<PAGE>
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 QUARTERLY PERIOD ENDED
March 31, 2000.
---------------
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 No. 0-1093
KAMAN CORPORATION
(Exact Name of Registrant)
Connecticut 06-0613548
(State of Incorporation) (I.R.S. Employer Identification No.)
1332 Blue Hills Avenue
Bloomfield, Connecticut 06002
(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (860) 243-7100
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 May 1, 2000:
Class A Common 22,491,026
Class B Common 667,814
Page 1 of 16 Pages
<PAGE>
<PAGE>
KAMAN CORPORATION AND SUBSIDIARIES
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements:
Condensed Consolidated Balance Sheets(In thousands)
<TABLE>
Assets March 31, 2000 December 31, 1999
------ ----------------- ------------------
<S> <C> <C> <C> <C>
Current assets:
Cash and cash equivalents $ 61,180 $ 76,249
Accounts receivable (net of
allowance for doubtful
accounts of $4,684 in
2000, $4,519 in 1999) 189,136 156,173
Inventories:
Contracts and other
work in process 45,603 51,987
Finished goods 56,356 58,560
Merchandise for resale 86,624 188,583 89,184 199,731
------- -------
Other current assets 28,026 27,958
-------- -------
Total current assets 466,925 460,111
Property, plant & equip., at cost 168,098 166,754
Less accumulated depreciation
and amortization 105,160 102,422
------- -------
Net property, plant & equipment 62,938 64,332
Other assets 9,987 9,760
-------- --------
$ 539,850 $ 534,203
======== ========
Liabilities and Shareholders' Equity
------------------------------------
Current liabilities:
Notes payable $ 4,213 $ 4,514
Accounts payable 51,651 48,760
Accrued liabilities 26,722 31,421
Advances on contracts 47,652 50,243
Other current liabilities 31,646 29,499
Income taxes payable 7,403 3,937
-------- -------
Total current liabilities 169,287 168,374
Deferred credits 23,440 22,906
Long-term debt, excl. current portion 24,886 26,546
Shareholders' equity 322,237 316,377
-------- --------
$ 539,850 $ 534,203
======== ========
</TABLE>
- 2 -
<PAGE>
<PAGE>
KAMAN CORPORATION AND SUBSIDIARIES
PART I - FINANCIAL INFORMATION, Continued
Item 1. Financial Statements, Continued:
Condensed Consolidated Statements of Operations
(In thousands except per share amounts)
<TABLE>
For the Three Months
Ended March 31,
--------------------
2000 1999
---- ----
<S> <C> <C>
Revenues $ 259,976 $ 249,831
Costs and expenses:
Cost of sales 194,620 184,714
Selling, general and
administrative expense 51,978 52,951
Interest income, net (350) (160)
Other expense, net 307 256
-------- -------
246,555 237,761
-------- -------
Earnings before income taxes 13,421 12,070
Income taxes 4,865 4,797
-------- -------
Net earnings $ 8,556 $ 7,273
======== =======
Net earnings per share:
Basic $ .37 $ .31
Diluted $ .36 $ .30
======== =======
Dividends declared per share $ .11 $ .11
======== =======
</TABLE>
- 3 -
<PAGE>
<PAGE>
KAMAN CORPORATION AND SUBSIDIARIES
PART I - FINANCIAL INFORMATION, Continued
Item 1. Financial Statements, Continued:
Condensed Consolidated Statements of Cash Flows
(In thousands)
<TABLE>
For the Three Months
Ended March 31,
--------------------
2000 1999
--------- --------
<S> <C> <C>
Cash flows from operating activities:
Net earnings $ 8,556 $ 7,273
Depreciation and amortization 2,912 2,915
Accounts receivable (32,963) 26,915
Inventory 11,148 3,404
Advances on contracts (2,591) (10,860)
Income taxes payable 3,466 1,717
Changes in other current assets and liabilities 270 (2,169)
Other, net 638 551
-------- --------
Cash provided by (used in) operating
activities (8,564) 29,746
-------- --------
Cash flows from investing activities:
Expenditures for property, plant & equipment (1,471) (1,796)
Other, net (88) 42
-------- --------
Cash provided by (used in) investing
activities (1,559) (1,754)
-------- --------
Cash flows from financing activities:
Additions (reductions) to notes payable (301) 292
