FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended June 30, 1998
Commission File Number 1-1657
CRANE CO.
(Exact name of registrant as specified in its charter)
Delaware 13-1952290
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
100 First Stamford Place, Stamford, CT. 06902
(Address of principal executive office) (Zip Code)
(203) 363-7300
(Registrant's telephone number, including area code)
(Not Applicable)
(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
The number of shares outstanding of the issuer's classes of common
stock, as of July 31, 1998:
Common stock, $1.00 Par Value - 45,840,929 shares
<PAGE>
Part I - Financial Information
Item 1. Financial Statements
<TABLE>
Crane Co. and Subsidiaries
Consolidated Statements of Income
(In Thousands, Except Per Share Amounts)
(Unaudited)
<CAPTION>
Three Months Ended Six Months
Ended
June 30, June 30,
1998 1997 1998
1997
<S> <C> <C> <C> <C>
Net Sales $ 563,399 $ 518,763 $ $
1,090,217 986,096
Operating Costs and Expenses:
Cost of sales 403,838 375,794
783,828 713,954
Selling, general and
Administrative 83,054 77,902
163,227 152,716
Depreciation & amortization 14,238 13,815
28,519 27,179
501,130 467,511
975,574 893,849
Operating Profit 62,269 51,252
114,643 92,247
Other Income (Expense):
Interest income 831 388
1,375 1,080
Interest expense
(6,334) (5,986) (12,274) (11,943)
Miscellaneous - net 216
(136) (214) 232
(5,639) (5,382) (11,113) (10,631)
Income Before Taxes 56,630 45,870
103,530 81,616
Provision for Income Taxes 20,073 16,648
37,074 29,749
Net Income $ 36,557 $ 29,222 $ $
66,456 51,867
Net Income Per Share:
Basic $ .80 $ .64 $ 1.46 $ 1.14
Diluted .79 .63 1.44 1.12
Average Basic Shares 45,701 45,767 45,646 45,678
Outstanding
Average Diluted Shares 46,378 46,307 46,288 46,179
Outstanding
Dividends Per Share $ .125 $ .125 $ .25 $ .25
<FN>
See Notes to Consolidated Financial Statements
</TABLE>
-2-
<PAGE>
Part I - Financial Information
Item 1. Financial Statements
<TABLE>
Crane Co. and Subsidiaries
Consolidated Statements of Comprehensive Income
(In Thousands)
(Unaudited)
<CAPTION>
Three Months Six Months
Ended Ended
June 30, June 30,
1998 1997 1998 1997
<S> <C> <C> <C> <C>
Net Income $ 36,557 $ 29,222 $ $ 51,867
66,456
Other comprehensive income, net
of tax-
Foreign currency translation (4,399) (5,245)
adjustments (1,068) (4,291
)
Comprehensive Income $ 32,158 $ 28,154 $ $ 46,622
62,165
<FN>
See Notes to Consolidated Financial Statements
</TABLE>
-3-
<PAGE>
<TABLE>
Part I - Financial Information
Item 1. Financial Statements
Crane Co. and Subsidiaries
Consolidated Balance Sheets
Unaudited
(In Thousands, Except Per Share Amounts)
<CAPTION>
June 30, December 31,
1998 1997 1997
Assets
<S> <C> <C> <C>
Current Assets:
Cash and cash equivalents $ 49,921 $ 8,254 $ 6,982
Accounts receivable 266,326 272,262
296,208
Inventories
Finished goods 121,442 119,491 113,496
Finished parts and
Subassemblies 51,577 36,910 46,351
Work in process 48,157 48,606 51,345
Raw materials 81,679 68,147 79,892
302,855 273,154 291,084
Other current assets 36,087 33,217 37,425
Total Current Assets 685,071 580,951 607,753
Property, Plant and Equipment:
Cost 605,310 572,075 582,704
Less accumulated 324,458 306,798 308,947
depreciation
280,852 265,277 273,757
Other Assets 54,622 54,510 55,114
Intangibles 49,911 53,312 51,907
Cost in excess of net assets
Acquired 223,262 214,748 220,563
$1,293,718 $1,168,798 $1,209,094
<FN>
See Notes to Consolidated Financial Statements
</TABLE>
-4-
<PAGE>
<TABLE>
Part I - Financial Information
Item 1. Financial Statements
<CAPTION>
June 30, December 31,
1998 1997 1997
Liabilities and Shareholders' Equity
<S> <C> <C> <C>
