<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended September 30, 1997 Commission File Number 0-8894
Benjamin Moore & Co.
- -------------------------------------------------------------------------------
(Exact Name of registrant as specified in its charter)
New Jersey 13-5256230
- -------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
51 Chestnut Ridge Road, Montvale, New Jersey 07645
- -------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (201) 573-9600
None
- -------------------------------------------------------------------------------
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
----- -----
As of November 3, 1997, 8,925,427 shares of Common Stock of the
registrant were issued and outstanding.
1
<PAGE>
BENJAMIN MOORE & CO. and Subsidiaries
INDEX
Page No.
--------
Part I. Financial Information
Condensed Consolidated Statements of Operations -
Three Months and Nine Months Ended
September 30, 1997 and 1996............................. 3
Condensed Consolidated Balance Sheets -
September 30, 1997 and December 31, 1996................ 4
Condensed Consolidated Statements of Cash Flows -
Nine Months Ended September 30, 1997 and 1996........... 5
Notes to Condensed Consolidated Financial Statements...... 6
Management's Discussion and Analysis of Financial
Condition and Results of Operations..................... 8
PART II. Other Information................................... 13
2
<PAGE>
PART I. FINANCIAL INFORMATION
BENJAMIN MOORE & CO. and Subsidiaries
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in Thousands Except Per Share Amounts)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
----------------------------------- -------------------------------
<S> <C> <C> <C> <C>
1997 1996 1997 1996
(UNAUDITED) (UNAUDITED) (UNAUDITED) (UNAUDITED)
--------------- ------------------ ------------------ -----------
Net Sales................................ $ 196,302 $ 180,656 $ 520,316 $484,511
--------------- ------------------ ------------------ ----------
Costs and expenses:
Cost of products sold.................. 94,856 90,863 253,760 248,901
Selling, general and administrative.... 77,229 57,445 199,515 167,442
Restructuring (See Note 6)............. 33,388 33,388
Other expense, net..................... 361 588 665 1,440
--------------- ------------------ ------------------ ----------
Total costs and expenses............. 205,834 148,896 487,328 417,783
--------------- ------------------ ------------------ ----------
Income (loss) before taxes,minority
interest and cumulative effect of
change in accounting principle......... (9,532) 31,760 32,988 66,728
Income tax provision (benefit)........... (2,532) 13,449 15,485 28,494
Minority interest in net income (loss)
of subsidiaries........................ 48 (25) 165 (299)
--------------- ------------------ ------------------ ----------
Income (loss) before cumulative effect
of change in accounting principle...... (7,048) 18,336 17,338 38,533
Cumulative effect of change in
accounting principle--(See Note 5)..... 6,331
--------------- ------------------ ------------------ ----------
Net income (loss)........................ $ (7,048) $ 18,336 $ 23,669 $38,533
--------------- ------------------ ------------------ ----------
--------------- ------------------ ------------------ ----------
Weighted average number of common
shares outstanding..................... 8,951,823 9,220,127 8,981,086 9,354,093
--------------- ------------------ ------------------ ----------
--------------- ------------------ ------------------ ----------
Amounts Per Share:
Income (loss) before cumulative effect of
change in accounting principle.......... $ (.79) $ 1.99 $ 1.94 $ 4.12
Cumulative effect of change in
accounting principle--(See Note 5)...... .70
--------------- ------------------ ------------------ ----------
Net Income (loss)......................... $ (.79) $ 1.99 $ 2.64 $ 4.12
--------------- ------------------ ------------------ ----------
--------------- ------------------ ------------------ ----------
Cash dividends declared per share
of common stock......................... $ .42 $ .40 $ 1.26 $ 1.20
--------------- ------------------ ------------------ ----------
--------------- ------------------ ------------------ ----------
Pro forma amounts assuming new
method of depreciation applied
retroactively- (See Note 5)
Pro forma net income (loss)............... $ (7,048) $ 18,846 $ 17,338 $ 40,065
--------------- ------------------ ------------------ ----------
--------------- ------------------ ------------------ ----------
Pro forma net income (loss) per share..... $ (.79) $ 2.04 $ 1.94 $ 4.28
--------------- ------------------ ------------------ ----------
--------------- ------------------ ------------------ ----------
</TABLE>
See accompanying notes to condensed consolidated financial statements.
