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 June 30, 1995
/ / 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 1-4710
WHITMAN CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 36-6076573
- ------------------------------- ---------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
3501 Algonquin Road, Rolling Meadows, Illinois 60008
- ---------------------------------------------- -------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (708) 818-5000
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
YES X NO
----- -----
As of July 31, 1995, the Registrant had 104,837,336 outstanding shares
(excluding treasury shares) of common stock, no par value, the Registrant's
only class of common stock.
CONTENTS
PART I FINANCIAL INFORMATION
Item 1 Financial Statements
Condensed Consolidated Statements of Income
Condensed Consolidated Balance Sheets
Condensed Consolidated Statements of Cash Flows
Notes to Condensed Consolidated Financial Statements
Item 2 Management's Discussion and Analysis of Financial
Condition and Results of Operations
PART II OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
Item 6. Exhibits and Reports on Form 8-K
SIGNATURE
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
Quarter Ended Six Months Ended
June 30, June 30,
------------------ ------------------
1995 1994 1995 1994
------- ------- ------- -------
(in millions, except per-share data)
Sales and Revenues $ 734.7 $ 673.5 $1,329.1 $1,220.4
Cost of Goods Sold 471.0 424.8 854.1 778.7
-------- -------- -------- --------
Gross Profit 263.7 248.7 475.0 441.7
Selling, General and Administrative
Expenses 164.4 153.1 322.2 296.3
Amortization Expense 4.5 4.4 8.9 8.7
-------- -------- -------- --------
Operating Income 94.8 91.2 143.9 136.7
Interest Expense (19.2) (17.8) (36.5) (36.8)
Interest Income 1.6 1.7 2.9 3.3
Other Expense, Net (4.1) (5.3) (7.0) (11.5)
-------- -------- -------- --------
Income Before Income Taxes 73.1 69.8 103.3 91.7
Provision for Income Taxes 30.1 29.1 43.1 38.5
-------- -------- -------- --------
Income Before Minority Interest 43.0 40.7 60.2 53.2
Minority Interest 5.0 4.9 8.2 7.6
-------- -------- -------- --------
Net Income $ 38.0 $ 35.8 $ 52.0 $ 45.6
======== ======== ======== ========
Average Number of Common Shares
Outstanding 106.0 106.0 106.0 106.2
======== ======== ======== ========
Net Income per Common Share $ 0.36 $ 0.34 $ 0.49 $ 0.43
======== ======== ======== ========
Cash Dividends per Common Share $ 0.095 $ 0.085 $ 0.180 $ 0.160
======== ======== ======== ========
See accompanying notes to condensed consolidated financial statements.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
June 30, December 31,
1995 1994
------------ ------------
(in millions)
ASSETS:
Current Assets:
Cash and Cash Equivalents $ 116.3 $ 71.3
Receivables 333.9 362.5
Inventories 289.1 233.6
Other Current Assets 55.2 40.3
--------- ---------
Total Current Assets 794.5 707.7
--------- ---------
Investments 236.9 222.6
Property (at Cost) 1,284.7 1,205.2
Accumulated Depreciation and Amortization (623.7) (591.4)
--------- ---------
Net Property 661.0 613.8
--------- ---------
Intangible Assets 530.7 524.3
Other Assets 73.9 67.0
--------- ---------
Total Assets $ 2,297.0 $ 2,135.4
========= =========
LIABILITIES AND SHAREHOLDERS' EQUITY:
Current Liabilities:
Short-Term Debt, Including Current Portion
of Long-Term Debt $ 46.9 $ 90.0
Accounts and Dividends Payable 268.9 238.7
Other Current Liabilities 150.7 154.4
--------- ---------
Total Current Liabilities 466.5 483.1
--------- ---------
Long-Term Debt 868.7 723.0
Deferred Income Taxes 15.9 15.6
Other Liabilities 166.0 154.9
Minority Interest 217.6 206.2
Shareholders' Equity:
Common Stock (No par, 250.0 million shares
authorized; 104.7 million shares
outstanding at June 30, 1995 and 105.0
million shares outstanding at
December 31, 1994) 416.2 413.2
Retained Income 273.6 239.9
Cumulative Translation Adjustment (70.4) (51.8)
Unrealized Investment Gain 5.8 1.3
