<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________________________
FORM 10-Q
Quarterly Report Under Section 13 or 15 (d)
of the Securities Exchange Act of 1934
__________________________________
For Quarter Ended March 31, 1994 Commission File Number 0-325
-------------- -----
THE DURIRON COMPANY, INC.
-------------------------
(Exact name of Registrant as specified in its charter)
New York
--------
(State or other jurisdiction of incorporation or organization)
31-0267900
----------
(I.R.S. Employer Identification Number)
3100 Research Boulevard, Dayton, Ohio 45420
------------------------------------- -----
(Address of principal executive offices) (Zip Code)
(Registrant's telephone number, including area code) (513) 476-6100
--------------
No Change
---------
(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
--- ---
Shares of Common Stock, $1.25 par value, outstanding as of March 31,
1994..........18,968,600
<PAGE> 2
PART I: Financial Information
<PAGE> 3
THE DURIRON COMPANY, INC.
Consolidated Statement of Operations
Three Months Ended March 31, 1994 and 1993
(dollars in thousands except per share data)
<TABLE>
<CAPTION>
1994 1993
--------- --------
<S> <C> <C>
Revenues:
Net sales $ 77,958 $ 74,363
Costs and expenses:
Cost of sales 48,546 47,318
Selling and administrative 19,797 19,368
Research, engineering and development 2,351 2,207
Interest 891 972
Other, net 308 (58)
--------- --------
71,893 69,807
Earnings before income taxes 6,065 4,556
Provision for income taxes 2,300 1,685
--------- --------
Earnings before cumulative effect of a change
in accounting principle 3,765 2,871
Cumulative effect of change in method of accounting
for postemployment benefits -
net of tax of $231 - $.02 per share -- (385)
--------- --------
Net earnings 3,765 2,486
========= =========
Earnings per share before cumulative effect of
a change in accounting principle $ 0.20 $ 0.15
========= =========
Earnings per share $ 0.20 $ 0.13
========= =========
(See accompanying notes)
</TABLE>
<PAGE> 4
<TABLE>
THE DURIRON COMPANY, INC.
Consolidated Balance Sheet
(dollars in thousands except per share data)
<CAPTION>
March 31, December 31,
ASSETS 1994 1993
---------- ----------
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 15,420 $ 22,640
Accounts receivable 59,076 57,196
Inventories 58,653 55,000
Prepaid expenses 6,913 4,449
---------- ----------
Total current assets 140,062 139,285
Property, plant and equipment, at cost 172,042 164,824
Less accumulated depreciation and amortization 94,961 91,047
---------- ----------
Net property, plant and equipment 77,081 73,777
Intangibles and other assets 40,647 34,878
---------- ----------
Total assets $ 257,790 $ 247,940
========== ==========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 18,553 $ 14,138
Notes payable 1,776 339
Income taxes 4,085 2,676
Accrued liabilities 21,732 22,734
Long-term debt due within one year 5,175 5,662
---------- ----------
Total current liabilities 51,321 45,549
Long-term debt due after one year 36,458 34,925
Postretirement benefits and other deferred items 40,364 39,895
Shareholders' equity:
Serial preferred stock, $1.00 par value,
no shares issued -- --
Common stock, $1.25 par value, 18,968,600
shares issued (18,952,883 in 1993) 23,706 15,794
Capital in excess of par value 3,604 11,433
Retained earnings 104,374 102,600
---------- ----------
131,684 129,827
---------- ----------
Foreign currency and other equity
adjustments (2,037) (2,256)
---------- ----------
Total shareholders' equity 129,647 127,571
---------- ----------
Total liabilities and shareholders' equity $ 257,790 $ 247,940
========== ==========
(See accompanying notes)
</TABLE>
<PAGE> 5
<TABLE>
THE DURIRON COMPANY, INC.