3
<PAGE>
BENJAMIN MOORE & CO. and Subsidiaries
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in Thousands Except Share Amounts)
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
1997 1996
--------------- ------------
(UNAUDITED) (a)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents...................................... $ 33,679 $ 11,365
--------------- ------------
Accounts and notes receivable--net............................. 129,234 110,855
--------------- ------------
Inventories:
Finished goods................................................. 52,966 40,988
Raw materials and supplies..................................... 25,486 27,964
--------------- ------------
78,452 68,952
--------------- ------------
Other current assets........................................... 22,970 26,382
--------------- ------------
Total current assets......................................... 264,335 217,554
Property--net (See Note 5)....................................... 88,934 80,169
Other non-current assets......................................... 32,893 32,659
--------------- ------------
Total assets............................................... $ 386,162 $ 330,382
--------------- ------------
--------------- ------------
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Short-term debt and current portion of
long-term obligations........................................ $ 16,012 $ 29,545
Accounts payable............................................... 34,171 23,910
Accrued expenses and other current liabilities................. 60,506 27,700
--------------- ------------
Total current liabilities.................................... 110,689 81,155
--------------- ------------
Pension and other related benefit liabilities.................... 21,761 6,377
--------------- ------------
Deferred income taxes............................................ 1,028 2,873
--------------- ------------
Other long-term liabilities...................................... 6,778 3,239
--------------- ------------
Minority shareholders' interest in net
assets of subsidiaries......................................... 5,356 3,805
--------------- ------------
Shareholders' equity:
Preferred stock, $10 par value--authorized
500,000 shares; issued--none
Common stock, $10 par value -authorized
40,000,000 shares; issued 13,164,312 shares.................. 131,643 131,643
Additional paid-in capital..................................... 32,489 31,580
Retained earnings.............................................. 229,602 217,244
Accumulated currency translation adjustment.................... (3,197) (3,270)
Cost of treasury stock; 4,230,708 shares at
September 30, 1997, and 4,130,727 shares at
December 31, 1996............................................ (137,608) (129,247)
Employees' stock ownership and stock purchase
plan notes................................................... (12,379) (15,017)
--------------- ------------
Shareholders' equity--net.................................. 240,550 232,933
--------------- ------------
Total liabilities and shareholders' equity................... $ 386,162 $ 330,382
--------------- ------------
--------------- ------------
</TABLE>
(a) The condensed balance sheet at December 31, 1996 is derived from the
audited financial statements of that date.
See accompanying notes to condensed consolidated financial statements.
4
<PAGE>
BENJAMIN MOORE & CO. and Subsidiaries
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in Thousands)
<TABLE>
<CAPTION>
NINE MONTHS ENDED
SEPTEMBER 30,
---------------------------
<S> <C> <C>
1997 1996
-------------- -----------
(UNAUDITED) (UNAUDITED)
Cash flows from operating activities:
Net income..................................................................... $ 23,669 $ 38,533
Adjustments to reconcile net income to net
cash provided by operating activities:
Restructuring charge....................................................... 33,388
Cumulative effect of change in accounting principle........................ (6,331)
Depreciation and amortization.............................................. 5,970 9,254
Write-off of goodwill, intangibles and other assets........................ 4,364
Deferred income taxes...................................................... (6,152) 44
Minority interest in net income (loss) of subsidiaries..................... 165 (299)
Other...................................................................... 460 212
Change in assets and liabilities, net of effects of acquisition:
Increase in accounts and notes receivable................................ (12,478) (49,411)
(Increase) decrease in inventories....................................... (2,811) 5,896
Decrease (increase) in prepaid expenses.................................. 3,647 (249)
Decrease (increase) in notes receivable due after
one year............................................................... 6,690 (33)
Other, net............................................................... 18,169 16,221