Current Liabilities
Current maturities of long-term debt $ 861 $ 1,106 $ 992
Loans payable 17,357 28,964 30,240
Accounts payable 138,575 124,222 122,616
Accrued liabilities 129,061 111,575 128,794
U.S. and foreign taxes on income 16,477 10,160 13,170
Total Current Liabilities 302,331 276,027 295,812
Long-Term Debt 287,301 267,363 260,716
Deferred Income Taxes 46,739 55,262 46,007
Other Liabilities 25,608 25,365 25,618
Accrued Postretirement Benefits 40,841 42,908 41,838
Accrued Pension Liability 6,432 6,205 6,559
Preferred Shares, Par Value $.01
Authorized - 5,000 Shares - - -
Common Shareholders' Equity:
Common shares,par value $1.00 45,687 45,832 45,542
80,000,000 Shares Authorized,
45,686,719 shares outstanding
Capital surplus 22,887 31,368 19,951
Retained earnings 536,733 431,080 483,601
Accumulated other comprehensive
income (20,841) (12,612) (16,550)
Total Common Shareholders' Equity 584,466 495,668 532,544
$ 1,293,718 $ 1,168,798 $
1,209,094
<FN>
See Notes to Consolidated Financial Statements
</TABLE>
-5-
<PAGE>
<TABLE>
Part I - Financial Information (Cont'd.)
Item 1. Financial Statements
Crane Co. and Subsidiaries
Consolidated Statements of Cash Flows
(In Thousands)
(Unaudited)
<CAPTION>
Six Months Ended
June 30,
1998 1997
<S> <C> <C>
Cash flows from Operating activities:
Net income $ 66,456 $ 51,867
Depreciation 18,796 18,415
Amortization 9,723 8,764
Deferred taxes (60) (478)
Cash used for operating working capital (15,913) (19,047)
Other (1,346) (713)
Total provided from operating activities 77,656 58,808
Cash flows from Investing activities:
Capital expenditures (22,877) (21,703)
Payments for acquisitions (17,640) (24,057)
Proceeds from divestitures 4,276 -
Proceeds from disposition of capital assets 824 857
Total used for investing activities (35,417) (44,903)
Cash flows from Financing activities:
Equity:
Dividends paid (11,423) (11,428)
Reacquisition of shares (3,884) (8,056)
Stock options exercised 2,764 4,049
Net Equity (12,543) (15,435)
Debt:
Proceeds from issuance of long-term debt 22,580 -
Repayments of long-term debt (1,030) (3,102)
Net increase (decrease) in short-term debt (8,112) 2,070
Net Debt 13,438 (1,032)
Total provided from financing activities 895 (16,467)
Effect of exchange rate on cash and cash equivalents (195) (763)
Increase (decrease) in cash and cash equivalents 42,939 (3,325)
Cash and cash equivalents at beginning of period 6,982 11,579
Cash and cash equivalents at end of period $ 49,921 $ 8,254
Detail of Cash (Used for) Provided from Operating
Working Capital(net of effects of acquisitions):
Accounts receivable $ (21,479) $ (31,435)
Inventories (9,500) (5,119)
Other current assets (1,548) 763
Accounts payable 14,839 19,108
Accrued liabilities (1,553) (5,627)
U.S. and foreign taxes on income 3,328 3,263
Total $ (15,913) $ (19,047)
Supplemental disclosure of cash flow information:
Interest paid $ 11,864 $ 11,227
Income taxes paid 30,202 24,460
See Notes to Consolidated Financial Statements
<FN>
</TABLE>
-6-
<PAGE>
Part I - Financial Information (Cont'd.)
Notes to Consolidated Financial Statements (Unaudited)
<TABLE>
1. The accompanying unaudited consolidated financial statements
have been prepared in accordance with the instructions to
Form 10-Q and, therefore reflect all adjustments which are,
in the opinion of management, necessary for a fair statement
of the results for the interim period presented.
These interim consolidated financial statements should be
read in conjunction with the Consolidated Financial
Statements and Notes to Consolidated Financial Statements in
the company's Annual Report on Form 10-K for the year ended
December 31, 1997.
