<PAGE> 1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
- --- EXCHANGE ACT OF 1934
For the quarterly period ended April 30, 1995
-----------------------
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
- --- EXCHANGE ACT OF 1934
For the transition period from to
----------------- -----------------
Commission File Number 1-3876
HOLLY CORPORATION
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 75-1056913
- --------------------------------- -----------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
100 Crescent Court, Suite 1600
Dallas, Texas 75201-6927
- ---------------------------------------- -----------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (214) 871-3555
-----------------------------
- --------------------------------------------------------------------------------
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
--- ---
8,253,514 shares of Common Stock, par value $.01 per share, were outstanding on
May 31, 1995.
<PAGE> 2
HOLLY CORPORATION
INDEX
<TABLE>
<CAPTION>
Page No.
--------
<S> <C>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheet -
April 30, 1995 (Unaudited) and July 31, 1994 3
Consolidated Statement of Income (Unaudited) -
Three Months and Nine Months Ended April 30, 1995 and 1994 4
Consolidated Statement of Cash Flows (Unaudited) -
Nine Months Ended April 30, 1995 and 1994 5
Notes to Consolidated Financial Statements (Unaudited) 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 8
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 12
Item 6. Exhibits and Reports on Form 8K 12
</TABLE>
2
<PAGE> 3
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
HOLLY CORPORATION
CONSOLIDATED BALANCE SHEET
(Dollars in Thousands Except Per Share Amounts)
<TABLE>
<CAPTION>
Unaudited
April 30, July 31,
1995 1994
---------- ---------
<S> <C> <C>
ASSETS
------
Current assets
Cash and cash equivalents $ 16,940 $ 3,297
Accounts receivable: Trade 39,742 45,259
Crude oil 46,386 49,021
-------- --------
86,128 94,280
Inventories: Crude oil and refined products 33,631 37,949
Materials and supplies 6,349 6,046
-------- --------
39,980 43,995
Income taxes receivable 3,822 697
Prepayments and other 9,435 9,340
-------- --------
Total current assets 156,305 151,609
Properties, plants and equipment, at cost 245,713 236,185
Less accumulated depreciation, depletion and amortization 115,778 107,223
-------- --------
129,935 128,962
Other assets 4,193 1,243
-------- --------
$290,433 $281,814
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current liabilities
Accounts payable $106,935 $112,084
Accrued liabilities 14,763 14,945
Income taxes payable 625 736
Current maturities of long-term debt 5,608 5,608
-------- --------
Total current liabilities 127,931 133,373
Deferred income taxes 17,371 14,829
Long-term debt, less current maturitie 68,832 68,840
Contingencies
Stockholders' equity
Preferred stock, $1.00 par value -
1,000,000 shares authorized; none issued - -
Common stock, $.01 par value - 20,000,000 shares
authorized; 8,650,282 shares issued 87 87
Additional capital 6,132 6,132
Retained earnings 71,059 59,942
-------- --------
77,278 66,161
Common stock held in treasury, at cost - 396,768 shares (569) (569)
Deferred charge - amount due from ESOP (410) (820)
-------- --------
Total stockholders' equity 76,299 64,772
-------- --------
$290,433 $281,814
======== ========
</TABLE>
See accompanying notes.
