<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 MARCH 31, 1999
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 1-6780
RAYONIER INC.
Incorporated in the State of North Carolina
I.R.S. Employer Identification Number 13-2607329
1177 Summer Street, Stamford, Connecticut 06905-5529
(Principal Executive Office)
Telephone Number: (203) 348-7000
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 and (2) has been subject to such filing requirements for
the past 90 days.
YES (X) NO ( )
As of May 3, 1999, there were outstanding 27,789,215 Common Shares of the
Registrant.
<PAGE> 2
RAYONIER INC.
TABLE OF CONTENTS
PAGE
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Statements of Consolidated Income for the
Three Months Ended March 31, 1999 and 1998 1
Consolidated Balance Sheets as of March 31, 1999
and December 3l, 1998 2
Statements of Consolidated Cash Flows for the
Three Months Ended March 31, 1999 and 1998 3
Notes to Consolidated Financial Statements 4
Item 2. Management's Discussion and Analysis
of Financial Condition and Results of Operations 5-8
Item 3. Selected Operating Data 8
Selected Supplemental Financial Data 9
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 10
Item 6. Exhibits and Reports on Form 8-K 10
Signature 10
Exhibit Index 11
i
<PAGE> 3
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
The following unaudited financial statements reflect, in the opinion of Rayonier
Inc. (Rayonier or the Company), all adjustments (which include only normal
recurring adjustments) necessary for a fair presentation of the results of
operations, the financial position and the cash flows for the periods presented.
For a full description of accounting policies, please refer to Notes to
Consolidated Financial Statements in the 1998 Annual Report on Form 10-K.
RAYONIER INC. AND SUBSIDIARIES
STATEMENTS OF CONSOLIDATED INCOME
(UNAUDITED)
(THOUSANDS OF DOLLARS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
Three Months
Ended March 31,
-------------------------
1999 1998
--------- ---------
<S> <C> <C>
SALES $ 226,396 $ 225,414
--------- ---------
Costs and expenses
Cost of sales 188,681 184,179
Selling and general expenses 9,465 8,347
Other operating income, net (1,194) (1,269)
--------- ---------
196,952 191,257
--------- ---------
OPERATING INCOME 29,444 34,157
Interest expense (7,703) (7,912)
Interest and miscellaneous income, net 713 295
--------- ---------
Income before income taxes 22,454 26,540
Provision for income taxes (7,324) (8,344)
--------- ---------
NET INCOME $ 15,130 $ 18,196
========= =========
NET INCOME PER COMMON SHARE
Basic EPS $ 0.54 $ 0.64
========= =========
Diluted EPS $ 0.54 $ 0.63
========= =========
</TABLE>
1
<PAGE> 4
RAYONIER INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
(THOUSANDS OF DOLLARS)
ASSETS
<TABLE>
<CAPTION>
March 31, December 31,
1999 1998
---------- ----------
<S> <C> <C>
CURRENT ASSETS
Cash and short-term investments $ 5,662 $ 6,635
Accounts receivable, less allowance for doubtful
accounts of $4,845 and $4,843 100,585 118,762
Inventories
Finished goods 67,485 47,109
Work in process 14,156 15,762
Raw materials 13,031 13,212
Manufacturing and maintenance supplies 25,504 22,827
---------- ----------
Total inventories 120,176 98,910
Timber purchase agreements 36,348 35,776
Other current assets 16,381 13,192
Deferred income taxes 7,384 8,559
---------- ----------
Total current assets 286,536 281,834
OTHER ASSETS 64,091 65,988
TIMBER PURCHASE AGREEMENTS 18,897 20,922
TIMBER, TIMBERLANDS AND LOGGING ROADS,
NET OF DEPLETION AND AMORTIZATION 544,097 544,190
PROPERTY, PLANT AND EQUIPMENT
Land, buildings, machinery and equipment 1,306,456 1,304,188
Less - accumulated depreciation 631,425 616,266
---------- ----------
675,031 687,922
---------- ----------
$1,588,652 $1,600,856
========== ==========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ 65,532 $ 65,844
Bank loans and current maturities 5,146 4,094