Treasury Common Stock (62.9) (50.0)
--------- ---------
Total Shareholders' Equity 562.3 552.6
--------- ---------
Total Liabilities and Shareholders' Equity $ 2,297.0 $ 2,135.4
========= =========
See accompanying notes to condensed consolidated financial statements.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Six Months Ended
June 30,
----------------
1995 1994
------ ------
(in millions)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $ 52.0 $ 45.6
Adjustments to Reconcile to Net Cash Provided by
Operating Activities:
Depreciation and Amortization 53.2 49.2
Other 5.6 10.1
Changes in Assets and Liabilities, Net of Acquisitions:
Decrease in Receivables 23.0 6.9
Increase in Inventories (57.2) (17.5)
Increase in Payables 29.9 20.8
Net Change in Other Assets and Liabilities (20.4) (15.9)
------- -------
Net Cash Provided by Continuing Operations 86.1 99.2
Net Cash Used in Discontinued Operations (3.4) (0.3)
------- -------
Net Cash Provided by Operating Activities 82.7 98.9
------- -------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital Investments, Net (89.3) (47.2)
Acquisitions and Joint Ventures (17.9) --
Purchase of Investments (160.5) (60.3)
Proceeds from Sale of Investments 159.6 54.6
------- -------
Net Cash Used in Investing Activities (108.1) (52.9)
------- -------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from Issuance of Long-Term Debt 249.7 111.7
Repayment of Long-Term Debt (126.2) (166.5)
Net Borrowings from (Repayment of) Bank Lines of
Credit and Commercial Paper (22.5) 39.9
Common Dividends (18.9) (16.9)
Treasury Stock Purchases (12.9) (32.5)
Issuance of Common Stock 3.2 1.0
------- -------
Net Cash Provided by (Used in) Financing Activities 72.4 (63.3)
------- -------
Effect of Exchange Rate Changes on Cash and Cash
Equivalents (2.0) (0.6)
------- -------
Change in Cash and Cash Equivalents 45.0 (17.9)
Cash and Cash Equivalents at January 1 71.3 93.0
------- -------
Cash and Cash Equivalents at June 30 $ 116.3 $ 75.1
======= =======
See accompanying notes to condensed consolidated financial statements.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. The condensed consolidated financial statements included herein have
been prepared by the Registrant, without audit. Certain information
and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles
have been condensed or omitted pursuant to the rules and regulations
of the Securities and Exchange Commission, although the Registrant
believes that the disclosures made are adequate to make the
information presented not misleading. It is suggested that these
condensed consolidated financial statements be read in conjunction
with the financial statements and notes thereto included in the
Registrant's Annual Report on Form 10-K for the year ended December
31, 1994. In the opinion of management, the information furnished
herein reflects all adjustments (consisting only of normal recurring
adjustments) necessary for a fair statement of results for the interim
periods presented.
2. During the first quarter of 1994, the Registrant's subsidiary, Pepsi
General, acquired a Pepsi-Cola franchise in Waterloo, Iowa, from
Midland Bottling Co. ("Midland Bottling"), a subsidiary of PepsiCo,
Inc. The acquisition was made through a tax-free merger in which
Pepsi General issued 2,025 shares of its Preferred Stock, Series A, to
Midland Bottling. The effects of this acquisition, had it been
acquired on January 1, 1994, would not have been significant to the
operating results.
3. Net cash provided by operating activities reflected cash payments or
receipts for interest and income taxes as follows:
Six Months Ended
June 30,
----------------
1995 1994
------- -------
(in millions)
Interest Paid $ 42.0 $ 35.2
Interest Received 2.9 3.3
Income Taxes Paid 32.6 36.0
4. As of June 30, 1995, the components of inventory were approximately:
raw materials and supplies -- 30.9 percent; work in process - 16.6
percent; and finished goods -- 52.5 percent.