Consolidated Statement of Cash Flows
Three Months Ended March 31, 1994 and 1993
(dollars in thousands)
<CAPTION>
1994 1993
---------- ---------
<S> <C> <C>
Increase (decrease) in cash and cash equivalents:
Operating activities:
Earnings before cumulative effect of a change in
accounting principle $ 3,765 $ 2,871
Cumulative effect of change in method of accounting
for postretirement benefits -- (385)
---------- ---------
Net earnings 3,765 2,486
Adjustments to reconcile net earnings to
net cash provided by operating activities:
Depreciation and amortization 3,310 3,312
Loss on the sale of fixed assets (39) 55
Change in assets and liabilities net of
effects of acquisitions and divestitures:
Accounts receivable (525) 887
Inventories (1,303) (731)
Prepaid expenses (2,424) (1,779)
Accounts payable and accrued liabilities 1,308 (1,266)
Income taxes 1,228 46
Postretirement benefits and other deferred items 296 3,831
---------- ---------
Net cash flows from operating activities 5,616 6,841
Investing activities:
Capital expenditures (2,662) (2,430)
Payment for acquisition, net of cash acquired (7,357) --
Other (835) (517)
---------- ---------
Net cash flows from investing activities (10,854) (2,947)
Financing activities:
Net repayments under lines-of-credit 192 (746)
Payments on long-term debt (674) (879)
Proceeds from issuance of common stock 284 223
Dividends paid (1,991) (1,891)
---------- ---------
Net cash flows from financing activities (2,189) (3,293)
Effect of exchange rate changes 207 (69)
---------- ---------
Net increase in cash and cash equivalents (7,220) 532
Cash and cash equivalents at begining of year (22,640) 17,342
---------- ---------
Cash and cash equivalents at end of period $ 15,420 $ 17,874
========== =========
Supplemental disclosures of
cash flow information:
Cash paid during year for:
Interest $ 308 $ 153
Income taxes $ 1,441 $ 1,652
(See accompanying notes)
</TABLE>
<PAGE> 6
THE DURIRON COMPANY, INC.
Notes to Consolidated Financial Statements
(dollars presented in tables in thousands except per share data)
1. Inventories.
<TABLE>
The amount of inventories and the method of determining costs for the
quarter ended March 31, 1994 and the year ended December 31, 1993 were
as follows:
<CAPTION>
Domestic Foreign
inventories inventories Total
(LIFO) (FIFO) inventories
-----------------------------------------------------
<S> <C> <C> <C>
March 31, 1994
Raw materials $ 239 $ 1,321 $ 1,560
Work in process and finished goods 35,681 21,412 57,093
------------ ----------- ------------
$ 35,920 $ 22,733 $ 58,653
============ =========== ============
December 31, 1993
Raw materials $ 303 $ 695 $ 998
Work in process and finished goods 35,328 18,674 54,002
------------ ----------- ------------
$ 35,631 $ 19,369 $ 55,000
============ =========== ============
</TABLE>
LIFO inventories at current cost are $26,396,000 and $26,341,000 higher than
reported at March 31, 1994 and December 31, 1993, respectively. During 1993
certain inventory quantities were reduced which resulted in a liquidation of
LIFO inventory quantities carried at lower costs prevailing in prior years.
The effect was to increase net earnings for the year by $2,792,000.
2. Shareholders' equity. There are authorized 30,000,000 shares of $1.25 par
value common stock and 1,000,000 shares of $1.00 par value preferred stock.
