UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 10-Q
Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For Quarter Ended March 31, 1998
Commission File Number 0-10436
L. B. Foster Company
(Exact name of Registrant as specified in its charter)
Delaware 25-13247733
(State of Incorporation) (I.R.S. Employer Identification No.)
415 Holiday Drive, Pittsburgh, Pennsylvania 15220
(Address of principal executive offices) (Zip Code)
(412) 928-3417
(Registrant's telephone number, including area code)
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 shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
Indicate the number of shares of each of the registrant's
classes of common stock as of the latest practicable date.
Class Outstanding at April 29, 1998
Class A Common Stock, Par Value $.01 10,006,301 Shares
<PAGE>
L.B. FOSTER COMPANY AND SUBSIDIARIES
INDEX
PART I. Financial Information Page
Item 1. Financial Statements:
Condensed Consolidated Balance Sheets 2
Condensed Consolidated Statements of Income 3
Condensed Consolidated Statements of Cash Flows 4
Notes to Condensed Consolidated
Financial Statements 5
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 8
PART II. Other Information
Item 1. Legal Proceedings 13
Item 6. Exhibits and Reports on Form 8-K 13
Signature 15
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
<TABLE>
<CAPTION> L.B. FOSTER COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In Thousands)
March 31, December 31,
1998 1997
<S> <C> <C>
ASSETS
Current Assets:
Cash and cash equivalents $ 1,841 $ 1,156
Accounts and notes receivable:
Trade 43,305 45,022
Other 2,705 2,564
----------- ---------
46,010 47,586
Inventories 41,486 43,365
Current deferred tax assets 172 123
Other current assets 594 557
Property held for resale 3,256 3,461
----------- ---------
Total Current Assets 93,359 96,248
Property, Plant & Equipment - at cost 42,090 42,134
Less Accumulated Depreciation (21,814) (21,359)
---------- ---------
20,276 20,775
Property Held for Resale 615 615
Other Assets:
Goodwill and intangibles 4,370 4,484
Investments 1,693 1,693
Other assets 3,386 3,154
---------- --------
Total Other Assets 9,449 9,331
TOTAL ASSETS $ 123,699 $126,969
----------- ---------
----------- ---------
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Current maturities of long-term debt $ 1,287 $ 1,309
Short-term borrowings 10,500 18,111
Accounts payable 14,929 12,524
Accrued payroll and employee benefits 2,557 3,008
Other accrued liabilities 1,655 1,219
----------- ---------
Total Current Liabilities 30,928 36,171
Long-Term Debt 19,251 17,530
Deferred Tax Liabilities 744 554
Other Long-Term Liabilities 1,943 2,206
Stockholders' Equity:
Class A Common stock 102 102
Paid-in capital 35,500 35,434
Retained earnings 36,331 35,625
Treasury stock (1,100) (653)
---------- ---------
Total Stockholders' Equity 70,833 70,508
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 123,699 $126,969
---------- ----------
---------- ----------
</TABLE>
See Notes to Condensed Consolidated Financial Statements.