2. Sales and operating profit by segment are as follows:
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
1998 1997 1998 1997
<S> <C> <C> <C> <C>
(In thousands)
Net Sales:
Fluid Handling $ 113,056 $ 102,158 $ 231,098 $ 190,273
Aerospace 100,447 85,118 194,952 167,012
Engineered Materials 64,132 58,604 125,381 114,976
Crane Controls 35,218 33,576 70,220 65,329
Merchandising Systems 49,829 50,358 96,013 92,824
Wholesale Distribution 200,882 188,241 373,330 355,142
Other 3,670 3,442 6,876 6,396
Intersegment Elimination (3,835) (7,653) (5,856)
(2,734)
Total $ 563,399 $ 518,763 $ 1,090,217 $ 986,096
Operating Profit (Loss):
Fluid Handling $ 6,771 $ 7,438 $ 15,723 $ 13,527
Aerospace 31,261 21,895 56,532 41,693
Engineered Materials 9,694 7,582 17,245 14,696
Crane Controls 2,995 3,278 5,977 5,207
Merchandising Systems 9,675 10,127 18,411 17,868
Wholesale Distribution 7,701 6,470 12,129 9,853
Other 157 207 523
(226)
Corporate (5,936)
(5,890) (11,136) (11,273)
Intersegment (49) 145 153
Elimination (12)
Total $ 62,269 $ 51,252 $ 114,643 $ 92,247
</TABLE>
-7-
<PAGE>
Part I - Financial Information (Cont'd.)
Notes to Consolidated Financial Statements
3. Reclassifications
Certain prior year amounts have been reclassified to conform
with the 1998 presentation.
4. Inventories
Inventories are stated at the lower of cost or market,
principally on the last-in, first-out (LIFO) method of inventory
valuation. Replacement cost would be higher by $48.0 million at
June 30, 1998, $51.8 million at June 30, 1997, and $46.6 million
at December 31, 1997.
5. Intangibles
Intangible assets are amortized on a straight-line basis over
their estimated useful lives, which range form five to twenty
years. Accumulated amortization was $20.5 million at June 30,
1998, $16.7 million at June 30, 1997 and $18.5 million at
December 31, 1997
6. Cost in Excess of Net Assets Acquired
Cost in excess of net assets acquired is amortized on a straight-
line basis principally over a 15 to 40 years. Accumulated
amortization was $42.1 million at June 30, 1998, $32.6 million
at June 30, 1997 and $37.4 million at December 31, 1997.
7. Disclosure of Accumulated Other Comprehensive Income Balances
The company adopted Statement of Financial Accounting Standards
No. 130 "Reporting Comprehensive Income" on January 1, 1998.
Comprehensive Income is the change in equity of a business
enterprise during a period from transactions and other events
and circumstances, from non-owner sources. It includes all
changes in equity during a period except those resulting from
investments by owners and dispositions to owners. Activity for
the period is as follows:
<TABLE>
<CAPTION>
Foreign Accumulated
Currency Other
Items Comprehensive
Income
<S> <C> <C>
January 1, 1998 $(16,550) $(16,550)
Current period change 108 108
March 31, 1998 (16,442) (16,442)
Current period change (4,399) (4,399)
June 30, 1998 $(20,841) $(20,841)
</TABLE>
-8-
<PAGE>
Part I - Financial Information (Cont'd)
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
Three Months Ended June 30, 1998 and 1997
This 10Q may contain forward-looking statements as defined by the
Private Securities Litigation Reform Act of 1995. These statements
present management's expectations, beliefs, plans and objectives
regarding future financial performance, and assumptions or judgments
concerning such performance. Any discussions contained in this 10Q,
except to the extent that they contain historical facts, are forward-
looking and accordingly involve estimates, assumptions, judgments and
uncertainties. There are a number of factors that could cause actual
results or outcomes to differ materially from those addressed in the
forward-looking statements. Such factors are detailed in the
Company's Annual Report on Form 10-K for the fiscal year ended
December 31, 1997 filed with the Securities and Exchange Commission
Results From Operations:
Second Quarter of 1998 Compared to Second Quarter of 1997:
Net income for the quarter ended June 30, 1998 set a second quarter
record, rising 25% to $36.6 million, or $.79 per diluted share
outstanding, from the $29.2 million or $.63 per diluted share
reported for the 1997 second quarter. Operating profit for the
second quarter increased 21% to $62.3 million on a sales increase of
9% to $563.4 million. Operating margins for the quarter improved to
11.1% of sales from 9.9% in 1997. Cash flow (net income plus
depreciation and amortization) per diluted share increased 18% for
the quarter to $1.10 per diluted share.
