<PAGE> 1
THIRD QUARTER - 1995
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
-------------------
[X] Quarterly Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the period ended September 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 1-2438
I.R.S. Employer Identification Number 36-1262880
INLAND STEEL COMPANY
(a Delaware Corporation)
30 West Monroe Street
Chicago, Illinois 60603
Telephone: (312) 346-0300
Registrant meets the conditions set forth in General Instruction H(1)(a)
and (b) of Form 10-Q and is therefore filing this Form with the reduced
disclosure format.
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
---- ----
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date: 980 shares of the Company's
Common Stock ($1.00 par value per share) were outstanding as of November 3,
1995.
See notes to consolidated financial statements
<PAGE> 2
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
INLAND STEEL COMPANY AND SUBSIDIARY COMPANIES
(A wholly owned subsidiary of Inland Steel Industries, Inc.)
CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED)
===============================================================================
<TABLE>
<CAPTION>
Dollars in Millions
Three Months Ended Nine Months Ended
September 30 September 30
----------------------- ------------------------
1995 1994 1995 1994
---- ---- ---- ----
<S> <C> <C> <C> <C>
NET SALES $ 574.3 $ 613.5 $1,911.4 $1,847.6
-------- -------- -------- --------
OPERATING COSTS AND EXPENSES
Cost of goods sold 486.1 530.7 1,618.9 1,624.3
Selling, general and
administrative expenses 18.9 10.3 40.8 31.4
Depreciation 30.1 30.3 91.6 89.5
-------- -------- -------- --------
Total 535.1 571.3 1,751.3 1,745.2
-------- -------- -------- --------
OPERATING PROFIT 39.2 42.2 160.1 102.4
General corporate expense,
net of income items 7.8 2.1 15.3 6.8
Interest and other expense on debt 14.5 13.3 39.2 40.3
-------- -------- -------- --------
INCOME BEFORE INCOME TAXES 16.9 26.8 105.6 55.3
PROVISION FOR INCOME TAXES 6.5 10.1 40.7 20.3
-------- -------- -------- --------
NET INCOME $ 10.4 $ 16.7 $ 64.9 $ 35.0
======== ======== ======== ========
</TABLE>
See notes to consolidated financial statements
- 1 -
<PAGE> 3
INLAND STEEL COMPANY AND SUBSIDIARY COMPANIES
(A wholly owned subsidiary of Inland Steel Industries, Inc.)
CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
================================================================================
<TABLE>
<CAPTION>
Dollars in Millions
-------------------
Nine Months Ended
September 30
-------------------
1995 1994
---- ----
<S> <C> <C>
OPERATING ACTIVITIES
Net income $ 64.9 $ 35.0
-------- --------
Adjustments to reconcile net income to net
cash provided from operating activities:
Depreciation 91.6 89.5
Deferred income taxes 47.7 24.1
Deferred employee benefit cost (113.7) 33.5
Change in: Receivables 37.7 8.4
Inventories (60.5) (69.5)
Advances (28.2) --
Accounts payable (32.8) (3.2)
Payables to related companies 7.6 2.9
Accrued salaries and wages (7.0) .6
Other accrued liabilities 44.3 9.5
Other deferred items (3.3) (5.5)
-------- --------
Net adjustments (16.6) 90.3
-------- --------
Net cash provided from operating activities 48.3 125.3
-------- --------
INVESTING ACTIVITIES
Capital expenditures (70.8) (123.3)
Investments in and advances to joint ventures, net 12.6 10.7
Proceeds from sales of assets 1.0 1.8
-------- --------
Net cash used for investing activities (57.2) (110.8)
-------- --------
FINANCING ACTIVITIES
Additional contributed capital -- 110.0
Long-term debt issued 16.8 19.7
Long-term debt retired (23.0) (159.3)
Change in notes payable to related companies 34.5 34.5
Dividends paid (19.4) (19.4)
-------- --------
Net cash provided from (used for) financing activities 8.9 (14.5)
Net increase in cash and cash equivalents -- --
Cash and cash equivalents - beginning of year -- --
-------- --------
Cash and cash equivalents - end of period $ -- --
======== ========
SUPPLEMENTAL DISCLOSURES
Cash paid (received) during the period for:
Interest (net of amount capitalized) $ 28.6 $ 32.7
Income taxes, net (11.4) (8.8)
Non-cash investing and financing activities:
Long-term debt acquired in purchase of asset -- 63.3
</TABLE>
See notes to consolidated financial statements
- 2 -
<PAGE> 4
INLAND STEEL COMPANY AND SUBSIDIARY COMPANIES
(A wholly owned subsidiary of Inland Steel Industries, Inc.)