<PAGE>
<TABLE>
<CAPTION>
L. B. FOSTER COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In Thousands, Except Per Share Amounts)
Three Months
Ended
March 31,
1998 1997
<S> <C> <C>
---------------------
Net Sales $ 49,341 $ 54,494
--------- ---------
Costs and Expenses:
Cost of Goods Sold 42,247 48,127
Selling and Administrative Expenses 5,656 5,235
Interest Expense 590 535
Other (Income) Expense (333) (83)
-------- ---------
48,160 53,814
-------- ---------
Income Before Income Taxes 1,181 680
Income Tax Expense 475 273
--------- --------
Net Income $ 706 $ 407
--------- --------
--------- --------
Basic Earnings Per Share $ 0.07 $ 0.04
--------- --------
--------- --------
Diluted Earnings Per Share $ 0.07 $ 0.04
--------- --------
--------- --------
Average Number of Common Shares
Outstanding-Basic 10,061 10,131
--------- --------
Average Number of Common Shares
Outstanding-Diluted 10,233 10,214
--------- --------
Cash Dividend per Common Share $ $
--------- --------
See Notes to Condensed Consolidated Financial Statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
L.B. Foster Company and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(In Thousands)
Three Months
Ended March 31,
1998 1997
--------------------
<S> <C> <C>
Cash Flows from Operating Activities:
Net income $ 706 $ 407
Adjustments to reconcile net income to net cash
provided (used) by operating activities:
Deferred income taxes 141 220
Depreciation and amortization 768 646
Gain on sale of property, plant and equipment (15) (157)
Change in operating assets and liabilities:
Accounts receivable 1,576 5,368
Inventory 1,879 (9,737)
Property held for resale 205 (31)
Other current assets (37) (7)
Other non-current assets (233) (195)
Accounts payable - trade 2,405 164
Accrued payroll and employee benefits (361) (1,363)
Other current liabilities 436 (710)
Other liabilities (263) 112
-------- --------
Net Cash Provided (Used) by Operating Activities $ 7,207 $(5,283)
-------- --------
Cash Flows from Investing Activities:
Proceeds from sale of property, plant and equipment 320 563
Capital expenditures on property, plant and equipment (459) (518)
-------- --------
Net Cash (Used) Provided by Investing Activities (139) 45
-------- --------
Cash Flows from Financing Activities:
(Repayments) proceeds from issuance of revolving
credit agreement borrowings (7,611) 6,730
Proceeds from Industrial Revenue Bond 2,045
Exercise of stock options 28 540
Treasury share transactions (499)
Repayments of capital leases (346) (387)
-------- --------
Net Cash (Used) Provided by Financing Activities (6,383) 6,883
-------- --------
Net Increase in Cash and Cash Equivalents 685 1,645
Cash and Cash Equivalents at Beginning of Period 1,156 1,201
-------- -------
Cash and Cash Equivalents at End of Period $ 1,841 $ 2,846
-------- ---------
-------- ---------
Supplemental Disclosures of Cash Flow Information:
Interest Paid $ 599 $ 524
-------- ---------
-------- ---------
Income Taxes Paid $ 29 $ 17
-------- ----------
-------- ----------
</TABLE>
During 1998, no capital expenditures were financed through the issuance of
capital leases, however, during 1997, the Company financed the purchase of
certain capital expenditures totaling $33,500 through the issuance of capital
leases.
See Notes to Condensed Consolidated Financial Statements.
<PAGE>
L. B. FOSTER COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. FINANCIAL STATEMENTS
- -----------------------
The accompanying unaudited condensed consolidated financial
statements have been prepared in accordance with generally
accepted accounting principles for interim financial information
and with the instructions to Form 10-Q and Article 10 of
Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted
accounting principles for complete financial statements. In the
opinion of management, all estimates and adjustments (consisting
of normal recurring accruals) considered necessary for a fair
presentation have been included, however, actual results could
differ from those estimates. Operating results for the three
months ended March 31, 1998 are not necessarily indicative of
the results that may be expected for the year ended December 31,
1998. Certain items previously reported in specific financial
statement captions were reclassified in 1997. The
reclassifications had no effect on income. For further
information, refer to the consolidated financial statements and
footnotes thereto included in the Company's annual report on
Form 10-K for the year ended December 31, 1997.
2. ACCOUNTING PRINCIPLES
- ------------------------
In June 1997, the FASB issued SFAS No. 130, "Reporting
Comprehensive Income" and SFAS No. 131, "Disclosures About
Segments of an Enterprise and Related Information". The Company
has had no reportable transactions under the provisions of SFAS
No. 130 and the Company does not anticipate that the reporting
requirements of SFAS No. 131 will have a material impact on
existing disclosures.
3. ACCOUNTS RECEIVABLE
- ----------------------
Credit is extended on an evaluation of the customer's financial
condition and, generally, collateral is not required. Credit
terms are consistent with industry standards and practices.
