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, 1996
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 001-04710
----------
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 (847) 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, 1996, the Registrant had 105,120,116 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 Six Months
Ended Ended
June 30, June 30,
---------------- ----------------
1996 1995 1996 1995
------ ------ ------ ------
(in millions, except per-share data)
Sales and Revenues $ 772.2 $ 734.7 $1,430.1 $1,329.1
Cost of Goods Sold 489.7 471.0 918.3 854.1
-------- -------- -------- --------
Gross Profit 282.5 263.7 511.8 475.0
Selling, General and Administrative
Expenses 175.6 164.4 346.9 322.2
Amortization Expense 5.0 4.5 10.0 8.9
-------- -------- -------- --------
Operating Income 101.9 94.8 154.9 143.9
Interest Expense (18.3) (19.2) (35.7) (36.5)
Interest Income 1.4 1.6 3.1 2.9
Other Expense, Net (4.7) (4.1) (8.7) (7.0)
-------- -------- -------- --------
Income Before Income Taxes 80.3 73.1 113.6 103.3
Provision for Income Taxes 33.1 30.1 47.1 43.1
-------- -------- -------- --------
Income Before Minority Interest 47.2 43.0 66.5 60.2
Minority Interest 5.5 5.0 8.8 8.2
-------- -------- -------- --------
Net Income $ 41.7 $ 38.0 $ 57.7 $ 52.0
======== ======== ======== ========
Average Number of Common Shares
Outstanding 107.3 106.0 107.2 106.0
======== ======== ======== ========
Net Income per Common Share $ 0.39 $ 0.36 $ 0.54 $ 0.49
======== ======== ======== ========
Cash Dividends per Common Share $ 0.105 $ 0.095 $ 0.20 $ 0.18
======== ======== ======== ========
See accompanying notes to condensed consolidated financial statements.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
June 30, December 31,
1996 1995
------------ ------------
(in millions)
ASSETS:
Current Assets:
Cash and Cash Equivalents $ 65.9 $ 53.3
Receivables 380.6 378.5
Inventories 302.9 267.1
Other Current Assets 56.7 62.2
-------- --------
Total Current Assets 806.1 761.1
-------- --------
Investments 257.2 253.7
Property (at Cost) 1,391.6 1,356.8
Accumulated Depreciation and Amortization (685.9) (659.3)
-------- --------
Net Property 705.7 697.5
-------- --------
Intangible Assets 560.0 568.8
Other Assets 80.3 82.2
-------- --------
Total Assets $2,409.3 $2,363.3
======== ========
LIABILITIES AND SHAREHOLDERS EQUITY:
Current Liabilities:
Short-Term Debt, Including Current
Portion of Long-Term Debt $ 103.4 $ 93.8
Accounts and Dividends Payable 271.2 248.6
Other Current Liabilities 157.4 165.2
-------- --------
Total Current Liabilities 532.0 507.6
-------- --------
Long-Term Debt 827.8 828.2
Deferred Income Taxes 37.7 33.4
Other Liabilities 133.4 141.0
Minority Interest 231.9 225.3
Shareholders Equity:
Common Stock (No par, 250.0 million shares
authorized; 105.5 million shares outstanding
at June 30, 1996 and 105.2 million shares
outstanding at December 31, 1995) 447.4 427.8
Retained Income 367.4 336.6
Cumulative Translation Adjustment (83.4) (80.3)
Unrealized Investment Gain 4.4 9.7
Treasury Common Stock (89.3) (66.0)
-------- --------
Total Shareholders Equity 646.5 627.8
-------- --------
Total Liabilities and Shareholders Equity $2,409.3 $2,363.3
======== ========
See accompanying notes to condensed consolidated financial statements.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Six Months Ended
June 30,
----------------------
1996 1995
------- -------
(in millions)
Cash Flows from Operating Activities:
Net Income $ 57.7 $ 52.0
Adjustments to Reconcile to Net Cash Provided
by Operating Activities:
Depreciation and Amortization 59.0 53.2
Other 6.6 5.6
Changes in Assets and Liabilities, Net of
Acquisitions:
Decrease in Receivables 1.6 23.0
Increase in Inventories (36.2) (57.2)
Increase in Payables 22.6 29.9
Net Change in Other Assets and Liabilities 5.2 (20.4)
-------- --------
Net Cash Provided by Continuing Operations 116.5 86.1
Net Cash Used in Discontinued Operations (9.1) (3.4)
-------- --------
Net Cash Provided by Operating Activities 107.4 82.7
-------- --------
Cash Flows from Investing Activities:
Capital Investments, Net (61.1) (89.3)
Acquisitions and Joint Ventures (21.6) (17.9)
