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 THE QUARTER ENDED SEPTEMBER 30, 1995
Commission file number 1-3433
THE DOW CHEMICAL COMPANY
(Exact name of registrant as specified in its charter)
Delaware 38-1285128
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
2030 DOW CENTER, MIDLAND, MICHIGAN 48674
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 517-636-1000
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
Outstanding at
Class September 30, 1995
Common Stock, $2.50 par value 261,784,373 shares
THE DOW CHEMICAL COMPANY
Table of Contents
Page
Part I - Financial Information
Item 1. Financial Statements
Consolidated Statements of Income
Consolidated Balance Sheets
Consolidated Statements of Cash Flows
Commitments and Contingent Liabilities
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Third Quarter Earnings Announcement
Acquisitions and Divestitures
Changes in Financial Condition
Results of Operations
Third Quarter 1995 vs Third Quarter 1994
First Nine Months 1995 vs First Nine Months 1994
Part II - Other Information
Item 1. Legal Proceedings
Item 6. Exhibits and Reports on Form 8-K
Signature
Exhibit 27
<TABLE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
The Dow Chemical Company and Subsidiaries
Consolidated Statements of Income
<CAPTION>
Three Months Ended Nine Months Ended
Sept. 30, Sept. 30, Sept. 30, Sept. 30,
In millions, except for share amounts (Unaudited) 1995 1994 1995 1994
<S> <C> <C> <C> <C> <C>
Net Sales $4,884 $4,216 $15,606 $12,130
Operating Costs and ExpenseCost of sales 3,213 3,057 10,110 8,770
Insurance and finance company
operations, pretax income (13) (5) (35) (46)
Research and development expenses 203 202 609 588
Promotion and advertising expenses 87 102 313 310
Selling and administrative expenses 439 417 1,352 1,176
Amortization of intangibles 9 10 29 30
Total operating costs and expenses 3,938 3,783 12,378 10,828
Operating Income 946 433 3,228 1,302
Other Income (Expense) Equity in earnings of 20%-50%
owned companies (Note B) 14 25 54 83
Interest expense (127) (73) (326) (281)
Interest income and foreign exchange 120 29 193 69
Net loss on investments (Note B) 0 0 (330) 0
Sundry 2 40 16 73
Total other income (expense) 9 21 (393) (56)
Income before Provision for Taxes on Income and Minority Interests 955 454 2,835 1,246
Provision for Taxes on Income 358 183 1192 489
Minority Interests' Share in Income 24 32 169 168
Preferred Stock Dividends 2 2 5 5
Income from Continuing Operations $571 $237 $1,469 $584
Discontinued Operations Income from pharmaceutical business, net
(Note C): of taxes on income 0 51 18 125
Gain on sale of pharmaceutical business,
net of taxes on income 0 0 169 0
Net Income Available for Common Stockholders $571 $288 $1,656 $709
Average Common Shares Outstanding 265.8 276.4 272.1 275.7
Earnings per Common Share from Continuing Operations $2.15 $0.86 $5.41 $2.12
Earnings per Common Share $2.15 $1.04 $6.09 $2.57
Common Stock Dividends Declared per Share $0.75 $0.65 $2.15 $1.95
Depreciation $335 $329 $1,003 $943
Capital Expenditures (Note D) $299 $285 $1,077 $808
Note A: The unaudited interim financial statements reflect all adjustments
(consisting of normal recurring accruals) which, in the opinion of
management, are considered necessary for a fair presentation of
the results for the periods covered. Certain reclassifications of
prior year amounts have been made to conform to current year
presentation. These statements should be read in conjunction
with the financial statements and notes thereto included in the
Company's Form 10-K for the year ended December 31, 1994.
Note B: On May 15, 1995, Dow Corning Corporation announced that it
had filed for protection under Chapter 11 of the United States
Bankruptcy Code with the United States Bankruptcy Court in
Bay City, Michigan. The Company is a 50 percent shareholder
i
SIGNATURE
Pursuant to the requirements of the Securities
Exchange Act of1934, the registrant has duly
caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
THE DOW CHEMICAL COMPANY
Registrant
Date: November 13, 1995
Roger L. Kesseler
Roger L. Kesseler
Vice President & Controller
(Chief Accounting Officer)
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-30-1995
<CASH> 4,105
<SECURITIES> 533
<RECEIVABLES> 2,988
<ALLOWANCES> 51
<INVENTORY> 2,674
<CURRENT-ASSETS> 12,149
<PP&E> 23,118
<DEPRECIATION> 14,907
<TOTAL-ASSETS> 24,940
<CURRENT-LIABILITIES> 6,078
<BONDS> 5,026
<COMMON> 818
131
0
<OTHER-SE> 6,927
<TOTAL-LIABILITY-AND-EQUITY> 24,940
<SALES> 15,606
<TOTAL-REVENUES> 15,606
<CGS> 10,110
<TOTAL-COSTS> 12,378
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 4
<INTEREST-EXPENSE> (326)
<INCOME-PRETAX> 2,835
<INCOME-TAX> 1,192
<INCOME-CONTINUING> 1,469
<DISCONTINUED> 187
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,656
<EPS-PRIMARY> 6.09
<EPS-DILUTED> 6.09
</TABLE>