Trade accounts receivable at March 31, 1998 and December 31,
1997 have been reduced by an allowance for doubtful accounts of
$1,537,000 and $1,468,000, respectively. Bad debt expense was
$69,000 and $51,000 for the three month periods ended March 31,
1998 and 1997, respectively.
<PAGE>
4. INVENTORIES
- --------------
Inventories of the Company at March 31, 1998 and December 31,
1997 are summarized as follows in thousands:
<TABLE>
<CAPTION>
March 31, December 31,
1998 1997
<S> <C> <C>
- --------------------------------------------------------------------
Finished goods $ 31,665 $ 30,380
Work-in-process 6,391 7,826
Raw materials 6,715 8,369
- --------------------------------------------------------------------
Total inventories at current costs: 44,771 46,575
(Less):
Current costs over LIFO
stated values (2,685) (2,610)
Reserve for decline in market value
of inventories (600) (600)
- --------------------------------------------------------------------
$ 41,486 $ 43,365
- --------------------------------------------------------------------
- --------------------------------------------------------------------
</TABLE>
Inventories of the Company are generally valued at the lower of
last-in, first-out (LIFO) cost or market. Other inventories of
the Company are valued at average cost or market, whichever is
lower. An actual valuation of inventory under the LIFO method
can be made only at the end of each year based on the inventory
levels and costs at that time. Accordingly, interim LIFO
calculations must necessarily be based on management's estimates
of expected year-end levels and costs.
5. REVOLVING CREDIT AGREEMENT
- -----------------------------
The Company maintains a $45,000,000 revolving credit agreement.
The interest rate is, at the Company's option, based on the
prime rate, the domestic certificate of deposit rate (CD rate)
or the Euro-bank rate. The interest rates are adjusted
quarterly based on the fixed charge coverage ratio defined in
the agreement. The ranges are prime to prime plus 0.25%, the CD
rate plus 0.45% to the CD rate plus 1.125%, and the Euro-bank
rate plus 0.45% to the Euro-bank rate plus 1.125%. Borrowings
under the agreement, which expires July 1, 1999, are secured by
accounts receivable and inventory.
The agreement includes financial covenants requiring a minimum
net worth, a fixed charge coverage ratio, a leverage ratio and a
current ratio. The agreement also places restrictions on
dividends, investments, capital expenditures, indebtedness and
sales of certain assets.
6. EARNINGS PER COMMON SHARE
- ----------------------------
In 1997, the Financial Accounting Standards Board issued
Statement No. 128, "Earnings Per Share" (SFAS No. 128).
Statement No. 128 replaced the calculation of primary and fully
diluted earnings per share with basic and diluted earnings per share.
Basic earnings per share excludes any dilutive effects of
options, warrants and certain convertible securities. Basic
earnings per share are computed by dividing net income by the
weighted average number of Class A Common shares outstanding
during the periods ended March 31, 1998 and 1997 of
approximately 10,061,000 and 10,131,000, respectively.
<PAGE>
Diluted earnings per share uses the average market prices during
the period in calculating the dilutive effect of options under
the treasury stock method. Using this method, the weighted
average number of Class A Common shares outstanding during the
periods ended March 31, 1998 and 1997 were approximately
10,233,000 and 10,214,000, respectively.
7. COMMITMENTS AND CONTINGENT LIABILITIES
- -----------------------------------------
The Company is subject to laws and regulations relating to the
protection of the environment and the Company's efforts to
comply with increasingly stringent environmental regulations may
have an adverse effect on the Company's future earnings. In the
opinion of management, compliance with the present environmental
protection laws will not have a material adverse effect on the
financial condition, competitive position, or capital
expenditures of the Company.
The Company is subject to legal proceedings and claims which
arise in the ordinary course of its business. In the opinion
of management, the amounts of ultimate liability with respect to
these actions will not materially effect the financial position
of the Company.
At March 31, 1998, the Company had outstanding letters of credit
of approximately $2,900,000.