Purchase of Investments (65.1) (160.5)
Proceeds from Sale of Investments 74.1 159.6
-------- --------
Net Cash Used in Investing Activities (73.7) (108.1)
-------- --------
Cash Flows from Financing Activities:
Proceeds from Issuance of Long-Term Debt -- 249.7
Repayment of Long-Term Debt (0.9) (126.2)
Net Borrowings from (Repayment of) Bank
Lines of Credit and Commercial Paper 1.8 (22.5)
Increase in Current Debt 9.6 --
Common Dividends (21.1) (18.9)
Treasury Stock Purchases (23.1) (12.9)
Issuance of Common Stock 12.5 3.2
-------- --------
Net Cash Provided by (Used in) Financing
Activities (21.2) 72.4
-------- --------
Effect of Exchange Rate Changes on Cash and
Cash Equivalents 0.1 (2.0)
-------- --------
Change in Cash and Cash Equivalents 12.6 45.0
Cash and Cash Equivalents at January 1 53.3 71.3
-------- --------
Cash and Cash Equivalents at June 30 $ 65.9 $ 116.3
======== ========
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, 1995. 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. Net cash provided by operating activities reflected cash payments or
receipts for interest and income taxes as follows:
Six Months Ended
June 30,
1996 1995
------ ------
(in millions)
Interest Paid $ 35.6 $ 42.0
Interest Received 2.3 2.9
Income Taxes Paid 29.4 32.6
3. As of June 30, 1996, the components of inventory were approximately:
raw materials and supplies -- 30.7 percent; work in process - 18.7
percent; and finished goods -- 50.6 percent.
Item 2. Management s Discussion and Analysis of Financial Condition and
Results of Operations.
LIQUIDITY AND CAPITAL RESOURCES
At June 30, 1996, the Registrant had cash and cash equivalents of
$65.9 million, compared with $53.3 million at December 31, 1995. The
increase in cash during the first six months of 1996 principally resulted
from an increase in cash flow from operations and the issuance of
additional common stock (principally from stock option exercises),
partially offset by capital expenditures, investments in joint ventures,
dividends, and treasury stock purchases.
Cash flow from operations amounted to $107.4 million for the first
six months of 1996, compared with $82.7 million in the first six months
of 1995. The increase principally resulted from higher net income and
various changes in other assets and liabilities, offset by an increased
investment in primary working capital (receivables, inventories, less
payables). The change in primary working capital during the first half
of 1995 included the receipt of a $25.4 million income tax refund. There were
no significant changes in any individual other asset and liability
accounts.
Cash used in investing activities totaled $73.7 million in the first
six months of 1996, compared with $108.1 million for the same period of
1995. Net capital expenditures declined by $28.2 million to $61.1
million, with the reduction reflecting, among other factors, lower
capital spending for Pepsi General's distribution facilities in Poland.
During the first six months of 1996, Pepsi General increased its
investment in the manufacturing joint venture in Poland by an additional
$21.6 million. For the first six months of 1996, proceeds from the sale
of investments of $74.1 million were used primarily to purchase new
investments of $65.1 million. Purchases of and proceeds from the sale
of investments principally related to the Registrant's insurance
subsidiary. A substantial portion of these purchases and sales of such
investments represent reinvestment of assets as the investments mature.
In the first six months of 1996, short term debt and net borrowings
from bank lines and commercial paper increased $11.4 million, offset
slightly by repayments of long term debt. The Registrant's total debt
increased to $931.2 million at June 30, 1996, up from $922.0 million at
December 31, 1995.
At June 30, 1996, the Registrant had contractual bank lines of
credit of $300.0 million and also maintained a $200.0 million commercial
paper program, which was unchanged from December 31, 1995. Borrowings
under these programs totaled $16.8 million and $15.0 million at June 30,
1996 and December 31, 1995, respectively.
