<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
FOR QUARTER ENDED MARCH 31, 1996
COMMISSION FILE NUMBER 1-4199
CPC INTERNATIONAL INC.
(Exact name of Registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation or organization)
36-2385545
(I.R.S. Employer Identification Number)
INTERNATIONAL PLAZA, P.O. BOX 8000
ENGLEWOOD CLIFFS, N.J. 07632-9976
(Address of principal executive office) (Zip Code)
(201)-894-4000
(Registrant's telephone number, including area code)
Former name, former address and former fiscal year, if changed
since last report.
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
registrant's classes of common stock, as of latest
practicable date.
CLASS OUTSTANDING AT MARCH 31, 1996
Common Stock, $.25 par value 145,529,632 shares
<PAGE> 2
Part I FINANCIAL INFORMATION
Item 1. Financial Statements
CPC INTERNATIONAL INC. AND SUBSIDIARIES
Consolidated Statements of Income
(Unaudited)
($ Millions except per share amounts)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
------------------------
1996 1995
------- -------
<S> <C> <C>
Net sales $ 2,409 $ 1,955
Cost of sales 1,459 1,173
------- -------
Gross profit 950 782
Operating expenses 701 564
------- -------
Operating income 249 218
------- -------
Financing costs 44 26
------- -------
Income before income taxes 205 192
Provision for taxes on income 76 74
------- -------
129 118
Minority stockholders' interest 7 7
------- -------
Net income $ 122 $ 111
======= =======
Average common shares outstanding 145,623 146,486
Earnings per common share based on net
income reduced by "ESOP" preferred stock
dividends, net of taxes $ .82 $ .73
Cash dividends declared per common share $ .38 $ .36
</TABLE>
- - ----------
See notes to financial statements.
1
<PAGE> 3
CPC INTERNATIONAL INC. AND SUBSIDIARIES
Consolidated Balance Sheets
($ Millions)
<TABLE>
<CAPTION>
March 31, Dec. 31,
1996 1995
------- -------
(unaudited)
<S> <C> <C>
ASSETS
Current assets
Cash and cash equivalents $ 171 $ 203
Notes and accounts receivable, net 1,353 1,293
Inventories 1,092 1,011
Prepaid expenses 97 70
------- -------
Total current assets 2,713 2,577
------- -------
Investments in unconsolidated
affiliates 92 93
------- -------
Plant and properties 5,488 5,408
Less accumulated depreciation 2,573 2,510
------- -------
2,915 2,898
------- -------
Excess cost over net assets of
businesses acquired and other
intangible assets (net of accumulated
amortization of $219 and $214) 1,725 1,780
------- -------
Other assets 182 154
------- -------
$ 7,627 $ 7,502
======= =======
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Notes and drafts payable $ 1,439 $ 1,399
Accounts payable and accrued items 1,636 1,607
Income taxes payable 36 5
Dividends payable 55 55
------- -------
Total current liabilities 3,166 3,066
------- -------
Non-current liabilities 866 907
------- -------
Long-term debt 1,418 1,333
------- -------
Deferred taxes on income 46 45
------- -------
Minority interest 163 164
------- -------
Stockholders' equity
Preferred stock, authorized 25,000,000
shares $1 par value -- --
Designations: Series A ESOP convertible
3,000,000 shares designated - 2,121,935
shares issued at stated value (1995:
2,133,741 shares) 189 190
Series A Junior Participating 600,000
shares designated - none issued -- --
Common stock authorized 900,000,000
shares $.25 par value - issued 195,271,444 49 49
Capital in excess of par value of stock 177 167
Unearned ESOP compensation (128) (128)
Cumulative translation adjustment (229) (163)
Common stock in treasury at cost -
49,741,812 shares (1995: 49,665,627 shares) (1,346) (1,317)
Retained earnings 3,256 3,189
------- -------
Total stockholders' equity 1,968 1,987
------- -------
$ 7,627 $ 7,502
======= =======
</TABLE>
- - ----------
See notes to financial statements.