<PAGE>
Management's Discussion and Analysis of Financial Condition
and Results of Operations
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1998 1997
- ----------------------------------------------------------------------------
(Dollars in thousands)
<S> <C> <C>
Net Sales:
Rail Products $ 27,572 $ 23,546
Construction Products 12,011 19,198
Tubular Products 9,758 11,750
- ----------------------------------------------------------------------------
Total Net Sales 49,341 54,494
- ----------------------------------------------------------------------------
Gross Profit:
Rail Products 3,971 2,633
Construction Products 2,479 2,370
Tubular Products 859 1,364
Other (215)
- ----------------------------------------------------------------------------
Total Gross Profit 7,094 6,367
- ----------------------------------------------------------------------------
Expenses:
Selling and Administrative Expenses 5,656 5,235
Interest Expense 590 535
Other (Income) Expense (333) (83)
- -----------------------------------------------------------------------------
Total Expenses 5,913 5,687
- -----------------------------------------------------------------------------
Income Before Income Taxes 1,181 680
Income Tax Expense 475 273
- -----------------------------------------------------------------------------
Net Income $ 706 $ 407
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
Gross Profit %:
Rail Products 14% 11%
Construction Products 21% 12%
Tubular Products 9% 12%
Total Gross Profit % 14% 12%
- ----------------------------------------------------------------------------
- ----------------------------------------------------------------------------
</TABLE>
<PAGE>
Results of Operations for the Three Months Ended March 31, 1998
- ---------------------------------------------------------------
Net income for the 1998 first quarter was $0.7 million or $0.07
per share on net sales of $49.3 million. This compares to a
1997 first quarter net income of $0.4 million or $0.4 per share
on net sales of $54.5 million.
Rail products' 1998 first quarter net sales were $27.6 million
or an increase of 17% over the same period last year due
primarily to higher used rail sales. Construction products' net
sales declined 37% or $7.2 million from the year earlier quarter
primarily due to the previously announced loss of a sheet piling
supplier. Tubular products' sales declined $2.0 million or 17%
from the same quarter of 1997 principally as a result of lower
volume sales from the Company's Newport, Kentucky pipe coating
facility and the timing of Fosterweld shipments. Changes in net
sales are primarily the result of changes in volume rather than
changes in prices.
The gross margin percentage for the total Company was 14% in the
1998 first quarter or an increase of 2% from the same period
last year. Rail products' gross margin percentage in the first
quarter of 1998 was 14% compared to 11% in the first quarter of
1997. This increase is attributable to a change in the mix of
products sold principally in the relay rail division. The gross
margin percentage for construction products climbed to 21% from
12% in the year earlier quarter as a result of increased margins
on piling products. Tubular products' gross margin percentage
in the first quarter of 1998 declined 3% to 9% primarily due to
decreased volume at the Newport pipe coating and Fosterweld facilities.
Selling and administrative expenses increased 8% in the 1998
first quarter in comparison to the same period last year
principally due to the additional expense associated with
operating the Company's recent acquisitions. Interest rates
increased 10% over the year earlier quarter as a result of
increased borrowings to fund acquisitions. Other income
included a gain of $0.2 million for the sale of a Houston, Texas
property, which had been classified as property held for resale.
The provision for income taxes was recorded at 40%.
Liquidity and Capital Resources
- -------------------------------
The Company generates internal cash flow from the sale of
inventory and the collection of accounts receivable. During the
first quarter of 1998 the average turnover rate for accounts
receivable was lower than the same period last year due to
slower collections of certain transit and Fosterweld contracts.
The average turnover rate for inventory was higher in 1998 than
in 1997, primarily in rail products. Working capital at March
31, 1998 was $62.4 million compared to $60.1 million at December 31, 1997.
Year to date, the Company had total capital expenditures of $0.5
million. In addition, the Company repurchased $0.5 million of
its common stock in accordance with the Company's previously
announced buy-back program. Management anticipates completing
this program in 1998. Capital expenditures in 1998 are expected
to be consistent with 1997 and are anticipated to be funded by
cash flows from operations.