Reductions to long-term debt (1,660) (1,660)
Purchase of treasury stock (833) (2,014)
Dividends paid (2,544) (2,605)
Other, net 392 493
-------- --------
Cash provided by (used in) financing
activities (4,946) (5,494)
-------- --------
Net increase (decrease) in cash and cash equivalents (15,069) 22,498
Cash and cash equivalents at beginning of period 76,249 65,130
-------- --------
Cash and cash equivalents at end of period $ 61,180 $ 87,628
======== ========
</TABLE>
- 4 -
<PAGE>
<PAGE>
KAMAN CORPORATION AND SUBSIDIARIES
PART I - FINANCIAL INFORMATION, Continued
Item 1. Financial Statements, Continued:
Notes to Condensed Consolidated Financial Statements
(In thousands)
Basis of Presentation
- ----------------------
The December 31, 1999 condensed consolidated balance sheet amounts
have been derived from the previously audited consolidated balance
sheet of Kaman Corporation and subsidiaries.
In the opinion of management, the balance of the condensed
financial information reflects all adjustments which are necessary
for a fair presentation of the financial position, results of
operations and cash flows for the interim periods presented and are
of a normal recurring nature, unless otherwise disclosed in this
report.
The statements should be read in conjunction with the notes to the
consolidated financial statements included in Kaman Corporation's
1999 Annual Report.
Cash Flow Items
- ---------------
Cash payments for interest were $1,032 and $1,051 for the three
months ended March 31, 2000 and 1999, respectively. Cash payments
for income taxes for the comparable periods were $1,255 and
$1,279, respectively.
Comprehensive Income
- --------------------
Comprehensive income was $8,550 and $7,325 for the three months
ended March 31, 2000 and 1999, respectively, as the result of
foreign currency translation adjustments.
- 5 -
<PAGE>
<PAGE>
KAMAN CORPORATION AND SUBSIDIARIES
PART I - FINANCIAL INFORMATION, Continued
Item 1. Financial Statements, Continued:
Notes to Condensed Consolidated Financial Statements
(In thousands)
Business Segments
- -----------------
Summarized financial information by business segment is as follows:
<TABLE>
For the Three Months
Ended March 31,
--------------------
2000 1999
--------- --------
<S> <C> <C>
Net sales:
Aerospace $ 96,457 $ 92,762
Industrial Distribution 133,229 128,657
Music Distribution 29,969 28,014
-------- --------
$ 259,655 $ 249,433
======== ========
Operating profit:
Aerospace $ 10,801 $ 10,384
Industrial Distribution 5,510 4,007
Music Distribution 1,529 1,296
-------- --------
17,840 15,687
Interest, corporate and other expense, net (4,419) (3,617)
-------- --------
Earnings before income taxes $ 13,421 $ 12,070
======== ========
March 31, December 31,
2000 1999
-------- --------
Identifiable assets:
Aerospace $ 269,043 $ 251,443
Industrial Distribution 146,399 141,913
Music Distribution 52,051 53,714
Corporate 72,357 87,133
-------- --------
$ 539,850 $ 534,203
======== ========
</TABLE>
- 6 -
<PAGE>
<PAGE>
KAMAN CORPORATION AND SUBSIDIARIES
PART I - FINANCIAL INFORMATION, Continued
Item 1. Financial Statements, Continued:
Notes to Condensed Consolidated Financial Statements
(In thousands)
Restructuring Charge
- --------------------
The corporation's Industrial Distribution segment has undertaken
initiatives to streamline its operational structure and increase
efficiency. As a result, the segment took a restructuring charge
of $4,132 in the fourth quarter of 1999. Of the total
restructuring charge, approximately $1,300 relates to severance
costs for approximately 65 branch operations and regional
management employees that the segment expected to separate from
service in 2000. During the first quarter of 2000, 45 people have
been separated from service. The remaining balance of the
restructuring charge relates to costs to close down 10 branches and
three other facilities in 2000.