2
<PAGE> 4
CPC INTERNATIONAL INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(Unaudited)
($ Millions)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
------------------
1996 1995
----- -----
<S> <C> <C>
Cash flows from (used for) operating activities
Net income $ 122 $ 111
Non-cash charges (credits) to net income:
Depreciation and amortization 94 78
Deferred taxes 2 1
Translation losses -- 2
Other, net 3 4
Changes in trade working capital:
Notes and accounts receivable (92) (74)
Inventories (86) (98)
Accounts payable and accrued items 70 97
----- -----
Net cash flows from operating activities 113 121
----- -----
Cash flows from (used for) investing activities
Capital expenditures paid (141) (88)
Disposal of plants and properties -- 1
Investment in joint venture -- (16)
Businesses acquired (11) (2)
----- -----
Net cash flows used for investing activities (152) (105)
----- -----
Net cash flows after investments (39) 16
----- -----
Cash flows from (used for) financing activities
Purchase of treasury stock (43) (36)
Repayment of long-term debt (4) (15)
New long-term debt 304 4
Net change in short-term debt (183) 108
Dividends paid on common stock (55) (53)
Common stock issued 14 4
Other liabilities (deposits) (25) 14
----- -----
Net cash flows (used for) financing activities 8 26
----- -----
Effects of exchange rate changes on cash (1) (1)
----- -----
Increase (decrease) in cash and cash equivalents (32) 41
----- -----
Cash and cash equivalents, beginning of year 203 125
----- -----
Cash and cash equivalents, end of period $ 171 $ 166
===== =====
</TABLE>
- - ----------
See notes to the financial statements.
3
<PAGE> 5
CPC INTERNATIONAL INC. AND SUBSIDIARIES
Consolidated Statements of Changes in
Stockholders' Equity
(Unaudited)
($ Millions)
<TABLE>
<CAPTION>
Preferred
Stock Capital in Unearned Cumulative
Series A Common Excess of ESOP Translation Treasury Retained
ESOP Stock Par Value Compensation Adjustment Stock Earnings
--------- ------ ---------- ------------ ----------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance, December 31, 1995 $190 $49 $167 $(128) $(163) $(1,317) $3,189
Net income for the period 122
ESOP shares redeemed (1)
Common stock dividends (55)
Translation adjustment for
the period (66)
Shares issued for:
Stock options,
deferred compensation and
restricted stock awards 10 14
Treasury stock acquired (43)
-----------------------------------------------------------------------------------------------
Balance, March 31, 1996 $189 $49 $177 $(128) $(229) $(1,346) $3,256
===============================================================================================
</TABLE>
- - ----------
See notes to financial statements.
4
<PAGE> 6
CPC INTERNATIONAL INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
1. Interim financial statements
The unaudited consolidated interim financial statements included herein
were prepared by management and reflect all adjustments (consisting solely of
normal recurring items) which are, in the opinion of management, necessary to
present a fair statement of results of operations for the interim periods ended
March 31, 1996 and 1995 and the financial position as of March 31, 1996 and
December 31, 1995.
References to "the Company" are to CPC International Inc. and its
consolidated subsidiaries. These statements should be read in conjunction with
the consolidated financial statements and the related footnotes to these
statements contained in the Company's Annual Report to Stockholders which notes
were incorporated by reference in Form 10-K for the fiscal year ended December
31, 1995.
2. Acquisitions
There were no material acquisitions made in the first quarter of 1996.
3. Inventories
Inventories are summarized as follow:
<TABLE>
<CAPTION>
March 31, Dec. 31,
1996 1995
--------- --------
<S> <C> <C>
Finished and goods in process $ 671 $ 602
Raw materials 253 248
Supplies 168 161
--------- --------
$ 1,092 $ 1,011
========= ========
</TABLE>
5
<PAGE> 7
4. Long-term debt
A summary of long-term debt is as follows:
<TABLE>
<CAPTION>
March 31, Dec. 31,
1996 1995
--------- --------
<S> <C> <C>
7.71% ESOP guaranteed notes due
December 2004 $ 161 $ 161
5.625% -- 6.75% pollution control
revenue bonds due 2007-2016 15 15
6.15% notes due 2006 300 --
Medium term notes at various rates
due 1997-2005 150 150
8.5% sinking fund debentures due
April 2016 100 100
5% Swiss franc debentures 174 174
6.75% German mark debentures 140 141
Commercial paper supported by revolving
credit agreements 400 500
Other secured and unsecured notes
and loans at various rates and
due dates 189 201
--------- --------
1,629 1,442
--------- --------
Less current maturities 211 109
--------- --------
$ 1,418 $ 1,333
========= ========
</TABLE>
In December 1995, the Company filed a shelf registration with the
Securities and Exchange Commission for borrowings up to $700 million. Under this
filing, the Company issued, in January 1996, $300 million of 6.15% notes
maturing in 2006. On April 15, 1996, the Company redeemed the 8.5% sinking fund
debentures, due April 2016.