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
LIQUIDITY AND CAPITAL RESOURCES
At June 30, 1995, the Registrant had cash and cash equivalents of
$116.3 million, compared with $71.3 million at December 31, 1994. The
increase in cash during the first six months of 1995 principally resulted
from cash from operations and the issuance of long-term debt, partially
offset by the repayment of long-term debt, repayment of bank lines of
credit and commercial paper, as well as capital expenditures, acquisitions
of companies, investments in joint ventures, dividends, and treasury stock
purchases.
Cash provided from operations amounted to $82.7 million in the first
six months of 1995, compared with $98.9 million in the first six months of
1994. The decrease of $16.2 million principally resulted from
significantly higher inventory levels, partially offset by lower payable
disbursements, higher receivable collections and higher income. Cash
provided from operations together with cash from the issuance of long-term
debt was used primarily for debt repayment, capital investments,
acquisitions and joint ventures, dividends, and treasury stock purchases.
Cash used in investing activities more than doubled in the first six
months of 1995 to $108.1 million, compared with the first six months of
1994. Net capital expenditures increased $42.1 million to $89.3 million,
primarily due to capital investments for Pepsi General's new distribution
facilities in Poland. In addition, the Registrant invested $17.9 million
in joint ventures and acquisitions, primarily in the Pepsi bottling
facility in Poland, a Hussmann equipment distributor in Chile, and the
purchase of the remaining 50 percent interest in a refrigeration
manufacturer and distributor in the U.K. For the first six months of 1995,
proceeds from the sale of investments of $159.6 million were used primarily
to purchase new investments of $160.5 million. The increase over 1994
principally reflects the timing of investment maturity.
In the first six months of 1995, the Registrant issued debt totaling
$252.5 million (yielding net proceeds of $249.7 million), primarily
consisting of $100.0 million of twelve year notes, $50.5 million of two
year notes and $100.0 million of twenty year notes with interest rates of
approximately 8.3 percent, 8.1 percent and 7.6 percent, respectively. The
proceeds from the issuance of long-term debt was used primarily to repay
long-term debt totaling $126.2 million and borrowings under bank lines of
credit and commercial paper totaling $22.5 million. In total the
Registrant's debt increased $102.6 million from December 31, 1994 to $915.6
million at June 30, 1995.
The Registrant had contractual bank lines of credit of $300.0 million
at June 30, 1995, unchanged from December 31, 1994. The Registrant also
maintains a $200.0 million commercial paper program. There were borrowings
under these programs of $20.0 million and $42.5 million at June 30, 1995
and December 31, 1994, respectively.
RESULTS OF OPERATIONS
1995 SECOND QUARTER COMPARED WITH 1994 SECOND QUARTER
Sales and revenues increased 9.1 percent to $734.7 million in the
second quarter of 1995 with revenue increases being reported by each of the
Registrant's three major subsidiaries. Sales for the Registrant's three
major subsidiaries are summarized below:
Quarter Ended
June 30,
--------------- %
1995 1994 Change
------- ------- -------
(in millions)
Pepsi General $ 360.2 $ 323.8 11.2
Midas 153.9 146.1 5.3
Hussmann 220.6 203.6 8.3
------- -------
Total Sales and Revenues $ 734.7 $ 673.5 9.1
======= =======
Pepsi General's revenues increased $36.4 million, and included sales
in Poland of $6.7 million in 1995. The increase in Pepsi General's
revenues also reflected the benefits of improved product demand in the
United States and higher selling prices. Domestic unit case volume
increased 1.4 percent over the second quarter of 1994; however, such volume
in 1995 was adversely impacted by the cool, rainy weather surrounding the
Memorial Day weekend. Pepsi General's average net selling price for the
second quarter increased 7.0 percent over 1994. Midas' revenues increased
$7.8 million, chiefly due to higher retail sales in the United States and
France. Hussmann's revenues increased $17.0 million, principally from
acquisitions in China, Chile and the U.K. and from stronger sales in the
United States, partially offset by lower sales in Mexico due to the
devaluation of the peso and the decline in the Mexican economy.