Changes in the three months ended March 31, 1993 and 1994 were as follows:
<TABLE>
<CAPTION>
Capital in Total
Common excess of Retained Equity shareholders'
stock par value earnings adjustments equity
--------- --------- ---------- ----------- -------------
<S> <C> <C> <C> <C> <C>
Balance at December 31, 1992 $ 15,745 $ 10,994 $ 94,066 $ (678) $ 120,127
Net earnings 2,871 2,871
Cash dividends (1,891) (1,891)
Net shares issued (14,495) under stock plans 18 164 182
Treasury stock 41 41
Foreign currency translation adjustment (329) (329)
--------- --------- ---------- ----------- -------------
Balance at March 31, 1993 $ 15,763 $ 11,158 $ 95,046 $ (966) $ 121,001
========= ========= ========== =========== =============
Balance at December 31, 1993 $ 15,794 $ 11,433 $ 102,600 $ (2,256) $ 127,571
Net earnings 3,765 3,765
Cash dividends (1,991) (1,991)
Shares issued for three-for-two stock split 7,897 (7,897) 0
Net shares issued (12,206) under stock plans 15 68 45 128
Foreign currency translation adjustment 174 174
--------- --------- ---------- ----------- -------------
Balance at March 31, 1994 $ 23,706 $ 3,604 $ 104,374 $ (2,037) $ 129,647
========= ========= ========== =========== =============
</TABLE>
<PAGE> 7
The Board of Directors at a regular meeting on February 10, 1994 authorized a
distribution of shares of common stock of the Company on March 25, 1994,
which resulted in a three-for-two stock split effected in the form of a stock
dividend for shareholders of record at the close of business on February 25,
1994. No fractional shares were issued in connection with the share
distribution. Shareholders otherwise entitled to a fractional share interest
received cash in lieu of issuing fractional shares.
Net earnings per share and dividends per share have been adjusted to reflect
retroactively the share distribution which had the effect of a three-for-two
stock split on March 25, 1994.
As of March 31, 1994, 1,384,000 shares of common stock were reserved for
exercise of stock options and grants of restricted shares.
3. Dividends.
Dividends paid during the quarters ended March 31, 1994 and 1993 were based
on 18,967,093 and 18,911,142, respectively, common shares outstanding on the
applicable dates of record.
4. Earnings per share.
Earnings per share for the quarters ended March 31, 1994 and 1993 were based
on average common shares and common share equivalents outstanding of
19,160,501 and 19,084,251, respectively.
5. Earnings restatement.
The 1993 first quarter results have been restated to reflect early compliance
with SFAS No. 112, "Employers Accounting for Postemployment Benefits."
Compliance with the principles established in this standard resulted in a
pretax $.6 million, or $.02 per share, cumulative loss on a change in
accounting principle, which represents the accumulated postemployment
benefit obligation as of January 1, 1993.
6. Contingencies.
The Company has received notification alleging potential involvement at six
former public waste disposal sites which may be subject to remediation. The
sites are in various stages of evaluation by federal and state environmental
authorities. The projected cost of remediating these sites, as well as the
Company's alleged "share" allocation, is uncertain and speculative until all
studies have been completed and the parties have either negotiated an
amicable resolution or the matter has been judicially resolved. At each
site, there are many other parties who have similarly been identified, and
the identification and location of additional parties is continuing under
applicable federal or state law. Based on the Company's preliminary
information about the waste disposal practices at these sites and the
environmental regulatory process in general, the Company believes that it is
likely that ultimate remediation liability costs of each site will be
apportioned among all liable parties, including site owners and waste
transporters, according to the volumes and/or toxicity of the wastes shown to
have been disposed of at the sites.
The Company also owns and formerly operated a captive spent foundry sand
disposal site near its Dayton foundry. Pursuant to a consent decree with the
State of Ohio, an independent consultant was selected by the State and
engaged to determine the extent of environmental contamination at the site.
The consultant has completed its investigation and submitted its report to
the State which concludes, in general, that no environmental contamination
attributable to the Company was found at this site. The Company has not
received response from the State to this report and cannot predict what that
response, if any, will be.
<PAGE> 8
The Company is also a defendant in a number of products liability lawsuits
which are insured, subject to applicable deductibles. The Company has fully
accrued for each such lawsuit the cost of the loss reserve within the
applicable deductible established by the insurer. The Company has
additionally accrued a limited general reserve against possible increases in
the Company's liability exposure if further adverse facts develop during the
lawsuits. Given the inherent volatility and uncertainty of any products
liability litigation, there is a possibility of further increases in the
costs of resolving these claims, although the Company has no current reason
to believe that any such increase is probable or quantifiable.