5. Consolidated statements of cash flows
Supplementary information for the consolidated statements of cash flows is
set forth below:
<TABLE>
<CAPTION>
Three Months Ended
March 31,
-------------------
Cash paid during the period for: 1996 1995
------- -------
<S> <C> <C>
Interest $ 50 $ 37
Income taxes 45 51
Details of businesses acquired were as follows:
Fair value of assets acquired $ 11 $ 2
Liabilities assumed -- --
------- -------
Net cash paid for acquisitions $ 11 $ 2
======= =======
</TABLE>
6
<PAGE> 8
6. Financial instruments
Fair value of financial instruments - The carrying values of cash
equivalents, accounts receivable, accounts payable, and short-term debt
approximate fair values. The value of long-term debt at December 31, 1995 was
$1.4 billion. The fair value of long-term debt was based on quotes obtained from
brokers.
Foreign exchange contracts - The Company's policy is to hedge its exposure
to foreign currency cash flows resulting from planned dividends, fees and
royalties, intercompany loans, and other similar transactions. The Company also
hedges certain net investments in foreign operations with foreign exchange
contracts or with borrowings denominated in the particular foreign currency. As
a matter of policy, the Company does not speculate on foreign currencies. Gains
and losses, both realized and unrealized, on financial instruments that hedge
operating activities and related cashflows, flow through income in the same
period as the items being hedged. Gains and losses, both realized and
unrealized, on financial instruments that hedge the Company's investments in
foreign operations are recognized as part of the cumulative translation
adjustment in stockholders' equity.
At March 31, 1996, the Company had forward exchange contracts to deliver
$364 million of foreign currencies comprising $92 million in British pounds, $88
million in French francs, $71 million in Italian lira, $60 million in Dutch
guilders, and $53 million in various other currencies. The Company also had, at
March 31, 1996, contracts to purchase $15 million worth of other currencies.
At December 31, 1995, the Company had forward exchange contracts to deliver
$391 million of foreign currencies comprising $93 million in British pounds,
$130 million in French francs, $70 million in Italian lira, $55 million in Dutch
guilders, and $43 million in various other currencies. The Company also had
contracts to purchase $32 million in various currencies.
Interest rate swaps - The Company utilizes interest rate swap agreements to
minimize its financing costs and to balance its current and non-current asset
levels with floating and fixed-rate debt positions. The Company's risk related
to swap agreements is limited to the cost of replacing such agreements at
current market rates. The Company continually monitors its positions and credit
ratings of its counterparties, and limits the number of agreements it enters
into with any one party. Management believes the risk of incurring a material
loss is remote. Any interest rate differential on interest rate swaps is
recognized as an adjustment to interest expense over the term of the agreement.
7
<PAGE> 9
At March 31, 1996, the Company had $50 million notional amount of interest
rate swap agreements outstanding. A portion of the Company's variable interest
rate debt position was hedged with swap agreements with a weighted average
receive rate of 4.95% and a weighted average pay rate of 5.54%.
At December 31, 1995, the Company had $50 million notional amount of
interest rate swap agreements outstanding. A portion of the Company's variable
interest rate debt position was hedged with a weighted average receive rate of
5.35% and a weighted average pay rate of 5.98%.