Gross profit improved 6.0 percent to $263.7 million, primarily due to
the increase in sales, partially offset by start up costs of Pepsi
General's operations in Poland. Gross profit margins declined to 35.9
percent from 36.9 percent in 1994, primarily at Pepsi General, with the
start up costs in Poland and higher aluminum can costs in the U.S.
Selling, general and administrative expenses increased $11.3 million,
or 7.4 percent, with the increase reflecting both higher sales volumes, as
well as inflationary cost increases. As a percent of sales, S,G&A expenses
represented 22.4 percent, down 0.3 percentage points from last year.
Amortization expense did not change significantly.
Operating income increased $3.6 million, or 3.9 percent, to $94.8
million with increases at Pepsi General and Midas, partially offset by a
small decline at Hussmann. Operating income for each of the Registrant's
three major subsidiaries is summarized below:
Quarter Ended
June 30,
---------------- %
1995 1994 Change
------- ------- -------
(in millions)
Pepsi General $ 53.2 $ 50.7 4.9
Midas 26.4 24.9 6.0
Hussmann 19.6 19.8 (1.0)
------- -------
Subsidiary Operating Income 99.2 95.4 4.0
Corporate Administrative Expenses (4.4) (4.2) 4.8
------- -------
Total Operating Income $ 94.8 $ 91.2 3.9
======= =======
In the second quarter, Pepsi General had record operating earnings of
$53.2 million, primarily reflecting the benefits of higher volumes and
prices. Pepsi General's results included $3.0 million in losses from its
operations in Poland. Excluding the losses in Poland, Pepsi General's
operating income increased 10.8 percent. Midas also had record operating
earnings of $26.4 million, up $1.5 million or 6.0 percent, primarily
reflecting the benefits from improved retail sales in the U.S. and France.
Hussmann reported earnings of $19.6 million, down 1.0 percent from last
year. The reduction primarily resulted from lower earnings in Mexico,
reflecting both the devaluation of the Mexican peso and the decline in the
Mexican economy. This decline was partially offset by increases in the
U.S. and the additional earnings from new business acquisitions in China,
Chile and the U.K.
Net interest expense increased $1.5 million, primarily due to higher
debt levels. The Registrant's total debt increased $87.7 million at June
30, 1995 from the year earlier period, principally resulting from higher
working capital requirements, stock repurchases, capital spending, and
investments in new companies and joint ventures.
Other expense declined $1.2 million to $4.1 million in the first
quarter of 1995. The decrease principally reflects a variance in gains and
losses from asset sales. Foreign currency adjustments, included in other
expense, were not significant in either the second quarter of 1995 or 1994.
RESULTS OF OPERATIONS
1995 FIRST SIX MONTHS COMPARED WITH 1994 FIRST SIX MONTHS
Sales and revenues increased 8.9 percent to $1,329.1 million in the
first six months of 1995 with revenue increases being reported by each of
the Registrant's three major subsidiaries as summarized below:
Six Months Ended
June 30,
------------------ %
1995 1994 Change
-------- -------- --------
(in millions)
Pepsi General $ 658.9 $ 598.8 10.0
Midas 280.9 256.5 9.5
Hussmann 389.3 365.1 6.6
-------- --------
Total Sales and Revenues $1,329.1 $1,220.4 8.9
======== ========
Pepsi General's revenues increased $60.1 million and included sales in
Poland of $8.6 million in 1995. The increase in Pepsi General's revenues
also reflected the benefits of improved product demand and higher selling
prices. U.S. case volume increased 2.8 percent in the first six months
compared with the corresponding period of 1994. Pepsi General's average
net selling price for the first six months increased by 5.8 percent when
compared with 1994. Midas' revenues increased $24.4 million, chiefly due
to higher retail sales in the United States and France. During the first
six months of 1995 the number of jobs performed at Midas shops increased
2.3 percent and the average revenue per job increased by 3.5 percent from
the first six months of 1994. Hussmann's revenues increased $24.2 million,
principally from stronger sales volume in the United States, as well as new
sales from recent acquisitions in China, Chile, and the U.K., partially
offset by lower sales in Mexico due to the devaluation of the peso and the
decline in the Mexican economy.