The following table summarizes the payments made against the
restructuring charge in 2000:
<TABLE>
Employee Branch
Termination Consolidation and
Benefits Facility Closures Total
------------ ----------------- -------
<C> <C> <C>
Restructuring charge-
December 31, 1999 $ 1,300 $ 2,832 $ 4,132
Cash payments (335) (753) (1,088)
------ ------ ------
Restructuring charge-
March 31, 2000 $ 965 $ 2,079 $ 3,044
====== ====== ======
</TABLE>
- 7 -
<PAGE>
<PAGE>
KAMAN CORPORATION AND SUBSIDIARIES
PART I - FINANCIAL INFORMATION, Continued
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Results of Operations
- ---------------------
Consolidated revenues for the three months ended March 31, 2000
increased 4.1% compared to the same period of 1999.
Industrial Distribution segment net sales increased 3.6% for the
first quarter of 2000 compared to the same period of 1999, due to
improvements in market conditions for the segment's product
offerings. This segment serves nearly every sector of U.S.
industry and thus tends to be influenced by industrial production
levels. For the past two years the segment has experienced
significant pressures due to the adverse effects of global economic
difficulties upon export demand in several key industry customers,
from mining, primary metals and paper to chemicals. U.S.
industrial production and capacity utilization rates (excluding
semi-conductors and computers), reached near recession levels in
mid-1998 as a result of the depressed export market. Conditions
began to improve in late 1999; since the industrial distribution
business tends to experience a lag in effect from such changes in
production and capacity utilization, the segment began to
experience the positive effects of these changes during the first
quarter of 2000. Management also believes that certain initiatives
announced in December of last year have led to increased efficiency
and service to customers; specifically, the segment reorganized its
sales, marketing and field management structure, consolidated
certain branch locations and closed others and conducted an
extensive program to write-off or dispose of obsolete or excess
inventory to the ongoing organization.
The Industrial Distribution segment is also developing an Internet
e-Commerce site that will include a complete catalog of product
offerings, containing more than one million industrial products,
and will provide an important new channel for both current and
potential customers to transact business with the segment.
Management anticipates that the site will be implemented during the
third quarter 2000.
Aerospace segment net sales increased 4% for the first quarter of
2000 compared to the first quarter of 1999, due to its SH-2G and
K-MAX (Registered Trademark) helicopter programs. The Aerospace
segment's principal programs include the SH-2G multi-mission naval
helicopter, the K-MAX repetitive lift helicopter, subcontract work
involving aircraft structures, and the manufacture of components
such as self-lubricating bearings and driveline couplings for
aircraft applications.