RESULTS OF OPERATIONS
1996 SECOND QUARTER COMPARED WITH 1995 SECOND QUARTER
Sales and revenues increased 5.1 percent to $772.2 million in the
second quarter of 1996, with revenue increases reported by each of the
Registrant's three major subsidiaries, as summarized below:
Quarter Ended
June 30,
-------------------- %
1996 1995 Change
------- ------- ------
(in millions)
Pepsi General $ 384.5 $ 360.2 6.7
Midas 161.7 153.9 5.1
Hussmann 226.0 220.6 2.4
------- -------
Total Sales and Revenues $ 772.2 $ 734.7 5.1
======= =======
Pepsi General's revenues increased $24.3 million, including a $5.0
million sales increase in Poland. The increase in Pepsi General's
revenues in the U.S. reflected improved product demand while selling
prices remained essentially unchanged. Domestic unit case volume
increased 5.2 percent over the second quarter of 1995, with 2.0 percent
of the improvement resulting from the Cedar Rapids, Iowa franchise
acquired in July, 1995. The cold, wet spring weather kept domestic
volume increases moderate. Midas' revenues increased $7.8 million,
principally in Europe and the U.S., partially offset by lower revenues in
Australia due to a decline in the number of company-owned shops.
Hussmann's revenues increased $5.4 million, primarily resulting from
strong demand in the United States, offset partially by softness in the
U.K. where new supermarket construction has been adversely affected by
efforts to restrict urban development.
Gross profit improved 7.1 percent to $282.5 million, primarily
reflecting the increase in sales. Gross profit margins increased to
36.6 percent from 35.9 percent, primarily at Pepsi General, reflecting
lower packaging and sweetener costs.
Selling, general and administrative (S,G&A) expenses increased $11.2
million, or 6.8 percent, with the increase reflecting the effects of
higher sales volumes and inflationary cost increases. S,G&A expenses
represented 22.7 percent of sales in the second quarter of 1996, up 0.3
percentage points from the same period last year. The increase in
amortization expense was related to recent acquisitions.
Operating income increased $7.1 million, or 7.5 percent, to $101.9
million in the second quarter of 1996 with increases being reported by
each of the Registrant's three major subsidiaries. Operating income for
the Registrant's three major subsidiaries and corporate administrative
expenses are summarized below:
Quarter Ended
June 30,
------------------ %
1996 1995 Change
-------- -------- --------
(in millions)
Pepsi General $ 57.2 $ 53.2 7.5
Midas 27.2 26.4 3.0
Hussmann 21.8 19.6 11.2
------- -------
Subsidiary Operating Income 106.2 99.2 7.1
Corporate Administrative Expenses (4.3) (4.4) (2.3)
------- -------
Total Operating Income $101.9 $ 94.8 7.5
======= =======
Pepsi General's increased operating earnings primarily reflected the
benefits of higher volumes and favorable variable costs in the U.S.
Pepsi General's results included $3.4 million in operating losses from
its operations in Poland, compared with a loss of $3.0 million in the
second quarter of 1995. The lower results in Poland reflected a
continuing high level of costs associated with the start-up and expansion
of operations. Excluding the operating losses in Poland, Pepsi
General's operating income increased 7.7 percent. Midas reported
operating income of $27.2 million, up $0.8 million or 3.0 percent from
last year, primarily reflecting the effects of higher revenues in Europe
and improved results from company-owned shops in Canada, partially offset
by lower results in the United States. Midas' domestic revenue growth
during the second quarter was primarily from brake and other non-exhaust
services, which typically carry lower margins than the exhaust business.
Hussmann reported operating earnings of $21.8 million, up $2.2 million or
11.2 percent from last year, primarily resulting from stronger sales in
the United States, offset by the effects of lower sales in the U.K.
Net interest expense declined to $16.9 million in the second quarter
of 1996 from $17.6 million in the second quarter of 1995, resulting from
lower weighted average interest rates partially offset by moderately
higher debt levels. The increase in total debt to $931.2 million at June
30, 1996 from $915.6 million at June 30, 1995, principally resulted from
capital expenditures and investments in new companies and joint ventures.
Other expense, net, increased $0.6 million to $4.7 million in the
second quarter of 1996. The increase primarily reflected a variance in
gains and losses from asset sales, which were individually insignificant.