Gross profit increased 7.5 percent to $475.0 million, primarily due to
the increase in sales, partially offset by start up costs of Pepsi's
operations in Poland. Gross profit margins decreased to 35.7 percent from
36.2 percent in 1994, primarily due to Pepsi General's start up costs in
Poland and increased aluminum can costs in the U.S.
Selling, general and administrative expenses increased $25.9 million,
or 8.7 percent, with the increase reflecting both higher sales volume and
inflationary cost increases. As a percent of sales, S,G&A expenses were
24.2 percent, virtually unchanged from last year. Amortization expense did
not change significantly.
Operating income increased $7.2 million, or 5.3 percent, to $143.9
million, with increases at Pepsi General and Midas, partially offset by a
small decline at Hussmann. Operating income for each of the Registrant's
three major subsidiaries is summarized below:
Six Months Ended
June 30,
------------------ %
1995 1994 Change
-------- -------- --------
(in millions)
Pepsi General $ 89.5 $ 84.5 5.9
Midas 37.3 33.7 10.7
Hussmann 25.8 26.8 (3.7)
------- -------
Subsidiary Operating Income 152.6 145.0 5.2
Corporate Administrative Expenses (8.7) (8.3) 4.8
------- -------
Total Operating Income $ 143.9 $ 136.7 5.3
======= =======
In the first six months Pepsi General had operating earnings of $89.5
million, primarily reflecting the benefits of higher volumes and prices.
Pepsi General's results included operating losses of $5.2 million from its
operations in Poland. Excluding the losses in Poland, Pepsi General's
operating income increased 12.1 percent. Midas' operating earnings of
$37.3 million, were up $3.6 million or 10.7 percent over a year ago,
primarily reflecting the benefits of higher retail sales in the U.S. and
France. Hussmann reported earnings of $25.8 million, down 3.7 percent from
last year. The reduction primarily resulted from lower earnings in Mexico,
reflecting both the devaluation of the peso and the decline in the Mexican
economy. The reduction in earnings in Mexico completely offset improved
earnings from the U.S. operations as a result of higher sales.
Net interest expense was virtually unchanged from 1994. The effects
of higher debt levels were essentially offset by the lower interest rates
of recent debt issues.
Other expense declined $4.5 million to $7.0 million in the first six
months of 1995 compared to the first six months of 1994. The decrease
principally reflects a variance in gains and losses from asset sales.
Foreign currency adjustments, included in other expense, were not
significant in either the first six months of 1995 or 1994.
PART II - OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders.
(a) May 4, 1995 Annual Meeting of Shareholders.
(b) Election of Directors
The following persons were elected at the Annual Meeting of
Shareholders held May 4, 1995, to serve as Directors for the
ensuing year:
Bruce S. Chelberg Helen Galland
Richard G. Cline Jarobin Gilbert, Jr.
James W. Cozad Donald P. Jacobs
Pierre S. duPont Victoria B. Jackson
Archie R. Dykes Charles S. Locke
(c) Matters Voted Upon
Proposal Number 1 (Election of Directors)
To consider and vote upon the Registrant's directors.
The following votes were recorded with respect thereto:
Nominees Votes For Votes Withheld
------------------ ---------- --------------
Bruce S. Chelberg 94,485,231 355,290
Richard G. Cline 94,582,212 258,309
James W. Cozad 94,556,507 284,014
Pierre S. duPont 94,549,895 290,626
Archie R. Dykes 94,524,090 316,431
Helen Galland 89,960,844 4,879,677
Jarobin Gilbert, Jr. 94,538,158 302,363
Donald P. Jacobs 94,540,035 300,486
Victoria B. Jackson 94,544,718 295,803
Charles S. Locke 90,266,326 4,574,195
Proposal Number 2 (Independent Public Accountants)
To consider and vote upon the proposal to ratify the selection of
KPMG Peat Marwick LLP as the Registrant's independent public
accountants.
Votes For and Against and Abstentions on this matter were as
follows:
For Against Abstain
---------- -------- -------
94,462,865 139,133 238,523
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits.