Accrued taxes 13,689 8,728
Accrued payroll and benefits 20,927 21,460
Accrued interest 10,244 6,182
Other current liabilities 45,763 44,279
Current reserves for dispositions and discontinued operations 20,906 22,167
---------- ----------
Total current liabilities 182,207 172,754
DEFERRED INCOME TAXES 118,256 115,405
LONG-TERM DEBT 456,976 485,850
NON-CURRENT RESERVES FOR DISPOSITIONS
AND DISCONTINUED OPERATIONS 157,242 159,198
OTHER NON-CURRENT LIABILITIES 29,140 28,690
SHAREHOLDERS' EQUITY
Common Shares, 60,000,000 shares authorized,
27,795,347 and 27,767,309 shares issued and outstanding 78,930 79,561
Retained earnings 565,901 559,398
---------- ----------
644,831 638,959
---------- ----------
$1,588,652 $1,600,856
========== ==========
</TABLE>
2
<PAGE> 5
RAYONIER INC. AND SUBSIDIARIES
STATEMENTS OF CONSOLIDATED CASH FLOWS
(UNAUDITED)
(THOUSANDS OF DOLLARS)
<TABLE>
<CAPTION>
Three Months
Ended March 31,
-----------------------
1999 1998
--------- ---------
<S> <C> <C>
OPERATING ACTIVITIES
Net income $ 15,130 $ 18,196
Non-cash items included in income
Depreciation, depletion and amortization 26,696 22,913
Deferred income taxes 2,848 4,912
Increase in other non-current liabilities 450 3,887
Change in accounts receivable, inventories
and accounts payable (3,401) 2,184
(Increase) decrease in current timber purchase agreements (572) 854
(Increase) decrease in other current assets (3,189) 1,852
Increase (decrease) in accrued liabilities 9,974 (14,524)
--------- ---------
CASH FROM OPERATING ACTIVITIES 47,936 40,274
--------- ---------
INVESTING ACTIVITIES
Capital expenditures, net of sales and retirements
of $24 and $677 (13,712) (24,275)
Acquisition of Rayonier Timberlands, L.P. Class A Units -- (48,821)
Expenditures for dispositions and discontinued operations,
net of tax benefits of $1,178 and $1,298 (2,039) (2,243)
Change in timber purchase agreements and other assets 3,922 (6,361)
--------- ---------
CASH USED FOR INVESTING ACTIVITIES (11,829) (81,700)
--------- ---------
FINANCING ACTIVITIES
Issuance of debt 59,853 143,770
Repayments of debt (87,675) (77,167)
Dividends paid (8,627) (8,781)
Repurchase of Common Shares (1,523) (2,313)
Issuance of Common Shares 892 672
Buyout of minority interest -- (16,959)
--------- ---------
CASH (USED FOR) PROVIDED BY FINANCING ACTIVITIES (37,080) 39,222
--------- ---------
CASH AND SHORT-TERM INVESTMENTS
Decrease in cash and short term investments (973) (2,204)
Balance, beginning of period 6,635 10,661
--------- ---------
Balance, end of period $ 5,662 $ 8,457
========= =========
Supplemental disclosures of cash flow information
Cash paid during the period for:
Interest $ 3,694 $ 4,703
========= =========
Income taxes $ 216 $ 3,612
========= =========
</TABLE>
3
<PAGE> 6
RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
(THOUSANDS OF DOLLARS, EXCEPT PER SHARE DATA)
1. EARNINGS PER COMMON SHARE
The following table provides details of the calculation of basic and
diluted EPS in accordance with Statement of Financial Accounting Standards
(SFAS) No. 128, "Earnings Per Share" for the three months ended March 31,
1999 and 1998.
<TABLE>
<CAPTION>
1999 1998
----------- -----------
<S> <C> <C>
Net Income $ 15,130 $ 18,196
=========== ===========
Shares used for determining basic EPS 27,806,659 28,311,424
Dilutive effect of:
Stock options 230,249 279,187
Contingent shares 240,000 231,084
----------- -----------
Shares used for determining diluted EPS 28,276,908 28,821,695
=========== ===========
Basic EPS $ 0.54 $ 0.64
=========== ===========
Diluted EPS $ 0.54 $ 0.63
=========== ===========
</TABLE>
4
<PAGE> 7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
SEGMENT INFORMATION
Rayonier operates in two major business segments, Timber and Wood Products and
Specialty Pulp Products. The Timber and Wood Products segment includes two
reportable business units: Forest Resources and Trading, and Wood Products.