In addition, gains and losses from foreign currency were not significant
in the second quarter of either 1996 or 1995.
RESULTS OF OPERATIONS
1996 FIRST SIX MONTHS COMPARED WITH 1995 FIRST SIX MONTHS
Sales and revenues increased 7.6 percent to $1,430.1 million in the
first six months of 1996, with revenue increases reported by each of the
Registrant's three major subsidiaries, as summarized below:
Six Months Ended
June 30,
------------------- %
1996 1995 Change
-------- -------- --------
(in millions)
Pepsi General $ 717.2 $ 658.9 8.8
Midas 292.3 280.9 4.1
Hussmann 420.6 389.3 8.0
-------- --------
Total Sales and Revenues $1,430.1 $1,329.1 7.6
======== ========
Pepsi General's revenues increased $58.3 million and included a
$14.2 million sales increase in Poland. The increase in Pepsi General's
revenues in the U.S. reflected the benefits of slightly higher selling
prices and improved product demand, which was kept moderate due to the
cold, wet spring weather in the Midwest. Domestic unit case volume
increased 5.8 percent over the first six months of 1995, with 2.1 percent
of the increase coming from the Cedar Rapids, Iowa franchise acquired in
July, 1995. Midas' revenues increased $11.4 million, primarily due to
higher revenues in Europe, the U.S. and Canada, partially offset by lower
revenues in Australia due to a decline in the number of company-owned
shops. Hussmann's revenues increased $31.3 million primarily resulting
from stronger sales in the United States. These improvements were
partially offset by softness in the U.K. where new supermarket
construction has been adversely affected by efforts to restrict urban
development.
Gross profit improved 7.7 percent to $511.8 million, primarily due
to the increase in sales. Gross profit margins improved slightly to 35.8
percent from 35.7 percent, primarily at Pepsi General, reflecting
moderately lower packaging and sweetener costs.
Selling, general and administrative (S,G&A) expenses increased $24.7
million, or 7.7 percent, essentially equivalent to the increase in sales.
S,G&A expenses represented 24.3 percent of sales in the first six months
of 1996, essentially flat with the 24.2 percent of sales in the same
period last year. The increase in amortization expense was related to
recent acquisitions.
Operating income increased $11.0 million, or 7.6 percent, to $154.9
million in the first six months of 1996 with increases being reported by
each of the Registrant's three major subsidiaries. Operating income for
the Registrant's three major subsidiaries and corporate administrative
expenses are summarized below:
Six Months Ended
June 30,
------------------ %
1996 1995 Change
-------- -------- --------
(in millions)
Pepsi General $ 95.3 $ 89.5 6.5
Midas 38.7 37.3 3.8
Hussmann 29.8 25.8 15.5
------- -------
Subsidiary Operating Income 163.8 152.6 7.3
Corporate Administrative Expenses (8.9) (8.7) 2.3
------- -------
Total Operating Income $ 154.9 $ 143.9 7.6
======= =======
In the first six months Pepsi General had operating earnings of
$95.3 million, up $5.8 million, or 6.5 percent from last year, primarily
reflecting the benefits of higher volumes, modestly improved pricing and
lower sweetener and packaging costs. Pepsi General's results included
$7.7 million in operating losses from its operations in Poland, compared
with operating losses of $5.2 million for the same period of 1995. The
lower results in Poland reflected a continuing high level of costs
associated with the start-up and expansion of operations. Excluding the
operating losses in Poland, Pepsi General's operating income increased
8.8 percent. Midas reported operating earnings of $38.7 million, up $1.4
million, or 3.8 percent, from last year, primarily reflecting the
benefits of higher revenues in Europe and Canada partially offset by
lower results in the United States due to a shift in sales mix to lower
margin non-exhaust services. Hussmann reported operating earnings of
$29.8 million, up $4.0 million or 15.5 percent from last year. The
increase in Hussmann's operating earnings primarily resulted from
stronger sales in the United States, partially offset by the effects of
lower sales in the U.K.
Net interest expense declined by $1.0 million to $32.6 million in
the first six months of 1996, resulting from lower weighted average
interest rates partially offset by higher debt levels.
Other expense, net, increased $1.7 million to $8.7 million in the
first six months of 1996. The increase primarily reflected a variance in
gains and losses from asset sales, which were individually insignificant.