Total revolving credit agreement borrowings at March 31, 1998
were $25.5 million, or a decrease of $7.6 million from the end
of the prior year. The Company borrowed $2.0 million through an
industrial revenue bond to finance part of the Precise Manufacturing
Corporation acquisition. Outstanding letters of credit at March 31,
1998 were $2.9 million. At March 31, 1998 the Company had $16.6
million in unused borrowing commitment. Management believes its
internal and external sources of funds are adequate to meet
anticipated needs.
<PAGE>
Other Matters
- -------------
The Company owns 13% of the Dakota, Minnesota & Eastern Railroad
Corporation (DM&E), a privately held, regional railroad which
operates over 1,100 miles of track in five states. The
Company's investment in the stock is recorded in the Company's
accounts at its historical cost of $1.7 million, comprised of
$0.2 million of common stock and $1.5 million of the DM&E's
Series B Preferred Stock and warrants. Although this
investment's market value is not readily determinable,
management believes that this investment disregarding the DM&E's
proposed Powder River Basin project discussed below, is worth
significantly more than its historical cost.
The DM&E announced in June 1997 that it plans to build an
extension from the DM&E's existing line into the low sulfur coal
market of the Powder River Basin in Wyoming and to rebuild
approximately 600 miles of existing track (the "Project"). The
DM&E has also announced that the estimated cost of this project
is $1.4 billion. The Project is subject to approval by the
Surface Transportation Board and the Project is scheduled to be
completed within five years.
In February 1998, the DM&E filed its application with the
Surface Transportation Board seeking authority to construct
approximately 280 miles of new railroad line. The DM&E has
indicated that this new railroad line could be available to
carry Power River Basin coal within two years after regulatory
approval is obtained.
Morgan Stanley & Co., Inc., has been retained by the DM&E to
assist in identifying strategic partners or potential acquirers
of all or a portion of the equity of the DM&E. The DM&E has
stated that the DM&E could repay project debt and cover its
operating costs if it captures a 5% market share in the Powder
River Basin. If the Project proves to be viable, management
believes that the value of the Company's investment in the DM&E
could increase dramatically.
In February of 1998, the Company entered into a letter of intent
to sell its spiralweld pipe manufacturing facility located in
Parkersburg, West Virginia, to Northwest Pipe Company of
Portland, Oregon. The Fosterweld division generates
approximately $12 million in revenues and employs approximately
50 people. Completion of the transaction is subject to due
diligence and the execution of a definitive purchase agreement.
The transaction is expected to close in the second quarter of
1998. Management anticipates that the proceeds from this
transaction will exceed its current investment of $4 million of
fixed assets and $5 million of working capital.
The Company's integrated accounting and distribution software is
licensed from a national vendor. The current releases of this
vendor's software is year 2000 compliant. The Company expects
to install the year 2000 compliant version in 1998. Management
believes that this schedule is achievable and does not
anticipate any adverse impact in becoming year 2000 compliant
from its licensed software or other operating equipment.
Management continues to evaluate the overall performance of
certain operations. A decision to terminate an existing
operation could have a material adverse effect on near-term
earnings but would not be expected to have a material adverse
effect on the financial condition of the Company.
<PAGE>
Outlook
- -------
The Company has not had a domestic sheet piling supplier since
March 1997. Revenues from piling products are anticipated to
decline as the Company's remaining piling inventory is
liquidated. The Company, however, will become Chaparral Steel's
exclusive domestic distributor of steel sheet piling when
Chaparral Steel's manufacturing facility, being constructed in
Richmond, Virginia, begins operations in 1999.
The rail segment of the business depends on one source for
fulfilling certain trackwork contracts. The Company has
provided $6.8 million of working capital to this supplier in the
form of loans and progress payments. If, for any reason, this
supplier is unable to perform, the Company could experience a
short-term negative effect on earnings and liquidity.