Although none of the aforementioned gives rise to any additional liability
that can now be reasonably estimated, it is possible that the Company could
incur additional costs in the range of $50,000 to $500,000 over the upcoming
five years to fully resolve these matters. The Company accrued the minimum
end of this range in 1993. In determining this estimated range of contingent
liability, the Company has not discounted to present value nor offset any
possible insurance recoveries against such range. The Company will continue
to evaluate these contingent loss exposures and, if they develop, recognize
expense as soon as such losses can be reasonably estimated.
_____________________________________________
The financial information contained in this report is unaudited, but, in the
opinion of the Company, all adjustments (consisting of normal recurring
accruals) which are necessary for a fair presentation of the operating
results for the period have been made.
<PAGE> 9
Management's Discussion and Analysis
of Financial Condition and Results of Operations
Liquidity and Capital Resources - Three Months Ended March 31, 1994
The Company's capital structure, consisting of long-term debt,
deferred items and shareholders' equity, continues to enable the Company to
finance short-and long-range business objectives. At March 31, 1994, long-term
debt represented 17.7% of the Company's capital structure, compared to 17.3% at
December 31, 1993. Based upon a twelve month rolling average, the interest
coverage ratio of the Company's indebtedness was 7.8 at March 31, 1994,
compared with 7.9 for the twelve months ended December 31, 1993.
Capital spending in 1994 is expected to be approximately $14.0
million, compared with $8.9 million in 1993. The 1993 expenditures were
unusually low as many of the Company's manufacturing and international
expansion programs were completed in 1992. The 1994 expenditures will be
largely devoted to manufacturing equipment for replacement and new product
introductions and improved information systems at Valtek.
The Company's liquidity position is reflected in a current ratio of
2.7 to 1 at March 31, 1994. This compares to 3.1 to 1 at December 31, 1993.
Cash and cash equivalents decreased to $15.4 million from $22.6 million at
December 31, 1994. The reduction in the Company's cash balance reflects the
purchase of the valve actuator business of Mecair SpA in Milan, Italy on
January 5, 1994. At March 31, 1994, the Company had available $8.2 million of
lines of credit and $13.4 million under revolving credit agreements, and
believes that available cash and these lines of credit arrangements will be
adequate to fund operating cash needs through the coming year.
In May 1994, the Company purchased Sereg Vannes S.A., a leading
supplier of automatic control valves to the French petroleum, chemical and
power industries which is headquartered in Massy, France. The acquisition has
been temporarily financed through utilization of existing short-term credit
agreements. Sereg Vannes S.A. sales were approximately $19.0 million in 1993.
Results of Operations - Three Months Ended March 31, 1994
Net sales for the three months ended March 31, 1994 were a first
quarter record $78.0 million, compared to net sales of $74.4 million for the
same period in 1993. The increase in sales reflects the acquisition of Mecair
and final shipments on the Valtek Malaysian liquid natural gas project.
Foreign contributions to consolidated net sales were 26.8% and 24.1% for the
three month periods ended March 31, 1994 and 1993, respectively. The increase
in foreign contributions reflects the impact of the Mecair acquisition. For
the three months ended March 31, 1994, the Company's U.S. operations had export
sales of $5.4 million, compared to $5.7 million for the same period in 1993.
As a result, net sales to foreign customers were 33.8% and 31.8% for the first
three months of 1994 and 1993, respectively.
Gross incoming business for the three months ended March 31, 1994 was
$78.2 million. This compares to $73.4 million for the same period in 1993.
The increase in business reflects strong U.S. and Asia-Pacific business
activity and improving business in Canada. However, European business remains
relatively weak. Backlog at December 31, 1993 was $60.5 million, compared with
a backlog of $61.0 million at December 31, 1993. The reduction in backlog
reflects final shipments for the Valtek Malaysian project.
<PAGE> 10
Cost of sales as a percentage of net sales was 62.3% for the three
months ended March 31, 1994. This compares to 63.6% for the same period in
1993. The improvement in cost of sales reflects improved burden absorption due
to higher levels of plant utilization at the Company's core U.S. operations as
well as the continuing positive effects of cost reduction and productivity
improvement programs.