In addition, gains and losses from foreign currency were not significant
in either 1996 or 1995.
PART II - OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders.
(a) May 2, 1996 Annual Meeting of Shareholders.
(b) Election of Directors
The following persons were elected at the Annual Meeting of
Shareholders held May 2, 1996, to serve as Directors for the
ensuing year:
Herbert M. Baum Archie R. Dykes
Bruce S. Chelberg Jarobin Gilbert, Jr.
Richard G. Cline Victoria B. Jackson
James W. Cozad Donald P. Jacobs
Pierre S. duPont 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
-------- --------- --------------
Herbert M. Baum 96,077,015 349,760
Bruce S. Chelberg 96,066,517 360,258
Richard G. Cline 96,080,776 345,999
James W. Cozad 96,043,258 383,517
Pierre S. duPont 96,046,967 379,808
Archie R. Dykes 96,068,735 358,040
Jarobin Gilbert, Jr. 96,045,863 380,912
Victoria B. Jackson 96,056,774 370,001
Donald P. Jacobs 96,058,270 368,505
Charles S. Locke 96,037,631 389,144
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
---- ------- -------
98,085,666 129,063 212,046
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, 1996.
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 12, 1996 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,
-------------- ----------------------------------
1996 1995 1995 1994 1993 1992 1991
------ ------ ------ ------ ------ ------ ------
Earnings:
Income from Continuing
Operations before
Taxes $113.6 $103.3 $259.7 $212.7 $212.2 $170.6 $161.7
Fixed Charges Excluding
Capitalized Interest 42.2 42.2 86.7 82.2 105.9 106.9 138.2
------ ------ ------ ------ ------ ------ ------
Earnings as Adjusted $155.8 $145.5 $346.4 $294.9 $318.1 $277.5 $299.9
====== ====== ====== ====== ====== ====== ======
Fixed Charges:
Interest Expense $ 35.7 $ 36.5 $ 74.6 $ 71.1 $ 96.2 $ 97.7 $128.6
Portion of Rents
Representative of
Interest Factor 6.5 5.7 12.1 11.1 9.7 9.2 9.6
------ ------ ------ ------ ------ ------ ------
Fixed Charges Excluding
Capitalize Interest 42.2 42.2 86.7 82.2 105.9 106.9 138.2
Capitalized Interest 0.0 0.0 0.2 0.2 0.2 0.2 0.2
------ ------ ------ ------ ------ ------ ------
Total Fixed Charges $ 42.2 $ 42.2 $ 86.9 $ 82.4 $106.1 $107.1 $138.4
====== ====== ====== ====== ====== ====== ======
Ratio of Earnings to
Fixed Charges 3.7x 3.4x 4.0x 3.6x 3.0x 2.6x 2.2x
====== ====== ====== ====== ====== ====== ======
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000049573
<NAME> WHITMAN CORPORATION
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 65,900
<SECURITIES> 0
<RECEIVABLES> 380,600<F1>
<ALLOWANCES> 6,300
<INVENTORY> 302,900
<CURRENT-ASSETS> 806,100
<PP&E> 1,391,600
<DEPRECIATION> 685,900
<TOTAL-ASSETS> 2,409,300
<CURRENT-LIABILITIES> 532,000
<BONDS> 827,800
0
0
<COMMON> 447,400
<OTHER-SE> 199,100
<TOTAL-LIABILITY-AND-EQUITY> 2,409,300
<SALES> 1,430,100
<TOTAL-REVENUES> 1,430,100
<CGS> 918,300
<TOTAL-COSTS> 1,275,200<F2>
<OTHER-EXPENSES> 8,700
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 32,600<F3>
<INCOME-PRETAX> 113,600
<INCOME-TAX> 47,100
<INCOME-CONTINUING> 57,700<F4>
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 57,700
<EPS-PRIMARY> $0.54
<EPS-DILUTED> $0.54
<FN>
<F1>Net of allowance for doubtful accounts of $6,300
<F2>Includes Selling, General and Administrative Expenses, Amortization
Expense and Cost of Goods Sold
<F3>Interest expense is offset by $3,100 of interest income, therefore
gross interest expense equals $35,700
<F4>Income from continuing operations is reported after minority interest of
$8,800
</FN>
</TABLE>