------- -------
Net cash provided by operating activities.............................. 68,750 20,168
------- -------
Cash flows from investing activities:
Payments for purchase of property, plant and
equipment and acquisitions................................................... (17,228) (8,160)
Net increase in short-term investments......................................... (6)
Other.......................................................................... 180 (614)
--------- --------
Net cash used in investing activities.................................. (17,048) (8,780)
--------- --------
Cash flows from financing activities:
Net (repayments)/proceeds from short-term debt................................. (13,019) 10,261
Payment of dividends........................................................... (10,992) (10,922)
Purchase of treasury stock..................................................... (8,416) (19,721)
Sale of treasury stock......................................................... 66
Other.......................................................................... 2,999 2,239
------- -------
Net cash used in financing activities.................................. (29,362) (18,143)
------- -------
Effect of exchange rate changes on cash.......................................... (26) 16
------- -------
Net increase (decrease) in cash and cash equivalents............................. 22,314 (6,739)
Cash and cash equivalents at beginning of period................................. 11,365 11,232
------- -------
Cash and cash equivalents at end of period....................................... $33,679 $ 4,493
------- -------
------- -------
Supplemental disclosures of cash flow information:
Interest paid.................................................................... $ 2,366 $ 2,595
Income taxes paid................................................................ $23,391 $ 20,139
</TABLE>
See accompanying notes to condensed consolidated financial statements.
5
<PAGE>
BENJAMIN MOORE & CO. and Subsidiaries
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. In the opinion of the Company, the accompanying unaudited condensed
consolidated financial statements contain all adjustments (consisting
only of normal recurring accruals) necessary for a fair presentation of
financial position as of September 30, 1997 and December 31, 1996, and the
results of operations for the three and nine month periods ended
September 30, 1997 and 1996, and cash flows for the nine months ended
September 30, 1997 and 1996. These condensed financial statements should be
read in conjunction with the financial statements and notes thereto included
in the Company's Annual Report on Form 10-K for the year ended December 31,
1996.
2. Certain information included in this report is forward looking and involves
risks and uncertainties, including general economic and competitive
conditions that could significantly impact expected results.
3. The results of operations for the three and nine month periods ended
September 30, 1997 and 1996 are not necessarily indicative of operations
for the entire year.
4. In June 1997, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards (SFAS) No. 131, Disclosures about Segments
of an Enterprise and Related Information, which will be effective for the
Company beginning January 1, 1998. SFAS No. 131 redefines how operating
segments are determined and requires expanded quantitative and qualitative
disclosures relating to a company's operating segments. The Company has not
yet completed its determination of how this Statement will affect its
reporting.
5. During the third quarter of 1997, the Company changed the method of computing
depreciation on its fixed assets from the accelerated methods used in
previous periods to the straight-line method. The change was made because
the straight-line method better matches the depreciation costs of the assets
to the revenue produced by them. This change would make the Company's
depreciation policy more comparable to the policies used within its industry.
The retroactive application of the new method resulted in a cumulative effect
of $6,331 (net of $4,234 in income taxes) which is included in the income for
the nine months ended September 30, 1997. The effect of the change on the
three months ended September 30, 1997, was to increase net income by $510
($.06 per share); the effect of the change on nine months ended
September 30, 1997, was to increase income before cumulative effect of a
change in accounting principle by $1,532 ($.18 per share) and net income by
$7,863 ($.88 per share). The pro-forma amounts reflect the effect of
retroactive application on depreciation and the related income taxes. In
conjunction with this change, the Company also changed estimated useful
lives of certain of its assets to more appropriately reflect the period of
time over which such assets are expected to generate revenues.