CONSOLIDATED BALANCE SHEET
================================================================================
<TABLE>
<CAPTION>
Dollars in Millions
-------------------
ASSETS September 30, 1995 December 31, 1994
------------------------- --------------------------
(unaudited)
<S> <C> <C> <C> <C>
CURRENT ASSETS
Cash and cash equivalents - $ -
Receivables $ 236.7 274.4
Inventories - principally at LIFO
In process and finished products $ 153.0 $ 92.1
Raw materials and supplies 64.4 217.4 64.8 156.9
--------- --------
Advances 28.2 -
Deferred income taxes 29.6 28.0
-------- --------
Total current assets 511.9 459.3
INVESTMENTS IN AND ADVANCES
TO JOINT VENTURES 201.3 204.9
PROPERTY, PLANT AND EQUIPMENT
Valued on basis of cost 3,853.3 3,779.8
Less: Reserve for depreciation,
amortization and depletion 2,430.9 2,339.3
Allowance for terminated facilities 100.7 1,321.7 100.7 1,339.8
--------- --------
DEFERRED INCOME TAXES 286.8 336.1
OTHER ASSETS 23.2 21.8
-------- --------
Total Assets $2,344.9 $2,361.9
======== ========
LIABILITIES AND STOCKHOLDER'S EQUITY
CURRENT LIABILITIES
Accounts payable $ 208.7 $ 241.5
Payables to related companies
Notes 173.5 139.0
Trade & other 15.5 7.9
Accrued liabilities 187.9 150.6
Long-term debt due within one year 7.7 6.6
-------- --------
Total current liabilities 593.3 545.6
LONG-TERM DEBT 409.9 417.1
DEFERRED EMPLOYEE BENEFITS 1,040.5 1,154.2
OTHER CREDITS 53.9 43.2
-------- --------
Total liabilities 2,097.6 2,160.1
STOCKHOLDER'S EQUITY (Schedule A) 247.3 201.8
-------- --------
Total Liabilities and Stockholder's Equity $2,344.9 $2,361.9
-------- --------
</TABLE>
See notes to consolidated financial statements
- 3 -
<PAGE> 5
INLAND STEEL COMPANY AND SUBSIDIARY COMPANIES
(A wholly owned subsidiary of Inland Steel Industries, Inc.)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
===============================================================================
NOTE 1/FINANCIAL STATEMENTS
Results of operations for any interim period are not necessarily indicative of
results of any other periods or for the year. The financial statements as of
September 30, 1995 and for the three-month and nine-month periods ended
September 30, 1995 and 1994 are unaudited, but in the opinion of management
include all adjustments necessary for a fair presentation of results for such
periods. These financial statements should be read in conjunction with the
financial statements and related notes contained in the Annual Report on Form
10-K for the year ended December 31, 1994.
NOTE 2/RELATED PARTY TRANSACTIONS
The Company has agreed to procedures established by Inland Steel Industries,
Inc. ("Industries") for charging Industries' administrative expenses to the
operating companies owned by it. Pursuant to these procedures, the Company was
charged $14.0 million by Industries for each of the first nine months of 1995
and 1994, for management, financial and legal services provided to the Company.
Procedures also have been established to charge interest on all intercompany
loans within the Industries group of companies. Such loans currently bear
interest at the prime rate. The Company's net intercompany interest expense for
the first nine months of 1995 totaled $10.5 million as compared to $5.3 million
for the first nine months of 1994.