Commodities - The Company's products are manufactured from a number of raw
materials, including soybean and other edible oils, peanuts, corn, and wheat,
all of which are, and are expected to continue to be, in adequate supply. The
Company follows a policy of hedging its exposure to commodities fluctuations
with commodities futures contracts for certain of its key North American raw
material purchases. Such raw materials may or may not be hedged at any given
time based on management's decisions as to the need to fix the cost of such raw
materials. In addition, commodity futures contracts are employed to fix the raw
material cost of certain fixed-price sales contracts of the corn refining
business. Gains and losses arising from such hedging transactions are included
with the cost of raw material purchases.
At March 31, 1996 and December 31, 1995, the Company had commodity futures
contracts to purchase primarily corn totaling $78 million and $161 million,
respectively. The commodity futures contracts at March 31, 1996, principally
call for delivery in the period April to December 31, 1996. Contracts for
delivery beyond June 30, 1996, aggregate about $65 million, of which $33 million
is due in July, $32 million in December. At March 31, 1996, the Company had
unrealized gains of $8 million on these contracts.
8
<PAGE> 10
7. Restructuring Charge
The Company recorded a charge in the third quarter of 1995 of $75 million
for the closing of a consumer foods plant in Santa Fe Springs, California, and
the realignment of several production facilities as well as sales force
reorganization for both the consumer foods and corn refining operations around
the world. This charge adds to the restructuring activities that were announced
in June 1994. The restructuring charges and their utilization are summarized
below:
<TABLE>
<CAPTION>
Utilized Utilized To be
Total in prior in current utilized in
$Millions charges periods quarter future periods
- - --------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Employee severance $ 129 $ (52) $ (11) $ 66
Plant and
support facilities 162 (162) -- --
Other 11 (11) -- --
- - --------------------------------------------------------------------------------
Total $ 302 $(225) $ (11) $ 66
================================================================================
</TABLE>
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
Results of Operations
First-quarter 1996 earnings per common share advanced 12.3% to $.82
compared to $.73 per share in the first quarter of 1995. First-quarter net
income advanced 10.2% to $122.4 million from $111 million in the same period
last year. The company benefited from solid progress in all of its consumer
foods businesses, with outstanding performance in Europe, as well as a decrease
in its effective tax rate. Another strong first quarter was the result of these
positive factors, which overcame the impact of high corn prices on CPC's corn
refining business. Last year's first quarter also showed a very strong earnings
per share increase.
CPC's first quarter worldwide sales rose 23% to $2.4 billion, mainly from
the company's 1995 baking acquisition. Excluding acquisitions, sales of existing
businesses rose 5% on good volume growth. Operating income increased 14% to
$248.5 million, with existing operations contributing about 60% of the profit
gain. Financing costs in the quarter were significantly higher due to
acquisitions.
Commenting on the company's first quarter performance, C.R. Shoemate,
chairman and chief executive officer said: "Excluding special items, this is
CPC's sixth consecutive quarter of double- digit earnings gains, an excellent
indication of the fundamental strength and growth potential of our businesses.
Our European business has had another outstanding quarter, benefiting from new
products as well as the restructuring steps we have taken in recent years. Our
Latin American consumer foods operations also continue to perform very strongly.
Operating income surpassed last year's excellent first-quarter results, which
had showed a 45% advance.
"Our baking division is on track in achieving the full array of synergies
we projected. The acquisition has had no dilutive impact, and we continue to
expect that it will add the anticipated three to five cents per share this year.
9
<PAGE> 11
"Augmenting these strong business results is a reduction in the company's
effective tax rate to 37%, which we believe is maintainable for the foreseeable
future. This results from a focused effort to improve our tax structure,
particularly in our overseas affiliates, for the long term.
"Corn Refining is being affected this year by record high corn prices,
which are impacting our margins negatively, although we've hedged our contract
business as usual. We believe that it is reasonable to look for a moderation of
corn prices later in the year, as the market rationalizes.
"For the year as a whole, we continue to expect strong performance for CPC
International, in spite of corn-price-related difficulties in corn refining, and
anticipated weaker European currencies."
Consumer Foods
CPC's consumer foods business, comprising its many market- leading
shelf-stable grocery brands, posted a sales advance of 9.7% to $1.7 billion on
strong volume gains, more than half of which came from existing business.