6
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BENJAMIN MOORE & CO. and Subsidiaries
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
The effect of the change on the first and second quarters of 1997 is as
follows:
<TABLE>
<CAPTION>
THREE MONTHS ENDED THREE MONTHS ENDED
MARCH 31, 1997 JUNE 30, 1997
------------------- -------------
<S> <C> <C>
Net income originally reported................................................ $ 5,142 $ 19,244
Effect of change in method.................................................... 516 506
------------------- -------------
Income before cumulative effect............................................... 5,658 19,750
Cumulative effect of change
(to December 31, 1996)..................................................... 6,331
------------------- -------------
Net income restated........................................................... $ 11,989 $ 19,750
------------------- -------------
------------------- -------------
Amounts Per Share
- -----------------
Net income originally reported................................................ $ .57 $ 2.14
Effect of change in method.................................................... .06 .06
------------------- -------------
Income before cumulative effect............................................... .63 $ 2.20
Cumulative effect of change (to December 31, 1996)............................ .70
------------------- -------------
Net income restated........................................................... $ 1.33 $ 2.20
------------------- -------------
------------------- -------------
</TABLE>
6. During the quarter, the board of directors approved and implemented a
strategic restructuring program designed to improve operating efficiency and
industry competitiveness. This plan resulted in the Company recording a
pre-tax charge of $33,388 including employee separation costs of $29,683 and
asset impairments and other charges of $3,705. The Company streamlined its
operations by reducing its workforce, consolidating certain manufacturing
facilities and disposing of excess equipment. Activities associated with the
restructuring plan included two voluntary early retirement programs, the
cessation of manufacturing operations at three production facilities and a
reduction in excessive plant management at all remaining plants. These
programs when combined with severance for staff reductions affected over
275 employees. Plant closure costs consist of the write-down of property,
plant and equipment, decommissioning and maintenance costs.
The Company expects 70% of all separations to be completed at the end of
1997 with the majority of the remaining separations to be completed during
1998. The restructuring charge reduced net income for the quarter and nine
months ended September 30, 1997 by $20,033 or $2.23 per share.
7
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
- -------------------------------------------------------------------------------
(Dollars in thousands, except per share amounts)
OPERATING RESULTS
- -----------------
Net Sales of $196,302 in the third quarter of 1997, exceeded those of the
comparable period in 1996 by $15,646, or 8.7%. For the nine months ended
September 30, 1997, Net Sales were $520,316, an increase of 7.4% or $35,805
over the similar period in 1996. Excluding the effect of an acquired retail
operation in July of 1997, Net Sales increased by 4.3% and 5.8% for the three
and nine month periods as compared to a year ago.
Trade sales coatings in the United States increased by 9.3% in the third
quarter compared to 1996. Excluding the effect of an acquired retail
operation in July of 1997, U.S. net trade sales increased 3.8% for the
quarter versus last year. Net trade sales in Canada were flat compared to the
three month period a year ago. Production finishes coating sales, which
amount to less than 10% of total sales, declined slightly in the third
quarter compared to 1996.
Gross margin improved from 49.7% in 1996 to 51.7% in 1997 during the
third quarter, and from 48.6% to 51.2% for the first nine months over the
comparable periods last year. The increases were primarily the result of
efficiencies in purchasing and manufacturing, as well as a better sales mix.
During the third quarter of 1997, the Company changed its method of
computing depreciation on its fixed assets from an accelerated method to the
straight line method effective the beginning of 1997; see note 5. The change
was made to better match the depreciation costs of the assets to the revenue
produced by them. The gross margin effect for the third quarter and the nine
month period was an increase in margin of $423 and $1,268, respectively. The
change in depreciation method also reduced selling, general and
administrative expenses by $403 and $1,210 for the three and nine month
period, respectively.
8
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
- -------------------------------------------------------------------------------
(Dollars in thousands, except per share amounts)
Selling, general and administrative expenses increased significantly in
the third quarter which was primarily the result of the following factors.
The Company sold approximately $13.2 million of dealer notes to a bank and
recorded additional bad debt expense relating to recourse provisions
contained in the agreement. The Company also recorded additional reserves for
certain trade accounts and notes as a result of adverse developments with
certain customers and tightened credit policies during 1997. Approximately
$4.4 million of impairment write-downs were recorded relating to identifiable
assets, intangibles and goodwill associated with the Company's investment in
Benjamin Moore Pacific Limited, smaller domestic acquisitions and, to a
lesser extent, deferred software/systems costs. With respect to the
write-downs of the identifiable intangibles and goodwill, such assessments
were made on the basis of recent projections of undiscounted future cash
flows from operations. Also in the third quarter, the Company recorded a
charge of approximately $3.7 million as a result of scrapping certain
obsolete advertising materials associated with SKU reductions and the
discontinuation of certain products in 1997. Other significant increases to
selling, general and administrative expenses reflect costs associated with
higher sales volume, and increased advertising and promotion expenses,
principally related to the national introduction of certain new products.