Fluid Handling sales rose 11% to $113.1 million from the prior year.
Sales increases from the acquisition of Stockham Valves in late 1997
and Environmental Products in 1998 were partially offset by weakness
in cast steel valve demand, lower revenues at Crane Nuclear, and a
delay in water treatment project orders at Cochrane. These factors
and delays in integrating the Stockham bronze and iron valve
business resulted in the operating profit decrease of 9% from 1997
and the operating margin of 6.0%. Operating margins for quarter
turn valves nuclear valves and the pump business remained strong.
Backlog increased by $20 million over 1997 primarily as a result of
the Stockham acquisition in December 1997.
Aerospace sales increased $15.3 million or 18% in the quarter with
all businesses benefiting from strong demand from the airline
industry. Operating profit increased 43% as Hydro-Aire and ELDEC
benefited from higher aircraft production and higher aftermarket
shipments as a result of airline utilization rates. Interpoint also
achieved higher sales and significantly improved operating margins.
Lear Romec results were impacted by a 17 day strike in May.
Aerospace operating margins improved to 31.1% compared to 25.7% in
the second quarter of 1997. Order backlog totaled $308 million, an
increase of $11 million from year-end and up $18 million from the
prior year.
-9-
<PAGE>
Part I - Financial Information (Cont'd)
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
Three Months Ended June 30, 1998 and 1997
Engineered Materials sales increased $5.5 million or 9% while
operating profit increased $2.1 million or 28%. Kemlite and Cor Tec
posted increases in sales of 12% and 43%, respectively, due to
strong market demand and high market share. Resistoflex sales and
operating profit increased slightly from the second quarter of 1997
despite weak domestic project orders. In June, Kemlite started
production on its new wide panel line in Jonesboro, AR, effectively
doubling its capacity to serve the recreational vehicle market where
it is the industry leader. 1998 backlog increased $5 million (20%)
over 1997, with all units except Crane Plumbing showing strong
gains.
Crane Controls sales were up 5% as Azonix's continued penetration of
the hazardous environment market and a sales increase of 4% at
Barksdale offset weaker sales performance at Powers Process, Dynalco
and Ferguson. The resultant margin improvement at Azonix was
insufficient to offset the unfavorable operating profit comparisons
in the other businesses.
Merchandising Systems sales and operating profit declined but
operating margins remained strong at 19.4% of sales. National
Vendors shipments were up slightly from the second quarter of 1997,
but operating margins declined as National Vendors incurred
unusually high legal and warranty costs in the quarter which
exceeded the prior year level by $.8 million. NRI's sales were off
slightly in dollar terms due to a weak German currency, but
operating profit and margins improved as a result of productivity
gains and material cost reductions. The order backlog increased to
$19 million, up 16% from the prior year level.
Wholesale Distribution operating profit increased to $7.7 million or
19% on a sales increase of $12.6 million or 7%. Huttig increased
sales by 13% and operating profit by 17%. Crane Supply's operating
profit increased 21% on a sales increase of 6%. These gains more
than offset the revenue loss from the sale of Valve Systems and
Controls in the fourth quarter of 1997.
In the first week of July, the company purchased Consolidated
Lumber, a wholesale distributor of lumber and millwork products with
1997 sales of $70 million, for $41 million. Consolidated Lumber
will be integrated with Huttig.
On August 7, 1998 the company acquired Sequentia Holdings, Inc., a
manufacturer of fiberglass reinforced panels for construction and
building product applications, for approximately $120 million.
Sequentia, with 1997 sales of $80 million, has manufacturing
facilities in Grand Junction, TN and Houston, TX and will be
integrated with Kemlite.
-10-
<PAGE>
Part I - Financial Information (Cont'd)
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
Three Months Ended June 30, 1998 and 1997
On August 12, 1998 the company announced a merger agreement with
Liberty Technologies (publicly listed NASDAQ: LIBT), providing for a
cash offer of $3.50 for all 5,013,233 shares outstanding. The offer
is conditioned upon, among other things, there being tendered and
not withdrawn at least a majority of the outstanding shares.
Liberty, which had sales of $8.4 million in the first six months of
1998, provides valve, motor, engine and compressor condition
monitoring products and related services to customers in the nuclear
power generation and industrial process markets worldwide.