3
<PAGE> 4
HOLLY CORPORATION
CONSOLIDATED STATEMENT OF INCOME
(Dollars in Thousands Except Per Share Amounts)
<TABLE>
<CAPTION>
Unaudited Unaudited
Three Months Ended Nine Months Ended
April 30, April 30,
-------------------------- --------------------------
1995 1994 1995 1994
----------- ---------- ---------- -----------
<S> <C> <C> <C> <C>
Revenues
Net sales $ 146,923 $ 143,791 $ 453,786 $ 399,701
Miscellaneous 124 143 947 440
---------- ---------- ---------- ---------
147,047 143,934 454,733 400,141
Costs and expenses
Cost of sales 137,672 120,371 412,322 337,921
General and administrative 2,959 3,274 9,629 9,153
Depreciation, depletion and amortization 4,335 2,684 11,735 8,051
Exploration expenses, including dry holes 1,181 796 2,451 2,706
Miscellaneous 25 23 107 158
---------- ---------- ---------- ---------
146,172 127,148 436,244 357,989
---------- ---------- ---------- ---------
Income from operations 875 16,786 18,489 42,152
Other
Interest income 289 101 732 254
Interest expense (2,095) (2,252) (6,337) (6,802)
---------- ---------- ---------- ---------
(1,806) (2,151) (5,605) (6,548)
---------- ---------- ---------- ---------
Income (loss) before income taxes and cumulative
effect of change in accounting for turnarounds (931) 14,635 12,884 35,604
Income tax provision (benefit)
Current (969) 5,318 3,586 12,416
Deferred 414 587 1,439 1,919
---------- ---------- ---------- ---------
(555) 5,905 5,025 14,335
---------- ---------- ---------- ---------
Income (loss) before cumulative effect of
change in accounting method (376) 8,730 7,859 21,269
Cumulative effect to August 1, 1994 of change
in accounting for turnarounds, net of taxes - - 5,703 -
---------- ---------- ---------- ---------
Net income (loss) $ (376) $ 8,730 $ 13,562 $ 21,269
========== ========== ========== =========
Income (loss) per common share
Income (loss) before cumulative effect
of change in accounting method $ (.05) $ 1.06 $ .95 $ 2.58
Cumulative effect to August 1, 1994 of change
in accounting for turnarounds, net of taxes - - .69 -
---------- ---------- ---------- ---------
Net income (loss) $ (.05) $ 1.06 $ 1.64 $ 2.58
========== ========== ========== =========
Cash dividends paid per share $ .10 $ .10 $ .30 $ .25
Average number of shares of common
stock outstanding (in thousands) 8,254 8,254 8,254 8,254
</TABLE>
See accompanying notes.
4
<PAGE> 5
HOLLY CORPORATION
CONSOLIDATED STATEMENT OF CASH FLOWS
(Dollars in Thousands)
<TABLE>
<CAPTION>
Unaudited
Nine Months Ended
April 30,
----------------------------
1995 1994
-------- --------
<S> <C> <C>
Cash flows from operating activities
Net income $ 13,562 $ 21,269
Adjustments to reconcile net income
to net cash provided by operating activities
Depreciation, depletion and amortization 11,735 8,051
Deferred income taxes 1,439 1,919
Dry hole costs and leasehold impairment 652 1,037
Cumulative effect to August 1, 1994 of
change in accounting for turnarounds (5,703) -
Changes in other assets and liabilities
(Increase) decrease in accounts receivable 8,152 (1,282)
Decrease in inventories 4,015 869
Increase in income taxes receivable (3,094) -
(Increase) decrease in prepayments and other 1,458 (614)
Increase (decrease) in accounts payable (5,149) 21
Increase (decrease) in accrued liabilities 2,473 (1,566)
Decrease in income taxes payable (111) (2,452)
Other, net (2,696) 630
-------- --------
Net cash provided by operating activities 26,733 27,882
Cash flows from financing activities
Reduction in long-term debt (8) (8)
Cash dividends (2,476) (2,063)
-------- --------
Net cash used for financing activities (2,484) (2,071)
Cash flows from investing activities
Additions to properties, plants and equipment (10,606) (18,505)
-------- --------
Net cash used for investment activities (10,606) (18,505)
-------- --------
Cash and cash equivalents
Increase for the period 13,643 7,306
Beginning of year 3,297 6,631
-------- --------
End of period $ 16,940 $ 13,937
======== ========
Supplemental disclosure of cash flow information
Cash paid during period for
Interest $ 4,249 $ 4,569
Income taxes $ 6,744 $ 14,752
</TABLE>
See accompanying notes.
5
<PAGE> 6
HOLLY CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note A - Presentation of Financial Statements
In the opinion of the Company, the accompanying consolidated financial
statements, which have not been audited by independent accountants (except for
the consolidated balance sheet as of July 31, 1994), reflect all adjustments
(consisting only of normal recurring adjustments, except for the accounting
change as described in Note B below) necessary to present fairly the Company's
consolidated financial position as of April 30, 1995, the consolidated results
of operations for the three and nine months ended April 30, 1995 and 1994, and
consolidated cash flows for the nine months ended April 30, 1995 and 1994.