Selling and administrative expenses as a percentage of net sales for
the three months ended March 31, 1994 were 25.4%. This compares to 26.0% for
the same period in 1993. The decrease in expense as a percentage of net sales
is consistent with the Company's plan to leverage expense in 1994. Selling and
administrative expense in dollars increased between periods due to
consolidation of the Mecair expense. Excluding the Mecair expense, selling and
administrative expense was slightly below the comparable period in 1993.
Other expense, net, was $308,000 for the three months ended March 31,
1994. This compares to income of $58,000 for the same period in 1993. The
increase in expense reflects a lower level of foreign currency gains and an
increase in accrued incentive compensation expense compared to the first
quarter of 1993.
The effective tax rate was 37.9% for the three month period ended
March 31, 1994. This compares to 37.0% for the same period in 1993. The
increase in the tax rate reflects the effect of the Revenue Reconciliation Act
of 1993.
Net earnings for the three months ended March 31, 1994 were $3.8
million, or $.20 per share, which compares to 1993 earnings of $2.5 million, or
$.13 per share, after the cumulative effect of a change in method of accounting
for postemployment benefits. The increase in profit resulted from improved
burden absorption and adjustments in the Company's European operations which
resulted in the restoration of profits within those operations. Net earnings
for future quarters of 1994 and thereafter are uncertain and dependent on
general worldwide economic conditions in the Company's major markets and their
strong impact on the level of incoming business activity.
<PAGE> 11
PART II
OTHER INFORMATION
ITEMS 1-5 Not Applicable During Reporting Period
ITEM 6 Exhibits
INDEX TO EXHIBITS
TOPIC LOCATED AT
MANUALLY
NUMBERED PAGE
(4) INSTRUMENTS DEFINING THE RIGHTS OF SECURITY HOLDERS, INCLUDING
INDENTURES:
<TABLE>
<S> <C> <C>
4.1 Loan Agreement dated September 15, 1986 between
The Duriron Company, Inc. and the Metropolitan
Life Insurance Company was filed with the
Commission as Exhibit 4.1 to the Company's
Quarterly Report on Form 10-Q for the quarter
ended September 30, 1986............................... *
4.2 Lease agreement, indenture of mortgage and
deed of trust, and guarantee agreement, all
executed on June 1, 1978 in connection with
9-1/8% Industrial Development Revenue Bonds,
Series A, City of Cookeville, Tennessee................ +
4.3 Lease agreement, indenture of trust, and
guaranty agreement, all executed on June 1,
1978 in connection with 7-3/8% Industrial
Development Revenue Bonds, Series B, City of
Cookeville, Tennessee.................................. +
</TABLE>
<PAGE> 12
TOPIC LOCATED AT
MANUALLY
NUMBERED PAGE
<TABLE>
<S> <C> <C>
4.4 Lease agreement, indenture of mortgage and
agreement, lessee guaranty agreement, and
letter of representation and indemnity
agreement, all dated as of December 1, 1983
and executed in connection with the Industrial
Development Revenue Bonds (1983 The Duriron
Company, Inc. Project), Erie Company,
New York Industrial Development Agency
were filed with the Commission as Exhibit
4.4 to the Company's Report on Form 10-K
for the year ended December 31, 1983................. *
4.5 Form of Rights Agreement dated as of August 1,
1986 between The Duriron Company, Inc. and Bank
One, Indianapolis, National Association, as
Rights Agent was filed as an Exhibit to the
Company's Form 8-A dated August 13, 1986............. *
4.6 Credit Agreement, dated as of March 19, 1987,
between The Duriron Company, Inc. and The Chase
Manhattan Bank, N.A., including the form of
Promissory Note delivered in connection
therewith, was filed with the Commission as
Exhibit 6 to the Company's Current Report on
Form 8-K dated April 6, 1987......................... *
4.7 Loan Agreement, dated as of March 19, 1987,
between The Duriron Company, Inc. and
Metropolitan Life Insurance Company, including
the form of Promissory Note delivered in