During the third quarter of 1997, the Company recorded a pre-tax charge
of approximately $33,388, including employee separation costs of $29,683,
asset impairments of $1,975 and other costs of $1,730. This charge results
from the Company's announced plan to streamline its operations by reducing
its workforce, consolidating certain manufacturing facilities and disposing
of excess equipment. This plan is expected to improve the Company's
production operations through consolidation of its manufacturing processes
into those paint production facilities which are most cost effective. In
connection with this plan, the Company is closing three of its domestic
9
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
- -------------------------------------------------------------------------------
(Dollars in thousands, except per share amounts)
production facilities and has offered severance programs to affected
employees. In addition, two Company-wide voluntary early retirement programs
have been offered to all eligible employees. In total, more than 275
employees have either accepted the early retirement or will receive severance
benefits as a result of the plant closings and the consolidation of certain
functions. The costs of these programs, combined with the cost of other
severance arrangements for employees not eligible to retire, and certain
one-time costs relating to pension and medical plan enhancements and
curtailment charges for these employees have been reflected in the
restructuring charge as employee separation costs. Finally, asset impairments
and other costs of $3,705 included in the restructuring charge, consist of
the write-down of property, plant and equipment, estimated decommissioning
and maintenance costs of the scheduled closed facilities. As a result of the
above mentioned restructuring, the Company expects to realize significant
future cost savings.
The decrease in other expense, net reflects lower interest expense on
reduced bank borrowings in the United States and Canada. At September 30,
1997 there were no bank borrowings in the U.S and Canadian operations.
As a result of the foregoing, the Company incurred a net loss for the
quarter of ($7,048) and net income of $23,669 for the nine months ended
September 30, 1997 compared to net income of $18,336 and $38,533 for the
comparable periods last year. Included in net income for the quarter and the
nine months is the 1997 effect and related cumulative effect of the change
from an accelerated depreciation method to the straight line method as
discussed earlier and in Note 5.
Earnings per share were ($.79) for the third quarter, a decrease of $2.78
compared to the comparable period last year. Earnings per share for the nine
months ended September 30, 1997
10
<PAGE>
before and after the cumulative effect of the change in depreciation method
were $1.94 and $2.64, respectively, a decrease of $2.18 and $1.48,
respectively from the same period in 1996. Excluding the third quarter
restructuring charge earnings per share for the quarter and nine months
period ended September 30, 1997 were $1.45 and $4.87, respectively.
FINANCIAL POSITION AND LIQUIDITY
- --------------------------------
Net cash flows provided by operating activities for the nine months ended
September 30, 1997 were $68.8 million, $48.6 million more than in 1996. Cash
flow from operations serves as a continued primary source of financing the
Company's capital needs and growth. Elements effecting stronger cash flow
include higher cash collections from dealers as a result of the Company
tightening its credit policies in 1997, as well as the sale of approximately
$13.2 million of dealer notes to a bank in the third quarter.
Capital expenditures declined during the first nine months of 1997 as
compared to the similar period in 1996. The Company completed its acquisition
of a retail operation in the third quarter which is reflected in cash flows
from investing activities in 1997.
Cash flows relating to financing activities for the nine months ended
September 30, 1997 were principally used for the payment of dividends, the
purchase of treasury stock and repayment of short-term debt. The decrease in
the purchase of treasury stock as compared to last year is attributable to
the Company purchasing stock in 1996 to satisfy estate tax payments
pertaining to the death of a major shareholder. It should be noted that the
acquisition of stock by the Company does not represent a formal repurchase
program, but is transacted to provide funds for estate tax liabilities and
other specific purposes. There were no facility or line of credit borrowings
by the U.S. and Canadian operations at September 30, 1997. The New Zealand
subsidiary will
11
<PAGE>
continue to use their respective credit facilities for operating funds
throughout the remainder of this year.