Certain notes and other information have been condensed or omitted.
Therefore, these financial statements should be read in conjunction with the
consolidated financial statements and related notes included in the Company's
Annual Report on Form 10-K for the fiscal year ended July 31, 1994.
References herein to the "Company" are for convenience of presentation
and may include obligations, commitments or contingencies that pertain solely
to one or more affiliates of the Company. Results of operations for the first
nine months of fiscal 1995 are not necessarily indicative of the results to be
expected for the full year.
Note B - Accounting Change
Effective August 1, 1994, the Company changed its method of accounting
for turnaround costs. Turnarounds consist of preventive maintenance on major
processing units as well as the shutdown and restart of all units, and
generally are scheduled at two to three year intervals. Previously, the
Company estimated the costs of the next scheduled turnaround and ratably
accrued the related expenses prior to the actual turnaround. To provide for a
better matching of turnaround costs with revenues, the Company changed its
accounting method for turnaround costs to one that results in the amortization
of costs incurred over the period until the next scheduled turnaround. The
cumulative effect of this accounting change through the 1994 fiscal year was an
increase in net income in the current year of $5,703,000, or $.69 per common
share. Excluding the cumulative effect, the change decreased net income for
the third quarter of fiscal 1995 by $72,000 or $.01 per common share and
increased net income for the nine months ended April 30, 1995 by $950,000 or
$.12 per common share. If the accounting change for turnaround costs had been
retroactively applied, pro forma net income for the third quarter of fiscal
1994 would have increased by $104,000 or $.01 per share and for the nine months
ended April 30, 1994 would have increased by $1,162,000 or $.14 per share over
what was originally reported, and net income for the full 1994 fiscal year
would have increased by $1,266,000 or $.15 per share to pro forma net income
amounts for the 1994 fiscal year of $21,983,000 or $2.66 per share.
6
<PAGE> 7
Notes to Consolidated Financial Statements (Continued)
Note C - Contingencies
In July 1993, the United States Department of Justice ("DOJ") filed
suit against Navajo alleging that, beginning in September 1990 and continuing
through the present, Navajo has violated and continues to violate the Resource
Conservation and Recovery Act ("RCRA") and implementing regulations of the
Environmental Protection Agency ("EPA") by treating, storing and disposing of
certain hazardous wastes without compliance with regulatory requirements. The
Company believes that the parties are in the final stage of negotiating a
resolution of the litigation. If settled as anticipated, the Company would
close the existing evaporation ponds of its wastewater management system at a
cost of substantially less than $1 million. The settlement also contemplates
that the Company would implement one of several alternatives to the existing
wastewater treatment system. Depending upon which approach is utilized, the
Company would incur total costs of approximately $3 million over the next
several years. The costs to implement an alternative wastewater treatment
system would be capitalized and amortized over the future useful life of the
resulting asset in accordance with generally accepted accounting principles.
The settlement with the DOJ also is expected to involve the payment of a civil
penalty of no more that $2 million. In fiscal 1993, the Company recorded a $2
million reserve for the litigation.
Note D - Subsequent Event
The Company filed a Form S-3 Registration Statement on May 17, 1995
relating to the sale of 2,500,000 shares of common stock (before an
over-allotment option of up to 375,000 shares granted to the underwriters for
such offering by certain selling stockholders). Of those shares, 1,500,000
shares will be sold by the Company and 1,000,000 shares (plus up to 375,000
shares pursuant to the over-allotment option) will be sold by selling
stockholders. The Company will not receive any portion of the proceeds from
the sale of shares of common stock by the selling stockholders.
The Company will use $15 million of the net offering proceeds to pay for
certain capital improvements to enhance its Navajo Refinery, located in New
Mexico. It will use the balance of the net offering proceeds, together with
internally generated funds, for other capital improvement projects currently
being evaluated and/or for general corporate purposes.
7
<PAGE> 8
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
Results of Operations
For the third quarter ended April 30, 1995, the Company had a net loss
of $.4 million as compared to net income of $8.7 million for the third quarter
of the prior year. For the nine months ended April 30, 1995, net income was
$13.6 million (which included a $5.7 million contribution in the first quarter
for the cumulative effect of a change in accounting for turnarounds relating to
prior periods) compared to $21.3 million for the same period of fiscal 1994.