connection therewith, was filed with the
Commission as Exhibit 7 to the Company's
Current Report on Form 8-K dated April 6, 1987....... *
4.8 The Credit Agreement between The Duriron
Company, Inc. and Bank One, Dayton, N.A.,
dated as of November 30, 1989........................ +
4.9 Interest Rate and Currency Exchange Agreement
between the Company and Barclays Bank dated
November 17, 1992 PLC in the amount of
$25,000,000 was filed as Exhibit 4.9 to
Company's Report of Form 10-K for year ended
December 31, 1992.................................... *
</TABLE>
-2-
<PAGE> 13
TOPIC LOCATED AT
MANUALLY
NUMBERED PAGE
<TABLE>
<S> <C> <C>
4.10 Loan Agreement in the amount of $25,000,000
between the Company and Metropolitan Life
Insurance Company dated November 12, 1992 was
filed as Exhibit 4.10 to the Company's Annual
Report on Form 10-K for the year ended
December 31, 1992 ...................................... *
4.11 Revolving Credit Agreement between the
Company and Fifth Third Bank dated
November 23, 1992 in the amount of
$10,000,000 ............................................ +
(10) MATERIAL CONTRACTS: (See Footnote "a")
10.1 The Duriron Company, Inc. Incentive Compensation
Plan (the "Incentive Plan") for Key Employees
as amended and restated effective January 1,
1994 was filed as Exhibit 10.1 to the Company's Annual
Report on Form 10-K for the year ended December 31,
1993.................................................... *
10.2 The Duriron Company, Inc. Supplemental Pension
Plan for Salaried Employees was filed with the
Commission as Exhibit 10.4 to the Company's
Annual Report on Form 10-K for the year ended
December 31, 1987....................................... *
10.3 The Duriron Company, Inc. Deferred Compensation
Plan for Directors was filed as Exhibit 10.5
to the Company's Annual Report on Form 10-K for the
year ended December 31, 1987............................ *
10.4 Form of Employment Agreement between The Duriron
Company, Inc. and each of the current officers was
filed as Exhibit 10.4 to the Company's Annual Report
on Form 10-K for year ended December 31, 1992........... *
10.5 The Duriron Company, Inc. CEO Discretionary
Bonus Plan was filed with the Commission as
Exhibit 10.8 to the Company's Annual Report
on Form 10-K for the year ended December
31, 1986................................................ *
10.6 The Duriron Company, Inc. First Master Benefit
Trust Agreement dated October 1, 1987 was filed
as Exhibit 10.11 to the Company's Annual Report on
Form 10-K for the year ended December 31, 1987.......... *
</TABLE>
-3-
<PAGE> 14
TOPIC LOCATED AT
MANUALLY
NUMBERED PAGE
<TABLE>
<S> <C> <C>
10.7 The Duriron Company, Inc. Second Master Benefit
Trust Agreement dated October 1, 1987 was filed
as Exhibit 10.12 to the Company's Annual Report on
Form 10-K for the year ended December 31, 1987......... *
10.8 The Duriron Company, Inc. Long-Term Incentive
Plan (the "Long-Term Plan"), as amended and
restated effective November 1, 1993 was filed as
Exhibit 10.8 to the Company's Annual Report on Form
10-K for the year ended December 31, 1993.............. *
10.9 The Duriron Company, Inc. 1989 Stock Option Plan
as amended and restated April 23, 1991 was filed
as Exhibit 10.11 to the Company's Annual Report
on Form 10-K for the year ended December 31,
1991 .................................................. *
10.10 The Duriron Company, Inc. 1989 Restricted Stock
Plan (the "Restricted Stock Plan") as
amended and restated effective April 23, 1991,
was filed as Exhibit 10.12 to the Company's
Annual Report on Form 10-K for the year
ended December 31, 1991 ............................... *
10.11 The Duriron Company, Inc. Retirement Compensation
Plan for Directors was filed as Exhibit 10.15 on
the Company's Annual Report to Form 10-K for the
year ended December 31, 1988........................... *
10.12 The Company's Employee Protection Plan (which
provides severance benefits for certain employees
after a change of control of the Company) was
filed as Exhibit 10.15 to the Company's Annual