12. Statement of Calculation of Ratio of Earnings to Fixed
Charges.
(b) Reports on Form 8-K.
None filed during the second quarter ended June 30, 1995.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
WHITMAN CORPORATION
Date: August 11, 1995 By: /s/ FRANK T. WESTOVER
---------------------------------
Frank T. Westover
Senior Vice President and
Controller
(As Chief Accounting Officer and
Duly Authorized Officer of Whitman
Corporation)
EXHIBIT 12
WHITMAN CORPORATION
STATEMENT OF CALCULATION
OF RATIO OF EARNINGS TO FIXED CHARGES
(in Millions, Except Ratios)
Six Months
June 30, Years Ended December 31,
------------- ------------------------------------
1995 1994 1994 1993 1992 1991 1990
------ ------ ------ ------ ------ ------ ------
Earnings:
Income from Continuing
Operations before
Taxes $103.3 $91.7 $212.7 $212.2 $170.6 $161.7 $(39.0)
Fixed Charges Excluding
Capitalized Interest 42.2 41.8 82.2 105.9 106.9 138.2 168.1
------ ------ ------ ------ ------ ------ ------
Income as Adjusted $145.5 $133.5 $294.9 $318.1 $277.5 $299.9 $129.1
====== ====== ====== ====== ====== ====== ======
Fixed Charges:
Interest Expense $ 36.5 $ 36.8 $ 71.1 $ 96.2 $ 97.7 $128.6 $158.7
Portion of Rents
Representative of
Interest Factor 5.7 5.0 11.1 9.7 9.2 9.6 9.4
------ ------ ------ ------ ------ ------ ------
Fixed Charges Excluding
Capitalize Interest 42.2 41.8 82.2 105.9 106.9 138.2 168.1
Capitalized Interest 0.0 0.0 0.2 0.2 0.2 0.2 0.3
------ ------ ------ ------ ------ ------ ------
Total Fixed Charges $ 42.2 $ 41.8 $ 82.4 $106.1 $107.1 $138.4 $168.4
====== ====== ====== ====== ====== ====== ======
Ratio of Earnings to
Fixed Charges 3.4x 3.2x 3.6x 3.0x 2.6x 2.2x 0.8x
====== ====== ====== ====== ====== ====== ======
(1)
(1) In 1990, the ratio of earnings to fixed charges was less than
one to one coverage principally as a result of a $170 million
restructuring charge. The dollar amount of fixed charge coverage
deficiency in 1990 was $39.3 million. Excluding the restructuring
charge, the ratio of earnings to fixed charges was 1.8 times in 1990.
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000049573
<NAME> WHITMAN CORPORATION
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> JUN-30-1995
<CASH> 116,300
<SECURITIES> 0
<RECEIVABLES> 333,900<F1>
<ALLOWANCES> 6,000
<INVENTORY> 289,100
<CURRENT-ASSETS> 794,500
<PP&E> 1,284,700
<DEPRECIATION> 623,700
<TOTAL-ASSETS> 2,297,000
<CURRENT-LIABILITIES> 466,500
<BONDS> 868,700
<COMMON> 416,200
0
0
<OTHER-SE> 146,100
<TOTAL-LIABILITY-AND-EQUITY> 2,297,000
<SALES> 1,329,100
<TOTAL-REVENUES> 1,329,100
<CGS> 854,100
<TOTAL-COSTS> 1,185,200<F4>
<OTHER-EXPENSES> 7,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 33,600<F2>
<INCOME-PRETAX> 103,300
<INCOME-TAX> 43,100
<INCOME-CONTINUING> 52,000<F3>
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 52,000
<EPS-PRIMARY> $0.49
<EPS-DILUTED> $0.49
<FN>
<F1>Net of allowance for doubtful accounts of $6,000
<F2>Interest expense reported is offset by $2,900 of interest income, therefore
gross interest expense equals $36,500
<F3>Income from continuing operations is reported after minority interest of
$8,200
<F4>Includes Selling, General and Administrative Expenses, Amortization Expense
and Cost of Goods Sold
</FN>
</TABLE>