The Company's operations are, in part, dependent on governmental
funding of infrastructure projects. Significant changes in the
level of government funding of these projects could have a
favorable or unfavorable impact on the operating results of the
Company. Additionally, governmental actions concerning
taxation, tariffs, the environment or other matters could impact
the operating results of the Company. The Company is also
dependent on the availability of rail cars and weld trains to
ship its products. The Company has experienced delays in
certain projects due to the lack of availability of rail cars.
The current merger activities in the railroads have exacerbated
this problem. The Company can provide no assurances that a
solution to the problem will occur in the near-term. The
Company's operating results may also be affected by adverse
weather conditions.
Although backlog is not necessarily indicative of future
operating results, total Company backlog at March 31, 1998, was
approximately $101.4 million, which includes $9.6 million from
Fosterweld. The following table provides the backlog by business segment.
<TABLE>
<CAPTION>
Backlog
- ----------------------------------------------------------------------------
March 31, December 31,
1998 1997 1997
- ----------------------------------------------------------------------------
<S> <C> <C> <C>
Rail Products $ 55,481 $ 33,928 $ 51,584
Construction Products 26,270 22,048 23,284
Tubular Products 19,682 12,523 3,955
- ----------------------------------------------------------------------------
Total Backlog $101,433 $ 68,499 $ 78,823
- ----------------------------------------------------------------------------
- ----------------------------------------------------------------------------
</TABLE>
Forward-Looking Statements
- --------------------------
Statements relating to the potential value or viability of the
DM&E or the Project, or management's belief as to such matters,
are forward-looking statements and are subject to numerous
contingencies and risk factors. The Company has based its
assessment on information provided by the DM&E and has not
independently verified such information. In addition to matters
mentioned above, factors which can adversely affect the value of
the DM&E, its ability to complete the Project or the viability
of the Project include the following: labor disputes, any
inability to obtain necessary environmental and government
approvals for the Project in a timely fashion, an inability to
obtain financing for the Project, competitor's response to the
Project, market demand for coal or electricity and changes in
environmental laws and regulations.
<PAGE>
The Company wishes to caution readers that various factors could
cause the actual results of the Company to differ materially
from those indicated by forward-looking statements made from
time to time in news releases, reports, proxy statements,
registration statements and other written communications
(including the preceding sections of this Management's
Discussion and Analysis), as well as oral statements made from
time to time by representatives of the Company. Except for
historical information, matters discussed in such oral and
written communications are forward-looking statements that
involve risks and uncertainties, including but not limited to
general business conditions, the availability of material from
major suppliers, the impact of competition, the seasonality of
the Company's business, taxes, inflation and governmental regulations.
<PAGE>
PART II OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS
See Note 7, "Commitments and Contingent Liabilities", to the
Condensed Consolidated Financial Statements.
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
a) EXHIBITS
Unless marked by an asterisk, all exhibits are incorporated by reference:
3.1 Restated Certificate of Incorporation as amended to date, filed
as Exhibit 3.1 to Form 10-Q for the quarter ended March 31, 1987.
3.2 Bylaws of the Registrant, as amended to date, filed as Exhibit
3.2 to Form 10-K for the year ended December 31, 1997.
4A Rights Agreement, dated as of May 15, 1997, between L.B. Foster
Company and American Stock Transfer & Trust Company, including
the form of Rights Certificate and the Summary of Rights attach-
ed thereto, filed as Exhibit 4A to Form 8-A dated May 23, 1997.
4.1 Amended and Restated Loan Agreement by and among the Registrant
and Mellon Bank, N.A., NBD Bank, and Corestates Bank, N.A. dated
as of November 1, 1995 and filed as Exhibit 4.1 to Form 10-K for
the year ended December 31, 1995.
4.1.1 First Amendment to Amended and Restated Loan Agreement dated
January 1, 1996, and filed as Exhibit 4.1.1 to Form 10-K for the
year ended December 31, 1997.
