alice Malone 227,227,220 390,815
Charles H. Mott 227,231,681 386,354
Ralph A. Pfeiffer, Jr. 227,215,793 402,242
Donald M. Stewart 227,203,810 414,225
George Strawbridge, Jr. 227,226,526 391,509
Robert J. Vlasic 221,406,438 6,211,597
Charlotte C. Weber 227,225,752 392,283
====================================================================
</TABLE>
<TABLE>
<CAPTION>
===========================================================================================================================
For Against Abstentions Broker Non-Votes
---------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Approval of Campbell Soup Company
1994 Long-Term Incentive Plan and
conforming amendments to the
Campbell Soup Company 1984 Long-
Term Incentive Plan 202,098,187 13,198,066 892,441 11,429,341
Approval of the Campbell Soup
Company Management Worldwide
Incentive Plan 217,657,719 9,046,345 913,971 N/A
Ratification of Appointment of Auditors 226,804,020 307,202 506,813 N/A
Shareowner Proposal Concerning
Political Contributions 5,166,368 208,514,747 2,507,579 11,429,341
===========================================================================================================================
</TABLE>
-11-
<PAGE> 12
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a. Exhibits
--------
No.
---
3 Campbell Soup Company's Form 8-K, reporting the purchase
on January 30, 1995, of the assets and business of Pace
Foods Ltd., was filed with the Securities and Exchange
Commission on February 9, 1995, and is incorporated
herein by reference.
4 There is no instrument with respect to long-term debt of
the company that involves indebtedness or securities
authorized thereunder exceeding 10 percent of the total
assets of the company and its subsidiaries on a
consolidated basis. The company agrees to file a copy of
any instrument or agreement defining the rights of
holders of long-term debt of the company upon request of
the Securities and Exchange Commission.
27 Financial Data Schedule
b. Reports on Form 8-K
-------------------
There were no reports on Form 8-K filed by Campbell
during the quarter for which this report is filed. The
Form 8-K relating to the Pace acquisition was filed after
the quarter and is described above.
-12-
<PAGE> 13
SIGNATURES
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.
CAMPBELL SOUP COMPANY
Date: March 13, 1995 By:/s/JOHN M. COLEMAN
----------------------------------------
John M. Coleman, Senior Vice President -
Law and Public Affairs
Date: March 13, 1995 By:/s/FRANK E. WEISE, III
----------------------------------------
Frank E. Weise, III
Senior Vice President - Finance
and Chief Financial Officer
-13-
<PAGE> 14
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit Number Page
-------------- ----
<S> <C> <C>
27 Financial Data Schedule 15
</TABLE>
-14-
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000,000
<S> <C>
<PERIOD-TYPE> QTR-2
<FISCAL-YEAR-END> JUL-30-1995
<PERIOD-START> OCT-31-1994
<PERIOD-END> JAN-29-1995
<CASH> 89
<SECURITIES> 25
<RECEIVABLES> 847
<ALLOWANCES> 59
<INVENTORY> 751
<CURRENT-ASSETS> 1,810
<PP&E> 4,058
<DEPRECIATION> 1,579
<TOTAL-ASSETS> 5,409
<CURRENT-LIABILITIES> 1,710
<BONDS> 563
<COMMON> 20
0
0
<OTHER-SE> 2,296
<TOTAL-LIABILITY-AND-EQUITY> 5,409
<SALES> 3,904
<TOTAL-REVENUES> 3,904
<CGS> 2,264
<TOTAL-COSTS> 2,264
<OTHER-EXPENSES> 766
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 43
<INCOME-PRETAX> 646
<INCOME-TAX> 218
<INCOME-CONTINUING> 428
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 428
<EPS-PRIMARY> $1.72
<EPS-DILUTED> $1.72
</TABLE>