Effective August 1, 1994, the Company changed its method of accounting
for turnaround costs. Turnarounds consist of preventive maintenance on major
processing units as well as the shutdown and restart of all units, and
generally are scheduled at two- to three- year intervals. Previously, the
Company estimated the costs of the next scheduled turnaround and ratably
accrued the related expenses prior to the actual turnaround. To provide for a
better matching of turnaround costs with revenues, the Company changed its
accounting method for turnaround costs to one that results in the amortization
of costs incurred over the period until the next scheduled turnaround. The
amortization of turnaround costs is recorded in depreciation, depletion and
amortization expense, whereas previously the expenses accrued prior to the
turnaround were recorded in cost of sales as an operating expense. The
increase in the current year in depreciation expense is primarily the result of
this change in accounting. The cumulative effect of this accounting change was
to increase net income in the current year by $5.7 million. Excluding the
cumulative effect of the accounting change, the new method of accounting for
turnaround costs decreased net income for the third quarter of fiscal 1995 by
$.1 million and increased net income for the nine months ended April 30, 1995
by $1.0 million. If the accounting change for turnaround costs had been
retroactively applied, pro forma net income for the third quarter of fiscal
1994 would have increased by $.1 million and for the nine months ended April
30, 1994 would have increased by $1.2 million to $22.4 million and pro forma
net income for the full 1994 fiscal year would have increased by $1.3 million
to $22.0 million.
Excluding the effects of the change in accounting for turnarounds, the
$13.4 million decrease in net income for the first nine months of fiscal 1995
compared to the prior year period is due primarily to a 26% reduction in gross
margins per barrel, offset partially by an 8% increase in volumes sold. Gross
margins for the current year were less than in the comparable prior year period
because crude oil costs per barrel increased 18% over the prior year, while
product prices per barrel increased only 5%. Gross margins per barrel at the
Montana Refinery were 34% below the comparable prior year period because
product prices per barrel increased 1% over the prior year levels while crude
oil costs per barrel increased 27%; gross margins were weakest in the latter
part of the second quarter and the early part of the third quarter of fiscal
1995. Revenues for the nine months ended April 30, 1995 were 14% higher than
in the comparable prior year period due to an 8% increase in sales volumes
8
<PAGE> 9
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations (Continued)
in the current year period and 5% higher product prices per barrel in the first
nine months of fiscal 1995 compared to the 1994 period. The prior year's sales
volumes were adversely affected by the scheduled maintenance turnaround at the
Navajo Refinery from September to November 1993.
The decrease in income of $9.1 million for the third quarter of fiscal
1995, resulting in a net loss of $.4 million, as compared to the prior year
quarter is due primarily to a 33% reduction in gross margins per barrel,
compounded by a 5% decrease in volumes sold. Gross margins in the current
quarter were less than the comparable prior year period because crude oil costs
per barrel increased 24% over the prior year, while product prices per barrel
increased at only an 8% rate. Gross margins per barrel at the Montana Refinery
were 43% below the comparable prior year quarter because product prices per
barrel increased 2% over the prior year quarter while crude oil costs per
barrel increased 38%. Revenues for the quarter ended April 30, 1995 were 2%
higher than in the comparable prior year period due to an 8% increase in
product prices per barrel, offset partially by a 5% decrease in volumes sold.
Financial Condition
The Company filed a Form S-3 Registration Statement on May 17, 1995
relating to the sale of up to 2,500,000 shares of common stock (before an
over-allotment option of up to 375,000 shares granted to the underwriters for
such offering by certain selling stockholders of the Company). Of those
shares, 1,500,000 shares will be sold by the Company and 1,000,000 shares (plus
up to 375,000 shares subject to the over-allotment option) will be sold by the
selling stockholders. The Company will not receive any portion of the proceeds
from the sale of shares of common stock by the selling stockholders.