Chemical Cellulose, and Fluff and Specialty Paper Pulps are product lines within
the Specialty Pulp Products segment.
The amounts and relative contributions to sales and operating income
attributable to each of Rayonier's reportable business units for the three
months ended March 31, 1999 and 1998 were as follows (thousands of dollars):
<TABLE>
<CAPTION>
Three Months
Ended March 31,
--------------------------
1999 1998
--------- ---------
<S> <C> <C>
SALES
Timber and Wood Products
Forest Resources and Trading $ 100,042 $ 84,429
Wood Products 24,628 29,207
--------- ---------
Total Timber and Wood Products 124,670 113,636
Specialty Pulp Products
Chemical Cellulose 62,840 67,745
Fluff and Specialty Paper Pulps 39,029 45,114
--------- ---------
Total Specialty Pulp Products 101,869 112,859
Intersegment eliminations (143) (1,081)
--------- ---------
Total sales $ 226,396 $ 225,414
========= =========
OPERATING INCOME
Timber and Wood Products
Forest Resources and Trading $ 28,517 $ 35,290
Wood Products (901) (5,654)
--------- ---------
Total Timber and Wood Products 27,616 29,636
Specialty Pulp Products 5,866 7,892
Corporate and other (4,038) (3,371)
--------- ---------
Total operating income $ 29,444 $ 34,157
========= =========
</TABLE>
RESULTS OF OPERATIONS
SALES AND OPERATING INCOME
Sales for the first quarter of 1999 were $226 million, $1 million higher than
the first quarter of 1998. The increase in sales was principally due to higher
trading activity offset by lower pulp volume and chemical cellulose prices, and
the absence of lumber sales from the Company's Plummer, ID lumber mill which
closed in July 1998 after the facility was damaged by a fire.
Operating income of $29 million was $5 million below the prior year, as a result
of lower U.S. timber volume and prices, and weaker pulp volume and chemical
cellulose prices partially offset by lower manufacturing costs and the absence
of losses at the Plummer, ID lumber mill.
5
<PAGE> 8
TIMBER AND WOOD PRODUCTS
Sales were higher than the prior year by $11 million, while operating income
declined by $2 million from last year.
FOREST RESOURCES AND TRADING
Forest Resources and Trading sales for the three month period ended March
31, 1999 were $100 million, $16 million higher than 1998 due to growth of
wood products trading, which began operating in the first quarter of 1998,
and higher log trading activity in Asian and U.S. domestic markets. These
improvements were partially offset by lower U.S. timber volume and prices.
Operating income for the quarter of $29 million was $7 million below last
year. The decline resulted from reduced timber prices and volumes in both
the Northwest and Southeast U.S., partly offset by higher log trading
margins. Northwest U.S. timber prices declined due to the impact of the
Asian economic crisis on export products. Southeast U.S. pulpwood demand
was weak due to extensive pulp mill closures and downtime in the region.
In the first quarter of 1998, Southeast U.S. timber markets experienced
price improvements due to unusually wet weather that led to restricted
supply and difficult logging conditions.
WOOD PRODUCTS
Wood Products sales of $25 million for the three month period were $5
million lower than 1998 resulting from the absence of sales from the
Plummer, ID lumber mill and slightly lower Southeast U.S. lumber volume
and prices partially offset by higher MDF volume and prices.
An operating loss of $1 million represented an improvement of $5 million
from the prior year's first quarter resulting from stronger MDF
performance due to new markets, better pricing, and lower production
costs, the absence of losses generated by the Plummer, ID lumber mill and
lower log costs at the Company's Southeast U.S. lumber mills. These
positive factors were reduced by slightly lower lumber sales volume and
prices compared to last year although prices were higher than 1998's
fourth quarter.