- 8 -
<PAGE>
<PAGE>
KAMAN CORPORATION AND SUBSIDIARIES
PART I - FINANCIAL INFORMATION, Continued
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations (Continued)
The SH-2G helicopter program generally involves retrofit of the
corporation's SH-2F helicopters, previously manufactured for the
U.S. Navy (currently from aircraft in desert storage) to the SH-2G
configuration. The corporation is currently performing this work
under commercial contracts with the governments of Australia and
New Zealand. The program for Australia involves eleven (11)
helicopters (incorporating a new cockpit and new weapons and
sensors) with support, including a support services facility, for
the Royal Australian Navy. The total contract has an anticipated
value of about $680 million (US). The helicopter production portion
of the work is valued at $559 million, of which 58% has been
recorded as revenue. The program for New Zealand involves five (5)
aircraft and support for the New Zealand defense forces. The
contract has an anticipated value of $180 million (US), of which
63% has now been recorded as revenue. Work is proceeding and
deliveries for both programs are now scheduled to begin in early
2001. Litton Guidance and Control Systems, a division of Litton
Industries, Inc., is a major subcontractor for these SH-2G
programs, being responsible for providing avionics system hardware
and integration software. Litton has publicly stated that it is
incurring additional costs to perform its contract with the
corporation for the Australian program (which is a fixed price
contract) and has submitted certain proposals for equitable
adjustment. Litton has also publicly expressed its commitment to
work with the corporation and the Australian government to
successfully complete the SH-2G program. Management is in the
process of evaluating and responding to Litton's proposals and
intends to pursue a mutually appropriate resolution with the
Australian government and this subcontractor.
The corporation continues to provide on-site support in the
Republic of Egypt for ten (10) SH-2G helicopters that were
delivered in 1998 under that country's foreign military sale
agreement with the U.S. Navy.
The corporation continues its marketing program to build and
enhance familiarization with the SH-2's capabilities among various
foreign governments. This market is highly competitive and is also
influenced by economic and political conditions. The corporation
continues to pursue this business, including possible further
orders from current customers.
The SH-2 is an aircraft that was originally manufactured for the
U.S. Navy. This is no longer done; however, the U.S. Naval Reserve
maintains twelve (12) SH-2G aircraft active in its fleet. While
these aircraft remain in service, the corporation will continue
providing logistics and spare parts support for the aircraft. The
- 9 -
<PAGE>
<PAGE>
KAMAN CORPORATION AND SUBSIDIARIES
PART I - FINANCIAL INFORMATION, Continued
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations (Continued)
corporation has taken a consignment of the U.S. Navy's inventory of
SH-2 spare parts; the initial agreement has been extended beyond
its scheduled September 1999 expiration date in the expectation
that the parties will eventually reach agreement on a longer term
arrangement. The overall objective is for the corporation to
provide further support of the U.S. Naval Reserve requirements
while having the ability to utilize certain inventory for support
of the corporation's other SH-2 programs.
In March of this year, the corporation sold one K-MAX medium to
heavy lift "aerial truck" helicopter to an operator located in
Germany, principally for use in the logging industry. On March 28,
2000 the K-MAX aircraft received certification from Austria's civil
aviation authority. In conjunction with that certification, a
helicopter was sold to an Austrian operator in April for use in
logging and general construction. During the past two years, the
K-MAX program has experienced market difficulties due in
significant part to conditions in the commercial logging industry,
the aircraft's principal application to date. The corporation
continues to refocus sales efforts on further development of global
market opportunities in other industries, including oil and gas
exploration, power line and other utility construction, fire
fighting, and movement of equipment. These efforts are ongoing;
management continues to believe that successful sales development
in these markets will take some time to achieve.
The Aerospace segment also performs subcontract work for certain
airframe manufacturing programs and manufactures various
components, including self-lubricating bearings for use principally
in aircraft. During the first quarter of 2000, this business
continued to experience some softness due to a slowdown of growth
trends in the commercial aviation industry. The corporation has
been pursuing opportunities and in March 2000, the corporation was
awarded a contract by MD Helicopters to build fuselages for MD 500
and MD 600 commercial helicopters. The multi-year program has an
estimated potential value of $100 million.
The Aerospace segment is continuing to implement "lean thinking"
strategies throughout the organization in order to further enhance
efficiency and reduce costs.
- 10 -
<PAGE>
<PAGE>
KAMAN CORPORATION AND SUBSIDIARIES
PART I - FINANCIAL INFORMATION, Continued
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations (Continued)
Music Distribution net sales increased 7% for the quarter ended
March 31, 2000 compared to the same period of 1999, reflecting
continued improvement in domestic markets as well as some increase
in demand internationally. This segment introduced a
business-to-business Internet e-Commerce site during the quarter
which has a fully integrated web order entry and customer service
capability. Management is encouraged by the interest that the site
has already generated from its customers.