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
Six Months Ended June 30, 1998 and 1997
Six Months Ended June 30, 1998 Compared to Six Months Ended
June 30, 1997
For the six months ended June 30, 1998, net income increased 28% to
$66.5 million, or $1.44 per diluted share, from the $51.9 million, or
$1.12 per diluted share, in the comparable 1997 period. Operating
profit for the six months increased 24% to $114.6 million on a sales
increase of 11% to $1.1 billion.
Fluid Handling sales rose 22% to $231.1 million from the prior year.
The sales increase was due to the acquisition of Stockham Valves in
late 1997, Environmental Products in 1998 and higher quarter turn
valve and pump shipments. Operating profit increased 16% from 1997
on the higher revenues. Operating margin declined to 6.8% of sales
compared to 7.1% in 1997 due principally to lower margins on cast
steel valves. Backlog increased by $20 million over 1997 primarily
as a result of the Stockham acquisition in December 1997.
Aerospace sales increased $27.9 million or 17% with all businesses
benefiting from higher aircraft production and aftermarket shipments
as a result of airline utilization rates. Lear Romec results were
negatively effected by a 17 day strike in May. Aerospace operating
margins improved to 29.0% compared to 25.0% in 1997. Order backlog
totaled $308 million, an increase of $11 million from year-end and
up $18 million from the prior year.
Engineered Materials sales increased $10.4 million or 9% while
operating profit increased $2.5 million or 17%. Kemlite and Cor Tec
posted increases in sales of 18% and 33%, respectively, due to
strong market demand and high market share. Resistoflex sales and
operating profit decreased due to weak U.S. and Asian project
orders. Operating margins improved to 13.8% of sales in 1998
compared to 12.8% in 1997. 1998 backlog increased $5 million (20%)
over 1997.
-11-
<PAGE>
Part I - Financial Information (Cont'd)
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
Six Months Ended June 30, 1998 and 1997
Crane Controls sales were up $4.9 million or 8% while operating
profit increased 15% and operating profit margins improved to 8.5%
versus 8.0% in 1997. The improvement was primarily due to Azonix,
which continued its penetration of the hazardous environment market.
Merchandising Systems sales and operating profit increased 3%. The
increases were due to higher vending merchandiser distribution sales
and market share gain in the U.K. at National Vendors. This was
partially offset by weaker coin validator revenues at NRI, where
sales and operating profit were lower in dollar terms due to the
weak German currency and customer order delays. Operating margins
of 19.2% equaled the prior year level. The order backlog increased
to $19 million, up 16% from the prior year level.
Wholesale Distribution operating profit increased to $12.1 million
or 23% on a sales increase of $18.2 million or 5%. The acquisitions
of Mallco in July 1997 and Number One Supply in June, 1998 helped
Huttig increase sales by 12% and operating profit by 28%. Crane
Supply's operating profit increased 12% on a sales increase of 4%.
These gains more than offset the revenue loss from the sale of Valve
Systems and Controls in the fourth quarter of 1997. Operating
margins improved to 3.2% of sales versus 2.8% in 1997.
Net interest expense for the quarter and six months ended June 30,
1998 was in line with the prior year's quarter and six months.
The effective tax rate decreased to 35.8% for the six months ended
June 30, 1998 as opposed to 36.4% at June 30, 1997.
Liquidity and Capital Resources:
During the six months of 1998 the company generated $77.7 million of
cash from operating activities, compared to $58.8 million in 1997.
Net debt totaled 30.4 percent of capital at June 30, 1998 compared
to 36.8% in 1997. The current ratio was 2.3 with working capital
totaling $382.7 million at June 30, 1998 compared to $304.9 million
at June 30, 1997. The company had unused credit lines of $426
million at June 30, 1998.
During the second quarter, Moody's Investor Service raised their
debt rating on the company's senior unsecured debt to Baa1 from
Baa2.
-12-
<PAGE>
Part II - Other Information
Item 1. Legal Proceedings
Neither the company, nor any subsidiary of the company has
become a party to, nor has any of their property become the subject
of any material legal proceedings, other than ordinary routine
litigation incidental to their businesses.
The following proceeding is not considered by the company to be
material to its business or financial condition and is reported
herein because of the requirements of the Securities and Exchange
Commission with respect to the descriptions of administrative or
judicial proceedings by governmental authorities arising under
federal, state or local provisions regulating the discharge of
materials into the environment or otherwise relating to the
protection of the environment.