The Company sells to and purchases products from other companies within the
Industries group of companies. Such transactions are made at prevailing market
prices. These transactions are summarized as follows:
<TABLE>
<CAPTION>
Dollars in Millions
-------------------
Three Months Nine Months
Ended September 30 Ended September 30
------------------------- ------------------------
1995 1994 1995 1994
-------- ------ ------- -------
<S> <C> <C> <C> <C>
Net Product Sales $35.7 $43.5 $121.5 $150.5
Net Product Purchases 4.0 4.5 15.3 14.1
</TABLE>
NOTE 3/COMMITMENTS
The total amount of firm commitments of the Company and its subsidiaries to
contractors and suppliers, primarily in connection with additions to property,
plant and equipment, was $45 million at September 30, 1995 compared with $39
million at December 31, 1994.
- 4 -
<PAGE> 6
ITEM 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS - Comparison of First Nine Months of 1995 to First Nine
Months of 1994
The Company reported consolidated net income of $64.9 million in the
first nine months of 1995 compared with $35.0 million in the comparable 1994
period. Improved operating results was the primary factor leading to the
increase.
Consolidated net sales of $1.91 billion for the first nine months of
1995 increased 3 percent from the comparable 1994 period due to an improvement
in average selling price as shipments decreased 1 percent. Higher average
selling price was also the primary factor leading to operating profit increasing
to $160 million as compared with $102 million a year earlier. Operating profit
for 1995 was favorably impacted by $15.2 million of reserve adjustments. A
description of reserve adjustments is included in "Workforce Reductions and
Reserves" below.
Workforce Reductions and Reserves
During the quarter, the Company offered a voluntary retirement package
to approximately 1,000 salaried employees. A total of 278 salaried employees
accepted the package, resulting in the Company recording a charge of $35 million
in the quarter for provisions related to pensions, health care, and severance
costs.
At quarter's end, the Company announced the closure of its plate
operation. Provisions for pensions and other employee benefits related to the
shutdown of this operation had been previously accrued. With the closure of the
plate operation, the Company will have completed the workforce reduction
program announced in 1991 that will reduce employment at corporate headquarters
and the Company by 25 percent from year-end 1991. A final computation of the
employee benefit costs required for the 1991 program resulted in unused
reserves due to differences between the actual makeup of the population leaving
the Company under this program and the projections used in 1991. As a result,
in the current quarter, the Company reversed $65 million of unused reserves
from the balance sheet and recorded a corresponding credit to income.
In the 1995 third quarter, the Company also recorded the following
adjustments to reserves. The Company increased reserves for previously
discontinued or reduced operations related to the Company's restructuring
efforts by $11 million, approximately two-thirds of which related to benefit
costs, primarily at closed mining facilities, and one-third related to
impairment of assets beyond amounts previously recognized. The Company also
increased its environmental reserves by $7 million.
- 5 -
<PAGE> 7
PART II. OTHER INFORMATION
ITEM 2. CHANGES IN SECURITIES
(a) The Company has entered into a Thirty-Fourth Supplemental
Indenture dated as of August 1, 1995 to its First Mortgage
Indenture dated April 1, 1928 filed as Exhibit 4.A to its 1994
Annual Report on Form 10-K, under which its outstanding first
mortgage bonds have been issued, to modify certain provisions of
the First Mortgage Indenture by (a) deleting the restriction on
dividends set forth in Article Six, Section 19, (b) deleting all
restrictions on the issuance of additional first mortgage bonds,
including those relating to interest coverage and capital
expenditures, and on the purposes for which additional first
mortgage bonds may be issued, and (c) providing that all first
mortgage bonds of any future series may be signed with the
facsimile signature or signatures of an officer or officers of
the Company and may be sealed with the facsimile seal of the
Company.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits.
3.(i) Copy of Restated Certificate of Incorporation of the Company.
(Filed as Exhibit 3-A to the Company's Annual Report on Form 10-K
for the year ended December 31, 1992, and incorporated by
reference herein.)
3.(ii) Copy of By-laws, as amended, of the Company. (Filed as Exhibit
3.(ii) to the Company's Annual Report on Form 10-K for the year
ended December 31, 1994, and incorporated by reference herein.)