4.1.2 Second Amendment to Amended and Restated Loan Agreement dated
December 31, 1996, and filed as Exhibit 4.1.2 to Form 10-K for
the year ended December 31, 1997.
4.1.3 Third Amendment to Amended and Restated Loan Agreement dated
April 9, 1997, and filed as Exhibit 4.1.3 to Form 10-K for the
year ended December 31, 1997.
4.1.4 Fourth Amendment to Amended and Restated Loan Agreement dated
November 12, 1997, and filed as Exhibit 4.1.4 to Form 10-K for
the year ended December 31, 1997.
10.15 Lease between the Registrant and Amax, Inc. for manufacturing
facility at Parkersburg, West Virginia, dated as of October 19,
1978, filed as Exhibit 10.15 to Registration Statement No.
2-72051.
10.16 Lease between Registrant and Greentree Building Associates for
Headquarters office, dated as of June 9, 1986, as amended to
date, filed as Exhibit 10.16 to Form 10-K for the year ended
December 31, 1988.
10.16.1 Amendment dated June 19, 1990 to lease between Registrant and
Greentree Building Associates, filed as Exhibit 10.16.1 to Form
10-Q for the quarter ended June 30, 1990.
10.16.2 Amendment dated May 29, 1997 to lease between Registrant and
<PAGE>
Greentree Building Associates, filed as Exhibit 10.16.2 to Form
10-Q for the quarter ended June 30, 1997.
10.19 Lease between the Registrant and American Cast Iron Pipe Company
for Pipe-Coating facility in Birmingham, Alabama dated December
11, 1991, filed as Exhibit 10.19 to Form 10-K for the year ended
December 31, 1991.
10.19.1 Amendment to Lease between the Registrant and American Cast Iron
Pipe Company for Pipe-Coating facility in Birmingham, Alabama
dated April 15, 1997, filed as Exhibit 10.19.1 to Form 10-Q for
the quarter ended March 31, 1997.
10.33.2 Amended and Restated 1985 Long Term Incentive Plan, as amended
and restated February 26, 1997, filed as Exhibit 10.33.2 to Form
10-Q for the quarter ended June 30, 1997. **
10.45 Medical Reimbursement Plan, filed as Exhibit 10.45 to Form 10-K
for the year ended December 31, 1992. **
10.46 Leased Vehicle Plan, as amended to date, filed as Exhibit 10.46
to Form 10-K for the year ended December 31, 1997. **
10.49 Lease agreement between Newport Steel Corporation and Registrant
dated as of October 12, 1994 and filed as Exhibit 10.49 to Form
10-Q for the quarter ended September 30, 1994.
10.49.1 Amendment to lease between Registrant and Newport Steel
Corporation dated March 13, 1998 and filed as Exhibit 10.49.1 to
Form 10-K for the year ended December 31, 1997.
10.50 L.B. Foster Company 1998 Incentive Compensation Plan, filed as
Exhibit 10.50 to Form 10-K for the year ended December 31, 1997.
**
10.51 Supplemental Executive Retirement Plan, filed as Exhibit 10.51
to Form 10-K for the year ended December 31, 1994. **
19 Exhibits marked with an asterisk are filed herewith.
** Identifies management contract or compensatory plan or
arrangement required to be filed as an Exhibit.
b) Reports on Form 8-K
No reports on Form 8-K were filed by the Registrant during the three
month period ended March 31, 1998.
<PAGE>
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.
L.B. FOSTER COMPANY
(Registrant)
Date: May 6, 1998 By /s/ Roger F. Nejes
---------------------
Roger F. Nejes
Sr. Vice President-
Finance and Administration
& Chief Financial Officer
(Principal Financial Officer
and Duly Authorized Officer
of Registrant)
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> MAR-31-1998
<CASH> 1,841
<SECURITIES> 0
<RECEIVABLES> 46,010
<ALLOWANCES> 1,537
<INVENTORY> 41,486
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0
0
<COMMON> 102
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</TABLE>