Operating income rose 17% to $209.2 million.
Best Foods, CPC's North American consumer foods business, reported an
operating income advance of 4.5%, resulting from cost savings during the
quarter. Best Foods' sales and volumes fell slightly as the division reduced
trade spending in the period and competitors intensified promotional activity in
the pasta and oil categories.
Volumes of Knorr products rose substantially as the company's new Knorr cup
products continue their rapid growth. Hellmann's mayonnaise volumes were
slightly lower, although the brand substantially outperformed competitors and
gained more than a share point.
During the quarter Best Foods launched Hellmann's and Best Foods pourable
dressings in the eastern and western U.S., with advertising kicking off in
April.
CPC's European consumer foods business recorded a 20% sales gain for the
quarter, and operating income was 36% higher. The profit gains resulted chiefly
from strong volume growth, coming equally from new products and acquisitions.
Also contributing was the increasing flow of benefits from restructuring.
The company's Latin American consumer foods business, comparing against an
extremely strong quarter in 1995, recorded a moderate sales decline, but showed
a slight volume gain. Operating income was also slightly up. CPC continues to
maintain its high, leading market shares in the region, as well as strong
volumes and healthy pricing levels.
In Asia, where CPC is rapidly building organization and infrastructure,
sales of consumer foods advanced well. Profit grew modestly, as the company
continues to invest aggressively in the region.
10
<PAGE> 12
Baking Business
CPC's new baking division recorded sales of $400 million and operating
income of $20 million. The division comprises the Entenmann's, Oroweat,
Freihofer's, and Boboli brands acquired in October and CPC's Thomas', Arnold,
Sahara, and other existing brands.
During the quarter the company began the closing of a Thomas' English
muffins plant in New Jersey and the relocation of English muffins production to
existing CPC bakeries in Connecticut and Maryland. The shutdown is part of the
baking rationalization process underway, which has also included the transition
in the Freihofer's business from a company-owned sales route system to an
owner-operator system. The cost of these actions was previously recorded.
Corn Refining
CPC's corn refining business posted a slight sales increase, but operating
income fell 25% for the quarter as a result of record high corn prices, which
affected both the North American and Latin American businesses.
In North America, sales rose on solidly higher volumes. In Latin America,
sales and volumes of continuing businesses were essentially flat compared to
first quarter last year. Reported sales were lower, mostly as a result of the
conversion of CPC's Mexican corn refining business into a joint venture.
Liquidity and Capital Resources
The Company's primary sources and uses of funds as well as its general
financial policy are discussed on pages 24-28 of the 1995 Annual Report to
Stockholders which were incorporated by reference in Form 10-K for the year
ended December 31, 1995.
The Company's capital expenditures are expected to be approximately $440
million in 1996.
- - ----------
Note: The brand names shown above in distinctive type are trademarks of CPC
International Inc. and its affiliates.
11
<PAGE> 13
Part II OTHER INFORMATION
Item 1. Legal Proceedings
There have been no material developments in the legal proceedings as
previously reported in Form 10-K for the year ended December 31, 1995.
Item 4. Submission of Matters to a Vote of Security Holders
a) The Company held its annual meeting of stockholders on April 25, 1996.
b) Proxies for the meeting were solicited pursuant to Regulation 14 of
the Securities Exchange Act of 1934; there were no solicitations in
opposition to management's nominees, and all such nominees were
elected.
c) Other than the election of directors, the appointment of auditors, and
procedural matters, there were no other items requiring proxy
solicitations.
Item 6. Exhibits and Reports on Form 8-K
a) Exhibits pursuant to Item 601 of Regulation S-K.
Exhibit 11 - Statements re: computation of earnings per common share
(Part I data)
Exhibit 12 - Statement regarding the computation of ratios of earnings
to fixed charges.
b) Reports on Form 8-K.
There were two reports filed on Form 8-K during the first quarter of
1996.
12
<PAGE> 14
CPC INTERNATIONAL INC. AND SUBSIDIARIES
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.
CPC INTERNATIONAL, INC.