In a letter dated October 15, 1992 the office of the Attorney
General of the State of Ohio advised Cor Tec, a division of Dyrotech
Industries, Inc. which is a subsidiary of the company, that Cor
Tec's plant facility in Washington Court House, Ohio, had operated
numerous air contaminant sources in its manufacturing process which
emitted air pollutants for an extended period of time without the
required state permits and in some instances in amounts exceeding
the limits allegedly allowed under applicable rules. The Ohio
Attorney General's office also alleged that certain contaminant
sources at the Cor Tec facility were installed without obtaining
permits to install. The main air contaminant in question is
styrene, a volatile organic compound that is alleged to be a
carcinogen. On March 4, 1993 the Attorney General's office
representing the Ohio EPA, proposed that Cor Tec and the company
sign a Consent Decree which would include general injunctive relief
and civil penalties in the amount of $4.6 million which Cor Tec
refused to do. On February 21, 1997, the Attorney General's office
on behalf of the Ohio EPA commenced a civil action against Cor Tec
in the Court of Common Pleas, Fayette County, Ohio (the "Fayette
County Action") alleging among other things, failure to obtain
various permits to install and operate sources of contaminants and
also alleging violation of air emission standards, for the period
1974 to 1993. Penalties for $25,000 per day for each day of
violation were demanded in the Complaint.
On June 10, 1998 Cortec and the Company signed a Consent Decree
which dismissed the Fayette County Action. Pursuant to the Consent
Decree, Cortec agreed to pay a total of $350,000 to the State of
Ohio as a civil penalty to settle the Action, without admitting or
denying liability. As part of the overall settlement, the Agency
agreed to review an application from CorTec for a facility-specific
rule or other modifications of CorTec's permit conditions to allow
greater flexibility in future operations.
Item 6. Exhibits and Reports on Form 8-K
11.Computation of earnings per share for the
quarters June 30, 1998 and 1997.
27.Article 5 of Regulation S-X Financial Data Schedule
for the second quarter.
-13-
<PAGE>
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.
CRANE CO.
REGISTRANT
Date August 13, 1998 By /s/ D.S. Smith
D.S. SMITH
Vice President-Finance
and Chief Financial Officer
Date August 13, 1998 By /s/ M.L. Raithel
M.L. RAITHEL
Controller
-14-
<PAGE>
<TABLE>
Crane Co. and Subsidiaries
Exhibit 11 to Form 10-Q
Computation of Net Income per Common Share
Three and Six Months Ended June 30, 1998 and 1997
(In Thousands, Except Per Share Amounts)
<CAPTION>
Three Months Six Months
Ended Ended
June 30, June 30,
1998 1997 1998 1997
<S> <C> <C> <C> <C>
Basic Net Income Per Share:
Net income $ 36,557 $ 29,222 $ 66,456 $ 51,867
Average basic shares 45,701 45,767 45,646 45,678
outstanding
Basic Net Income per share $ .80 $ .64 $ 1.46 $ 1.14
Diluted Net Income Per Share:
Net income $ 36,557 $ 29,222 $ 66,456 $ 51,867
Average basic shares 45,701 45,767 45,646 45,678
outstanding
Add diluted effect of stock 677 540 642 501
options
Average diluted shares 46,378 46,307 46,288 46,179
outstanding
Diluted Net Income per share $ .79 $ .63 $ 1.44 $ 1.12
</TABLE>
-15-
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER>1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> Jun-30-1998
<CASH> 49,921
<SECURITIES> 0
<RECEIVABLES> 296,208
<ALLOWANCES> 0
<INVENTORY> 302,855
<CURRENT-ASSETS> 685,071
<PP&E> 605,310
<DEPRECIATION> 324,458
<TOTAL-ASSETS> 1,293,718
<CURRENT-LIABILITIES> 302,331
<BONDS> 287,301
<COMMON> 45,687
0
0
<OTHER-SE> 538,779
<TOTAL-LIABILITY-AND-EQUITY> 1,293,718
<SALES> 563,399
<TOTAL-REVENUES> 563,399
<CGS> 403,838
<TOTAL-COSTS> 501,130
<OTHER-EXPENSES> (136)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 5,503
<INCOME-PRETAX> 56,630
<INCOME-TAX> 20,073
<INCOME-CONTINUING> 36,557
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 36,557
<EPS-PRIMARY> .80
<EPS-DILUTED> .79
</TABLE>