SPECIALTY PULP PRODUCTS
Sales of Specialty Pulp Products for the three-month period were $102 million,
$11 million lower than 1998. The decline was primarily due to weaker demand for
both fluff and paper and chemical cellulose pulps and lower chemical cellulose
pricing. Operating income for the first three months was $6 million, $2 million
lower than 1998 resulting from the lower sales volumes and prices, offset by
lower wood and manufacturing costs.
CORPORATE AND OTHER
Corporate and other costs for the first quarter of 1999 were above 1998
reflecting higher general and corporate development expenses.
OTHER INCOME / EXPENSE
Interest expense of $8 million for the first three months of 1999 was slightly
below the first quarter of 1998 due to lower average interest rates.
Miscellaneous income in the first quarter of 1999 was higher than 1998 due to
the favorable impact of a contract settlement.
The effective tax rate of 32.6 percent for the first three months of 1999
compared to 31.4 percent in 1998. The 1999 rate reflects lower tax benefits from
foreign operations and reduced research and development tax credits.
NET INCOME
Net income for the first quarter was $15.1 million or $0.54 per Common Share,
compared to $18.2 million, or $0.63 cents per Common Share in 1998.
6
<PAGE> 9
OTHER ITEMS
In an April 19 press release the Company indicated that its prospects for
improved results were encouraging based on positive signs in some of the
Company's markets and recent economic forecasts for Asia, Europe and Latin
America for a second half recovery. Price increases for fluff pulp appeared to
be holding and further increases were possible. Lumber markets were strong and
Northwest U.S. log sales should improve as Asia recovers. Some softness in
Southeast U.S. timber prices was expected, but the overall impact would be
favorable due to lower wood costs at the Company's pulp and lumber mills.
The Company announced that it would take a 44-day market related shutdown at its
Fernandina Beach, FL pulp mill beginning April 21 and a scheduled maintenance
shutdown at its Jesup, GA pulp mill in May to complete maintenance and capital
projects. Most of the financial impact of the shutdowns would be offset by
contributions to income from lower pulp production costs and continued strength
in lumber and Northwest timber activity.
LIQUIDITY AND CAPITAL RESOURCES
Cash flow from operating activities of $48 million for the first three months of
1999 increased $8 million from 1998 as a result of decreased working capital
requirements. EBITDA (defined as earnings from continuing operations before
significant non-recurring items, provision for dispositions, interest expense,
income taxes and depreciation, depletion and amortization) for the first three
months of 1999 amounted to $57 million, similar to 1998 first quarter results.
Cash from operating activities helped to finance capital expenditures of $14
million, dividends of $9 million and the repurchase of Common Shares for $2
million. In 1999, first quarter ending debt was $462 million and the
debt-to-capital-ratio was 41.7 percent compared to debt of $490 million and a
debt to capital ratio of 43.4 percent at December 31, 1998.
The Company repurchased 37,400 of its shares during the first three months of
1999 at an average cost of $40.52 for a total of $1.5 million. Over the same
period of 1998, the Company repurchased 52,080 shares at an average cost of
$44.42 per share for a total of $2.3 million.
The Company has unsecured credit facilities totaling $300 million, which were
used as support for $106 million of outstanding commercial paper. As of March
31, 1999, the Company had $194 million available under its revolving credit
facilities. In addition, the Company has on file with the Securities and
Exchange Commission shelf registration statements to offer $150 million of new
public debt securities. The Company believes that internally generated funds,
combined with available external financing, will enable Rayonier to fund capital
expenditures, share repurchases, working capital and other liquidity needs for
the foreseeable future.
YEAR 2000 COMPLIANCE
Rayonier began its company-wide Year 2000 Project in 1996 and expects all phases
to be completed by the end of the third quarter of 1999. The Project is designed
to identify Year 2000 problems and take corrective action covering business and
process control systems, networking communications, personal computer
applications, embedded microprocessors and third party supplier and customer
risks. The Company has engaged outside consultants to advise on, assist in and
monitor compliance. The project team reports directly to the Company's senior
executive officers and regularly provides program updates to the Audit Committee
of the Board of Directors.