Report on Form 10-K for the year ended
December 31, 1989...................................... *
10.13 The Company's Benefit Equalization Pension Plan
was filed as Exhibit 10.16 to the Company's Annual
Report on Form 10-K for the year ended December 31,
1989................................................... *
10.14 The Company's Equity Incentive Plan for
Officers was filed as Exhibit 10.20 to the Company's
Annual Report on Form 10-K for the year ended
December 31, 1990...................................... *
</TABLE>
-4-
<PAGE> 15
TOPIC LOCATED AT
MANUALLY
NUMBERED PAGE
<TABLE>
<S> <C> <C>
10.15 Supplemental Pension Agreement between the
Company and William M. Jordan dated
January 18, 1993 was filed as Exhibit 10.15
to the Company's Annual Report on Form 10-K
for the year ended December 31, 1992.................. *
10.16 Employment Agreement between the Company and
John S. Haddick dated December 18, 1992 was
filed as Exhibit 10.16 to the Company's Annual
Report on Form 10-K for the year ended
December 31, 1992..................................... *
10.17 1979 Stock Option Plan, as amended and
restated April 23, 1991, and Amendment #1
thereto dated December 15, 1992 was filed as
Exhibit 10.17 to the Company's Annual Report
on Form 10-K for the year ended
December 31, 1992 .................................... *
10.18 Amendment #1 dated December 15, 1992 to the
aforementioned Benefit Equalization Pension Plan
was filed as Exhibit 10.18 to the Company's
Annual Report on Form 10-K for the year
ended December 31, 1992 .............................. *
10.19 Deferred Compensation Plan for Executives was
filed as Exhibit 10.19 to the Company's Annual
Report on Form 10-K for the year ended
December 31, 1992 .................................... *
10.20 Amendment #1 to amended and restated
1989 Restricted Stock Plan was filed as Exhibit
10.20 to the Company's Annual Report on Form 10-K
for the year ended December 31, 1992 ................. *
10.21 Amendment #1 to Equity Incentive Plan was filed
as Exhibit 10.21 to the Company's Annual Report
on Form 10-K for the year ended December
31, 1992 ............................................. *
10.22 Employment Agreement between the Company
and W.M. Jordan dated May 11, 1992 was filed as
Exhibit 10.22 to the Company's Annual Report on
Form 10-K for the year ended December 31,
1992 ................................................. *
</TABLE>
-5-
<PAGE> 16
TOPIC LOCATED AT
MANUALLY
NUMBERED PAGE
<TABLE>
<S> <C> <C>
10.23 Employment Agreement between the Company
(through its Utah subsidiary, Valtek
Inc.) and Charles L. Bates dated March
24, 1987 was filed as Exhibit 4 to the
Company's Report on Form 8-K dated
April 6, 1987........................................... *
10.24 Amendment #1 to the first Master Benefit Trust
Agreement dated October 1, 1987 was filed as Exhibit
10.24 to the Company's Annual Report on Form 10-K
for the year ended December 31, 1993.................... *
10.25 Amendment #2 and Amendment #3 to Equity Incentive
Plan were filed as Exhibit 10.25 to the Company's
Annual Report on Form 10-K for the year ended
December 31, 1993...................................... *
</TABLE>
_______________
"*" Indicates that the exhibit is incorporated by reference into this
Quarterly Report on Form 10-Q from a previous filing with the
Commission.
"+" Indicates that the document relates to a class of indebtedness that
does not exceed 10% of the total assets of the Company and
subsidiaries and that the Company will furnish a copy of the document
to the Commission upon request.
"a" The documents identified under Item 10 include all management
contracts and compensatory plans and arrangements required to be filed
as exhibits.
ITEM 6(b) Not Applicable During Reporting Period
-6-
<PAGE> 17
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
THE DURIRON COMPANY, INC.
(Registrant)
/S/ Bruce E. Hines
________________________________
Bruce E. Hines
Senior Vice President
Chief Administrative Officer
Date: May 13, 1994