The Company plans to use approximately $15 million of its net proceeds
from the sale of the common stock to pay for certain identified enhancement
projects to enhance Navajo Refinery, located in Artesia, New Mexico. Those
projects involve upgrades to the FCC and alkylation units, the construction of
an isomerization unit and the installation of a new selective hydrogenation
process ("SHP") unit. Management expects these projects to increase the Navajo
Refinery's total gasoline production and to improve its ability to produce a
greater proportion of "premium" (high octane) gasoline. In addition, these
enhancements and plant additions are expected to improve management's
flexibility to operate using different types of crude oils and other raw
materials and to provide a platform for further refinery expansion, if
appropriate, in the future. The Company will use its remaining proceeds,
together with internally generated funds, for other capital improvement
projects currently being evaluated by it and/or for general corporate purposes.
9
<PAGE> 10
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations (Continued)
Cash flows from operations during the nine months ended April 30, 1995
exceeded capital expenditures and dividends paid, resulting in a net increase
of cash and cash equivalents of $13.6 million. Working capital increased
during the first nine months of fiscal 1995 by $10.1 million to $28.4 million
at April 30, 1995. The Company's long-term debt represented 49.4% of total
capitalization at April 30, 1995 compared to 53.5% at July 31, 1994. At April
30, 1995, the Company had $25 million of borrowing capacity under the Credit
Agreement, which is available for short term working capital needs. The
Company believes that these sources of funds, together with future cash flows
from operations and the estimated net proceeds from the sale of 1,500,000
shares of common stock being offered, should provide sufficient resources,
financial strength and flexibility for the Company to satisfy its liquidity
needs, capital requirements (including requirements related to the identified
refinery enhancement projects for the Navajo Refinery) and debt service
obligations and to permit the payment of dividends for the foreseeable future.
Net cash provided by operating activities amounted to $26.7 million in
the first nine months of fiscal 1995 compared to $27.9 million in the same
period of the prior year. The principal reason for the slight decrease in cash
provided from operations was the reduction in income before the accounting
change, which was almost offset by changes in working capital accounts. The
change in the method of accounting for turnaround costs had no effect on cash
provided from operations.
Cash flows used for investing activities (consisting solely of capital
expenditures) were $10.6 million in the first nine months of fiscal 1995
compared to $18.5 million in the same period of the prior year. Excluding the
capital improvement projects as described above, the Company has a $15 million
capital budget for fiscal 1995, of which $11 million is for refinery projects,
with the remaining $4 million for oil and gas exploration. Although there can
be no assurances, management considers the planned maintenance expenditures for
1995 of approximately $8 million to be indicative of the level of capital
spending that will be necessary to maintain the Company's operations in the
future. The majority of the oil and gas budget will be used to fund the
anticipated costs of completion of production facilities for two offshore
properties in which the Company has an interest. Although the Company's
capital expenditures budget contemplates capitalizable costs associated with
compliance with environmental regulations, the regulations implementing recent
amendments to the Clean Air Act could have a substantial impact on the
Company's future capital spending requirements. Final regulations implementing
these amendments have not yet been promulgated; therefore, the costs of
complying with these regulations are not yet determinable by the Company. In
addition, the Company is unable to predict the impact that new environmental
rules and regulations or changes in interpretations of existing laws and
regulations might have on its capital spending needs.
Cash flows used for financing activities amounted to $2.5 million in the
first nine months of fiscal 1995 compared to $2.1 million in the same period of
the prior year; substantially all of these amounts were for dividends. The
next principal payment of $5.6 million on the Company's Senior Notes is due in
June 1995.
10
<PAGE> 11
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations (Continued)
Diamond Shamrock, Inc., an independent refiner and marketer, is building
a 420-mile, ten-inch refined products pipeline from its McKee refinery near
Dumas, Texas to El Paso, the Company's largest market. Diamond Shamrock has
announced that it expects to complete that pipeline, which will have an initial
capacity of 25,000 BPD, in October 1995, and that it intends to use its
pipeline to supply fuel to the El Paso, Arizona and northern Mexico markets.