4.A Copy of First Mortgage Indenture, dated April 1, 1928,
between the Company and First Trust and Savings Bank and Melvin
A. Traylor, as Trustees, and of supplemental indentures thereto,
to and including the Thirty-Third Supplemental Indenture,
incorporated by reference from the following Exhibits: (i)
Exhibits B-1(a), B-1(b), B-1(c), B-1(d) and B-1(e), filed with
the Company's Registration Statement on Form A-2 (No. 2-1855);
(ii) Exhibits D-1(f) and D-1(g), filed with the Company's
Registration Statement on Form E-1 (No. 2-2182); (iii) Exhibit
B-1(h), filed with the Company's Current Report on Form 8-K
dated January 18, 1937; (iv) Exhibit B-1(i), filed with the
Company's Current Report on Form 8-K, dated February 8, 1937;
(v) Exhibits B-1(j) and B-1(k), filed with the Company's Current
Report on Form 8-K for the month of April, 1940; (vi) Exhibit
B-2, filed with the Company's Registration Statement on Form A-2
(No. 2-4357); (vii) Exhibit B-1(l), filed with the Company's
Current Report on Form 8-K for the month of January, 1945;
(viii) Exhibit 1, filed with the Company's Current Report on
Form 8-K for the month of November, 1946; (ix) Exhibit 1, filed
with the Company's Current Report on Form 8-K for the months of
July and August, 1948; (x) Exhibits B and C, filed with the
Company's Current Report on Form 8-K for the month of March,
1952; (xi) Exhibit A, filed with the Company's Current Report on
Form 8-K for the month of July, 1956; (xii) Exhibit A, filed
with the Company's Current Report on Form 8-K for the month of
July, 1957; (xiii) Exhibit B, filed with the Company's Current
Report on Form 8-K for the month of January, 1959; (xiv) the
Exhibit filed with the Company's Current Report on Form 8-K for
the month of December, 1967; (xv) the Exhibit filed with the
Company's Current Report on Form 8-K for the month of April,
1969; (xvi) the Exhibit filed with the Company's Current Report
on Form 8-K for the month of July, 1970; (xvii) the Exhibit
filed with the amendment on Form 8 to the Company's Current
Report on Form 8-K for the month of April 1974; (xviii) Exhibit
B, filed with the Company's Current Report on Form 8-K for the
month of September, 1975; (xix) Exhibit B, filed with the
Company's Current Report on Form 8-K for the month of January,
1977; (xx) Exhibit C, filed with the Company's Current Report on
Form 8-K for the month of February, 1977; (xxi) Exhibit B, filed
with the Company's Quarterly Report on Form 10-Q for the quarter
ended June 1978; (xxii) Exhibit B, filed with the Company's
Quarterly Report on Form 10-Q for the quarter ended June
- 6 -
<PAGE> 8
30, 1980; (xxiii) Exhibit 4-D, filed with the Company's
Annual Report on Form 10-K for the fiscal year ended December 31,
1980; (xxiv) Exhibit 4-D, filed with the Company's Annual Report
on Form 10-K for the fiscal year ended December 31, 1982; (xxv)
Exhibit 4-E, filed with the Company's Annual Report on Form 10-K
for the fiscal year ended December 31, 1983; (xxvi) Exhibit 4(i)
filed with the Steel Company's Registration Statement on Form S-2
(No. 33-43393); (xxvii) Exhibit 4 filed with the Company's
Current Report on Form 8-K dated June 23, 1993; and (xxviii)
Exhibit 4.C filed with the Company's Quarterly Report on Form
10-Q for the quarter ended June 30, 1995.
4.B Copy of consolidated reprint of First Mortgage Indenture, dated
April 1, 1928, between the Company and First Trust and Savings
Bank and Melvin A. Traylor, as Trustees, as amended and
supplemented by all supplemental indentures thereto, to and
including the Thirteenth Supplemental Indenture. (Filed as
Exhibit 4-E to Form S-1 Registration Statement No. 2-9443,
and incorporated by reference herein.)