The estimated total amount expended on the Year 2000 Project through the first
quarter of 1999 was less than $2 million and the Company estimates that future
costs could range up to $2 million. Many of the Company's systems were upgraded
or replaced in the ordinary course of business during the last five years, and
costs related to those upgrades and replacements are not included in the Year
2000 Project expenses.
The Company believes that with the completion of its Year 2000 Project as
scheduled, the risks will be minimized and the possibility of significant
interruptions of operations reduced. However, if the Company and its third party
suppliers and customers do not complete in a timely manner their assessment,
remediation and testing for Year 2000 compliance, there can be no assurance that
Year 2000 problems will not materially adversely affect the Company's results of
operations or its relationships with its suppliers and customers. The Company
has not yet been able to clearly identify the most reasonably likely worst case
scenarios and the appropriate contingency plans for such scenarios. As the
Company completes all phases of its Year 2000 Project, it will prepare
contingency plans for critical systems to deal with any areas where it
determines that risks of non-compliance are significant.
7
<PAGE> 10
SAFE HARBOR
Comments about market trends, anticipated earnings and future activities,
including disclosures about the Company's Year 2000 project, are forward-looking
and are made pursuant to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. Changes in factors referred to in such
disclosures, and changes in the following additional important factors,
among others, could cause actual results to differ materially from those
expressed in the forward-looking statements: changes in global market trends;
adverse weather conditions in the Company's operating areas; the possibility of
forest fires; fluctuations in demand for specialty chemical cellulose and fluff
pulps, export and domestic logs, and wood products; the impact of such market
factors on the Company's timber sales in the U.S. and New Zealand; production
costs for wood products and for specialty pulps, particularly for raw materials
such as wood and chemicals; governmental policies and regulations affecting the
environment, import and export controls, and taxes; and interest rate and
currency movements.
ITEM 3. SELECTED OPERATING DATA
<TABLE>
<CAPTION>
Three Months
Ended March 31,
-------------
1999 1998
----- -----
<S> <C> <C>
TIMBER AND WOOD PRODUCTS
Log trading sales volume
North America, in millions of board feet 30 33
New Zealand, in thousands of cubic meters 272 151
Other, in thousands of cubic meters 110 38
Timber sales volume
Northwest U.S., in millions of board feet 65 67
Southeast U.S., in thousands of short green tons 533 609
New Zealand, in thousands of cubic meters 270 126
Lumber sales volume, in millions of board feet 56 74(a)
Medium-density fiberboard sales volume,
in thousands of cubic meters 27 13
Intercompany timber sales volume
Northwest U.S., in millions of board feet 10 2
Southeast U.S., in thousands of short green tons 7 32
New Zealand, in thousands of cubic meters 121 60
SPECIALTY PULP PRODUCTS
Pulp sales volume
Chemical cellulose, in thousands of metric tons 74 77
Fluff and specialty paper pulp, in thousands of metric tons 77 86
Production as a percent of capacity 100.6% 98.4%
</TABLE>
(a) Includes sales of 17 by the Plummer lumber mill, which closed in July 1998
after fire damaged the facility.
8
<PAGE> 11
SELECTED SUPPLEMENTAL FINANCIAL DATA (thousands of dollars, except per share
data)
<TABLE>
<CAPTION>
Three Months
Ended March 31,
--------------------------
1999 1998
-------- --------
<S> <C> <C>
GEOGRAPHICAL DATA (NON-U.S.)
Sales
New Zealand $ 18,284 $ 11,066
Other 9,982 3,136
-------- --------
Total $ 28,266 $ 14,202
======== ========
Operating Income
New Zealand $ (1,635) $ (5,280)
Other (306) (1,249)
-------- --------
Total $ (1,941) $ (6,529)
======== ========
FOREST RESOURCES
Sales
Northwest U.S. $ 23,866 $ 26,834
Southeast U.S. 16,942 21,580
New Zealand 5,362 3,456
-------- --------
Total $ 46,170 $ 51,870
======== ========
Operating Income
Northwest U.S. $ 18,566 $ 20,982
Southeast U.S 12,463 16,377
New Zealand 998 655
-------- --------
Total $ 32,027 $ 38,014
======== ========
EBITDA per Share
Northwest U.S. $ 0.69 $ 0.75
Southeast U.S 0.53 0.64
New Zealand 0.14 0.08
-------- --------
Total $ 1.36 $ 1.47
======== ========
</TABLE>
9
<PAGE> 12
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Rayonier's 10-K for 1998 reported that the U.S. Court of Appeals for the
Eleventh Circuit on March 10, 1999 affirmed summary judgment in favor of
Rayonier in an action brought by Powell-Duffryn Terminals. Subsequently, on
March 31, 1999, Powell Duffryn filed a motion for rehearing by the same court.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) See Exhibit Index.