DATE: May 13, 1996
/S/Konrad Schlatter
------------------------
Konrad Schlatter
Senior Vice President &
Chief Financial Officer
DATE: May 13, 1996
/S/James W. Ripley
------------------------
James W. Ripley
Comptroller & Chief
Accounting Officer
13
<PAGE> 15
EXHIBIT INDEX
-------------
Exhibit No. Description
- - ----------- -----------
Exhibit 11 - Statements re: computation of earnings per common share
(Part I data)
Exhibit 12 - Statement regarding the computation of ratios of earnings
to fixed charges.
<PAGE> 1
EXHIBIT 11
CPC INTERNATIONAL INC. AND SUBSIDIARIES
Computation of Earnings Per Common Share
Three Months Ended March 31, 1996 and 1995
Earnings per common share for CPC International Inc. is based on net income
available to common stockholders and the average number of common shares
outstanding during each period. Net income available to common shareholders has
been reduced by the pro rata ESOP preferred stock dividend net of the tax
benefit. A potentially dilutive effect on earnings per common share results from
the operation of the 1993 Stock and Performance Plan, the deferred compensation
and stock options arising from a previous executive incentive compensation plan,
and the Deferred Compensation Plan for Outside Directors. The effect on earnings
per common share resulting from the assumed exercise of outstanding options and
delivery of deferred stock awards under these programs is not material. The
maximum number of shares of common stock issuable and deliverable under such
assumptions, without giving effect to the assumed reacquisitions of common stock
with the proceeds from options exercised, amounted to the following percentages
of the average number of shares of common stock outstanding at March 31:
1996 1995
---- ----
2.4% 2.1%
Since the dilution resulting from deferred stock awards and stock options
is less than 3%, these items have not been considered in the computation of
shares outstanding. Furthermore, the potentially dilutive effect derived from
using the if-converted method in calculating fully diluted earnings per share
for the ESOP would not cause the dilution to exceed 3% even when considered with
the aforementioned programs.
14
<PAGE> 1
Exhibit 12
COMPUTATION OF RATIOS OF EARNINGS TO FIXED CHARGES
($Millions)
<TABLE>
<CAPTION>
For the three
months ended For the years ended December 31,
March 31,1996 1995 1994 1993 1992 1991
------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Income before
income taxes $ 205 $ 877 $ 615 $ 790 $ 745 $ 694
------- ------- ------- ------- ------- -------
Add (subtract):
Portion of rents
representative
of interest 7 26 25 21 22 20
Interest on bonds
mortgages & similar
debt 18 55 52 56 64 73
Other interest 33 87 54 54 51 54
Interest expense
included in cost of
plant construction (3) (7) (6) (7) (6) (9)
Income of
unconsolidated
venture -- -- 4 -- 5 --
------- ------- ------- ------- ------- -------
Income as adjusted $ 260 $ 1,038 $ 744 $ 914 $ 881 $ 832
======= ======= ======= ======= ======= =======
Fixed Charges:
Portion of rents
representative of
interest $ 7 $ 26 $ 25 $ 21 $ 22 $ 20
Interest on bonds,
mortgages & similar
debt 18 55 52 56 64 74
Other interest 33 87 55 54 51 54
------- ------- ------- ------- ------- -------
$ 58 $ 168 $ 132 $ 131 $ 137 $ 148
======= ======= ======= ======= ======= =======
Ratio of Earnings to
Fixed Charges 4.5 6.2 5.6 7.0 6.4 5.6
======= ======= ======= ======= ======= =======
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 171
<SECURITIES> 0
<RECEIVABLES> 1,353
<ALLOWANCES> 0
<INVENTORY> 1,092
<CURRENT-ASSETS> 2,713
<PP&E> 5,488
<DEPRECIATION> 2,573
<TOTAL-ASSETS> 7,627
<CURRENT-LIABILITIES> 3,166
<BONDS> 0
0
189
<COMMON> 49
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 7,627
<SALES> 0
<TOTAL-REVENUES> 2,409
<CGS> 1,459
<TOTAL-COSTS> 2,160
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 205
<INCOME-TAX> 76
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 122
<EPS-PRIMARY> 0.82
<EPS-DILUTED> 0
</TABLE>