4.C Copy of the Thirty-Fourth Supplemental Indenture dated as of
August 1, 1995 from Inland Steel Company to First National Bank
and John G. Finley as Trustees to the First Mortgage Indenture
dated April 1, 1928 between Inland Steel Company and First Trust
and Savings Bank and Melvin A. Traylor, as Trustees.
27 Financial Data Schedule.
(b) Reports on Form 8-K.
The Company did not file any reports on Form 8-K during the
quarter ended September 30, 1995.
- 7 -
<PAGE> 9
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
INLAND STEEL COMPANY
By LILY L. MAY
---------------------------
Lily L. May
Vice President -
Finance and Purchasing,
Principal Financial Officer
and Controller
Date: November 10, 1995
- 8 -
<PAGE> 10
Part I -- Schedule A
--------------------
INLAND STEEL COMPANY AND SUBSIDIARY COMPANIES
(A wholly owned subsidiary of Inland Steel Industries, Inc.)
SUMMARY OF STOCKHOLDER'S EQUITY
================================================================================
<TABLE>
<CAPTION>
Dollars in Millions
-------------------
September 30, 1995 December 31, 1994
-------------------------------- ------------------------
(unaudited)
<S> <C> <C> <C> <C>
STOCKHOLDER'S EQUITY
Series A preferred stock ($1 par value)
- 10 shares issued and outstanding $ - $ -
Series B preferred stock ($1 par value)
- 50 shares issued and outstanding - -
Series C preferred stock ($1 par value)
- 50 shares issued and outstanding - -
Common stock ($1 par value)
- 980 shares issued and outstanding - -
Additional paid-in capital 1,194.5 1,194.5
Retained earnings
Balance beginning of year $ (992.7) $(1,020.8)
Net income 64.9 53.9
Dividends (19.4) (947.2) (25.8) (992.7)
-------- -------- --------- --------
Total Stockholder's Equity $ 247.3 $ 201.8
======== ========
</TABLE>
- 9 -
<PAGE> 11
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit Sequential
Number Description Page No.
- ----- ----------- --------
<S> <C> <C>
3.(i) Copy of Restated Certificate of Incorporation of the Company. (Filed
as Exhibit 3-A to the Company's Annual Report on Form 10-K for the year
ended December 31, 1992, and incorporated by reference herein.) --
3.(ii) Copy of By-laws, as amended, of the Company. (Filed as Exhibit 3.(ii)
to the Company's Annual Report on Form 10-K for the year ended December
31, 1994, and incorporated by reference herein.) --
4.A Copy of First Mortgage Indenture, dated April 1, 1928,
between the Company and First Trust and Savings Bank and Melvin A.
Traylor, as Trustees, and of supplemental indentures thereto, to and
including the Thirty-Third Supplemental Indenture, incorporated by
reference from the following Exhibits: (i) Exhibits B-1(a), B-1(b),
B-1(c), B-1(d) and B-1(e), filed with the Company's Registration
Statement on Form A-2 (No. 2-1855); (ii) Exhibits D-1(f) and D-1(g),
filed with the Company's Registration Statement on Form E-1 (No.