(b) Rayonier Inc. did not file a report on Form 8-K during the quarter
covered by this report.
SIGNATURE
Pursuant to the requirements of Section 13 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.
RAYONIER INC. (Registrant)
BY GERALD J. POLLACK
Gerald J. Pollack
Senior Vice President and
Chief Financial Officer
May 14, 1999
10
<PAGE> 13
EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT NO. DESCRIPTION LOCATION
- ----------- ----------- --------
<S> <C> <C>
2 Plan of acquisition, reorganization, None
arrangement, liquidation or succession
3.1 Amended and restated articles of incorporation No amendments
3.2 By-laws No amendments
4 Instruments defining the rights of security holders, Not required to be filed. The
including indentures Registrant hereby agrees to file
with the Commission a copy of any
instrument defining the rights of
holders of the Registrant's
long-term debt upon request of
the Commission.
10 Material Contracts None
11 Statement re computation of per share earnings Not required to be filed
12 Statement re computation of ratios Filed herewith
15 Letter re unaudited interim financial information None
18 Letter re change in accounting principles None
19 Report furnished to security holders None
22 Published report regarding matters None
submitted to vote of security holders
23 Consents of experts and counsel None
24 Power of attorney None
27 Financial data schedule Filed herewith
99 Additional exhibits None
</TABLE>
11
<PAGE> 1
EXHIBIT 12
RAYONIER INC. AND SUBSIDIARIES
RATIO OF EARNINGS TO FIXED CHARGES
(UNAUDITED)
(THOUSANDS OF DOLLARS)
<TABLE>
<CAPTION>
Three Months
Ended March 31,
---------------------
1999 1998
------- -------
<S> <C> <C>
Earnings:
Net Income $15,130 $18,196
Add:
Income Taxes 7,324 8,344
Amortization of Capitalized Interest 584 566
------- -------
Additions to Net Income 23,038 27,106
------- -------
Adjustments to Earnings for Fixed Charges:
Interest and Other Financial Charges 7,703 7,912
Interest Factor Attributable to Rentals 438 494
------- -------
Adjustments for Fixed Charges 8,141 8,406
------- -------
EARNINGS AS ADJUSTED $31,179 $35,512
======= =======
Fixed Charges:
Fixed Charges above $ 8,141 $ 8,406
Capitalized Interest 53 96
------- -------
TOTAL FIXED CHARGES $ 8,194 $ 8,502
======= =======
RATIO OF EARNINGS AS ADJUSTED TO
TOTAL FIXED CHARGES 3.81 4.18
======= =======
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> MAR-31-1999
<CASH> 5,662
<SECURITIES> 0
<RECEIVABLES> 105,430
<ALLOWANCES> 4,845
<INVENTORY> 120,176
<CURRENT-ASSETS> 286,536
<PP&E> 1,306,456
<DEPRECIATION> 631,425
<TOTAL-ASSETS> 1,588,652
<CURRENT-LIABILITIES> 182,207
<BONDS> 456,976
0
0
<COMMON> 78,930
<OTHER-SE> 565,901
<TOTAL-LIABILITY-AND-EQUITY> 1,588,652
<SALES> 226,396
<TOTAL-REVENUES> 226,396
<CGS> 188,681
<TOTAL-COSTS> 188,681
<OTHER-EXPENSES> 7,558
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 7,703
<INCOME-PRETAX> 22,454
<INCOME-TAX> 7,324
<INCOME-CONTINUING> 15,130
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 15,130
<EPS-PRIMARY> 0.54
<EPS-DILUTED> 0.54
</TABLE>