Working Capital increased to $153.6 million as of September 30, 1997.
Excluding the current portion of the one-time restructuring charge, the
current ratio for the nine months ended 1997 increased to 2.6:1 from 2.2:1
for the comparable period last year. Cash and cash equivalents were $33.7
million at September 30, 1997, compared to $11.4 million at December 31,
1996. The increases in cash and the current ratio, excluding the third
quarter restructuring charge, reflect the Company's continued commitment to
strengthen its balance sheet and cash position.
12
<PAGE>
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
- ----------------------------------------
(a) The following is an index of the exhibits included in this Form 10-Q:
Exhibit 18 Letter re: Change in Accounting Principles
Exhibit 27 Financial Data Schedule
(b) Reports on Form 8-K--There were no reports on Form 8-K filed for the
nine months ended September 30, 1997.
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.
Benjamin Moore & Co.
-------------------------------------
(Registrant)
Date November 10, 1997 /s/ Yvan Dupuy
-------------------------------------
Yvan Dupuy
President and Chief Operating Officer
Date November 10, 1997 /s/ Richard Roob
-------------------------------------
Richard Roob
Chairman of the Board, Chief
Executive Officer & Acting
Chief Financial Officer
<PAGE>
Exhibit 18
Benjamin Moore & Co.
Letter re: Change in Accounting Principles
For the Nine Months Ended September 30, 1997
November 11, 1997
Benjamin Moore & Co.
51 Chestnut Ridge Road
Montvale, New Jersey 07645
Dear Sirs:
At your request, we have read the description included in your Quarterly
Report on Form 10-Q to the Securities and Exchange Commission for the quarter
ended September 30, 1997, of the facts relating to the change from
accelerated depreciation methods to the straight-line method of depreciation.
We believe, on the basis of the facts so set forth and other information
furnished to us by appropriate officials of the Company, that the accounting
change described in your Form 10-Q is to an alternative accounting principle
that is preferable under the circumstances.
We have not audited any consolidated financial statements of Benjamin
Moore & Co. and its consolidated subsidiaries as of any date or for any
period subsequent to December 31, 1996. Therefore, we are unable to express,
and we do not express, an opinion on the facts set forth in the
above-mentioned Form 10-Q, on the related information furnished to us by
officials of the Company, or on the financial position, results of
operations, or cash flows of Benjamin Moore & Co. and its consolidated
subsidiaries as of any date or for any period subsequent to December 31, 1996.
YOURS TRULY,
DELOITTE & TOUCHE LLP
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION FOR THE NINE MONTHS ENDED
SEPTEMBER 30, 1997 EXTRACTED FROM THE CONDENSED CONSOLIDATED STATEMENT OF
INCOME, CONDENSED CONSOLIDATED BALANCE SHEET, CONDENSED CONSOLIDATED STATEMENT
OF CASH FLOWS AND THE NOTES THERETO AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 33,679
<SECURITIES> 0
<RECEIVABLES> 148,580
<ALLOWANCES> (19,346)
<INVENTORY> 78,452
<CURRENT-ASSETS> 264,335
<PP&E> 188,017
<DEPRECIATION> (99,083)
<TOTAL-ASSETS> 386,162
<CURRENT-LIABILITIES> 110,689
<BONDS> 3,454
0
0
<COMMON> 131,643
<OTHER-SE> 108,907
<TOTAL-LIABILITY-AND-EQUITY> 386,162
<SALES> 520,316
<TOTAL-REVENUES> 520,316
<CGS> 253,760
<TOTAL-COSTS> 487,328
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 15,371
<INTEREST-EXPENSE> 2,179
<INCOME-PRETAX> 32,988
<INCOME-TAX> 15,485
<INCOME-CONTINUING> 17,338
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 6,331
<NET-INCOME> 23,669
<EPS-PRIMARY> 2.64
<EPS-DILUTED> 2.64
</TABLE>