2-2182); (iii) Exhibit B-1(h), filed with the Company's Current Report
on Form 8-K dated January 18, 1937; (iv) Exhibit B-1(i), filed with the
Company's Current Report on Form 8-K, dated February 8, 1937; (v)
Exhibits B-1(j) and B-1(k), filed with the Company's Current Report on
Form 8-K for the month of April, 1940; (vi) Exhibit B-2, filed with the
Company's Registration Statement on Form A-2 (No. 2-4357); (vii) Exhibit
B-1(l), filed with the Company's Current Report on Form 8-K for the
month of January, 1945; (viii) Exhibit 1, filed with the Company's
Current Report on Form 8-K for the month of November, 1946; (ix) Exhibit
1, filed with the Company's Current Report on Form 8-K for the months of
July and August, 1948; (x) Exhibits B and C, filed with the Company's
Current Report on Form 8-K for the month of March, 1952; (xi) Exhibit A,
filed with the Company's Current Report on Form 8-K for the month of
July, 1956; (xii) Exhibit A, filed with the Company's Current Report on
Form 8-K for the month of July, 1957; (xiii) Exhibit B, filed with the
Company's Current Report on Form 8-K for the month of January, 1959;
(xiv) the Exhibit filed with the Company's Current Report on Form 8-K
for the month of December, 1967; (xv) the Exhibit filed with the
Company's Current Report on Form 8-K for the month of April, 1969; (xvi)
the Exhibit filed with the Company's Current Report on Form 8-K for the
month of July, 1970; (xvii) the Exhibit filed with the amendment on Form
8 to the Company's Current Report on Form 8-K for the month of April
1974; (xviii) Exhibit B, filed with the Company's Current Report on Form
8-K for the month of September, 1975; (xix) Exhibit B, filed with the
Company's Current Report on Form 8-K for the month of January, 1977;
(xx) Exhibit C, filed with the Company's Current Report on Form 8-K for
the month of February, 1977; (xxi) Exhibit B, filed with the Company's
Quarterly Report on Form 10-Q for the quarter ended June 30, 1978;
(xxii) Exhibit B, filed with the Company's Quarterly Report on Form 10-Q
for the quarter ended June 30, 1980; (xxiii) Exhibit 4-D, filed with the
Company's Annual Report on Form 10-K for the fiscal year ended December
31, 1980; (xxiv) Exhibit 4-D, filed with the Company's Annual Report on
Form 10-K for the fiscal year ended December 31,nn 1982; (xxv) Exhibit
4-E, filed with the Company's Annual Report on Form 10-K for the fiscal
year ended December 31, 1983; (xxvi) Exhibit 4(i) filed with the Steel
Company's Registration Statement on Form S-2 (No. 33-43393); (xxvii)
Exhibit 4 filed with the Company's Current Report on Form 8-K dated June
23, 1993; and (xxviii) Exhibit 4.C filed with the Company's Quarterly
Report on Form 10-Q for the quarter ended June 30, 1995. --
</TABLE>
- I -
<PAGE> 12
<TABLE>
<CAPTION>
Exhibit Sequential
Number Description Page No.
- ----- ----------- --------
<S> <C> <C>
4.B Copy of consolidated reprint of First Mortgage 1928, between the Company
and First Trust and Savings Bank and Melvin A. Traylor, as Trustees, as
amended and supplemented by all supplemental indentures thereto, to and
including the Thirteenth Supplemental Indenture. (Filed as Exhibit 4-E
to Form S-1 Registration Statement No. 2-9443, and incorporated by
reference herein.) --
4.C Copy of the Thirty-Fourth Supplemental Indenture dated as of August 1,
1995 from Inland Steel Company to First National Bank and John G.
Finley as Trustees, to the First Mortgage Indenture dated April 1, 1928
between Inland Steel Company and First Trust and Savings Bank and
Melvin A. Traylor, as Trustees........................................
27 Financial Data Schedule................................................
</TABLE>
- II -
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED STATEMENT OF OPERATIONS, THE CONSOLIDATED BALANCE SHEET, AND THE
SUMMARY OF STOCKHOLDERS' EQUITY CONTAINED IN THE QUARTERLY REPORT ON FORM 10-Q
TO WHICH THIS EXHIBIT IS ATTACHED AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH FINANCIAL SCHEDULES.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-30-1995
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 258,600
<ALLOWANCES> 21,900
<INVENTORY> 217,400
<CURRENT-ASSETS> 511,900
<PP&E> 3,853,300
<DEPRECIATION> 2,531,600
<TOTAL-ASSETS> 2,344,900
<CURRENT-LIABILITIES> 593,300
<BONDS> 409,900
<COMMON> 0
0
0
<OTHER-SE> 247,300
<TOTAL-LIABILITY-AND-EQUITY> 2,344,900
<SALES> 1,909,100
<TOTAL-REVENUES> 1,911,400
<CGS> 1,708,500
<TOTAL-COSTS> 1,710,500
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 39,200
<INCOME-PRETAX> 105,600
<INCOME-TAX> 40,700
<INCOME-CONTINUING> 64,900
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 64,900
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