The Diamond Shamrock pipeline could substantially increase the supply of
products in the Company's principal markets. At times in the past, the common
carrier pipelines used by the Company to serve the Tucson and Phoenix markets
have been operated at or near their capacity. In addition, the common carrier
pipeline used by the Company to serve the Albuquerque market currently is
operating at or near capacity. As a result, the volume of refined products
that the Company and other shippers have been able to deliver to these markets
at times has been limited. In general, there is no assurance that the Company
will not experience future constraints on its ability to deliver its products
through common carrier pipelines or that any existing constraints will not
worsen. In particular, the flow of additional product into El Paso for
shipment to Arizona, either as a result of the Diamond Shamrock pipeline or
otherwise, could result in the reoccurrence of such constraints.
In July 1993, the United States Department of Justice (the "DOJ"), on
behalf of the Environmental Protection Agency (the "EPA"), filed suit against
Navajo alleging that, beginning in September 1990 and continuing through the
present, Navajo has violated and continues to violate the Resource Conservation
and Recovery Act (RCRA) and implementing regulations of the EPA by treating,
storing and disposing of certain hazardous wastes without compliance with
regulatory requirements. The Company believes that the parties are in the
final stage of negotiating a resolution of the litigation. If settled as
anticipated, the Company would close the existing evaporation ponds of its
wastewater management system at a cost believed to be substantially less than
$1 million. The settlement also contemplates that the Company would implement
one of several alternatives to the existing wastewater treatment system.
Depending upon which approach is utilized, the Company could incur costs of
approximately $3 million over the next several years. The costs to implement
an alternative wastewater treatment system would be capitalized and amortized
over the future useful life of the resulting asset in accordance with generally
accepted accounting principles. The settlement with the DOJ also is expected
to involve the payment of a civil penalty of less than $2 million. In fiscal
1993, the Company recorded a $2 million reserve for the litigation.
11
<PAGE> 12
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
In July 1993, the DOJ, acting on behalf of the EPA, filed a complaint in
the United States District Court for the District of New Mexico alleging that
the Company's subsidiary, Navajo Refining Company, beginning in September 1990
and continuing until the present, had violated and continues to violate the
RCRA and implementing regulations of the EPA by treating, storing and disposing
of certain hazardous wastes without necessary authorization and without
compliance with regulatory requirements. The complaint seeks a court order
directing Navajo to comply with these regulatory standards and civil penalties
for the alleged non-compliance. The Company believes the parties are in the
final stages of negotiating a resolution to this litigation. For additional
discussion, please see Management's Discussion and Analysis of Financial
Condition and Results of Operations and Note C to the Consolidated Financial
Statements.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits: See Index to Exhibits on page 14.
(b) Reports on Form 8-K: None.
12
<PAGE> 13
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.
HOLLY CORPORATION
----------------------------
(Registrant)
Date: June 7, 1995 By /S/Henry A. Teichholz
Henry A. Teichholz
Vice President, Treasurer
and Controller
(Duly Authorized Principal
Financial and Accounting
Officer)
13
<PAGE> 14
HOLLY CORPORATION
INDEX TO EXHIBITS
(Exhibits are numbered to correspond to the exhibit
table in Item 601 of Regulation S-K)
<TABLE>
<CAPTION>
Exhibit
Number Description
------ -----------
<S> <C>
27 - Financial Data Schedule
</TABLE>
14
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUL-31-1995
<PERIOD-END> APR-30-1995
<CASH> 16,940
<SECURITIES> 0
<RECEIVABLES> 86,128
<ALLOWANCES> 0
<INVENTORY> 39,980
<CURRENT-ASSETS> 156,305
<PP&E> 245,713
<DEPRECIATION> 115,778
<TOTAL-ASSETS> 290,433
<CURRENT-LIABILITIES> 127,931
<BONDS> 68,832
<COMMON> 87
0
0
<OTHER-SE> 76,212
<TOTAL-LIABILITY-AND-EQUITY> 290,433
<SALES> 453,786
<TOTAL-REVENUES> 454,733
<CGS> 412,322
<TOTAL-COSTS> 436,244
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 6,337
<INCOME-PRETAX> 12,884
<INCOME-TAX> 5,025
<INCOME-CONTINUING> 7,859
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 5,703
<NET-INCOME> 13,562
<EPS-PRIMARY> 1.64
<EPS-DILUTED> 1.64
</TABLE>