The segments' total operating profit for the quarter ended
March 31, 2000 was up 13.7% compared to the same period of 1999.
This result is principally attributable to increased sales and
improved operating efficiency in the Industrial Distribution
segment, for which operating profit increased 37.5%. Operating
profit for the Aerospace segment increased 4%; the principal
contributors to operating profit during the quarter were the
aircraft structures and components business and the SH-2G
helicopter programs. Operating profit for the Music Distribution
business was up 18% due to increased sales in that segment.
Net earnings for the first quarter of 2000 were 36 cents per common
share on a diluted basis compared to 30 cents per common share for
the first quarter of 1999 on the same basis.
For the quarter ended March 31, 2000, interest income earned from
investment of surplus cash more than offset interest expense.
The consolidated effective income tax rate was 36.2% for the first
quarter of 2000 compared to 39.7% for the same period of 1999.
The corporation has not experienced any adverse impact upon its
business operations as a result of the arrival of the year 2000.
Liquidity and Capital Resources
- -------------------------------
The corporation's cash flow from operations has generally been
sufficient to finance a significant portion of its working capital
and other capital requirements.
During the first quarter of 2000, operating activities used cash,
primarily due to increases in accounts receivable for the Aerospace
segment's SH-2G helicopter program as well as accounts receivable
increases in the Industrial Distribution segment due to increased
sales. This was offset to some extent by decreases in inventories
in both the Aerospace and Industrial Distribution segments. During
the quarter, cash used in investing activities was for items such
as acquisition of machinery and computer equipment used in
- 11 -
<PAGE>
<PAGE>
KAMAN CORPORATION AND SUBSIDIARIES
PART I - FINANCIAL INFORMATION, Continued
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations (Continued)
manufacturing and distribution. Cash used by financing activities
was primarily attributable to the payment of dividends to common
shareholders, the sinking fund requirement for the corporation's
debentures (described below) and repurchase of Class A common stock
pursuant to a repurchase program for use in connection with
administration of the corporation's stock plans and for general
corporate purposes. In February 2000, the corporation's board of
directors approved a stock repurchase program providing for
repurchase of an additional 1.4 million Class A common shares for
the above-described purposes.
The corporation had $56.9 million in surplus cash at March 31,
2000, with an average of $57.8 million for the quarter. These
funds have been invested in high-quality short-term investments.
At March 31, 2000, the corporation had approximately $26.5 million
of its 6% convertible subordinated debentures outstanding. The
debentures are convertible into shares of Class A common stock at
any time on or before March 15, 2012 at a conversion price of
$23.36 per share, generally at the option of the holder. Pursuant
to a sinking fund requirement that began March 15, 1997, the
corporation redeems approximately $1.7 million of the outstanding
principal of the debentures each year.
The corporation maintains a revolving credit agreement involving a
group of domestic and foreign banks for borrowing purposes. This
facility provides a maximum unsecured line of credit of $250
million. The agreement has a term of five years ending in January
2001, and contains various covenants, including debt to
capitalization, consolidated net worth requirements, and
limitations on other loan indebtedness that the corporation may
incur. As of March 31, 2000, the corporation had no outstanding
borrowings under this agreement. In due course, the corporation
will plan to replace the expiring agreement with another
arrangement that meets its financing requirements.
Letters of credit are generally considered borrowings for purposes
of the revolving credit agreement. The governments of Australia
and New Zealand made advance payments of $104.3 million in
connection with their SH-2G contracts in 1997 and those payments
were fully secured by the corporation through issuance of
irrevocable letters of credit. At present, the face amount of
these letters of credit has been reduced to $46.2 million in
accordance with the terms of the relevant contracts. Further
reductions are anticipated as certain contract milestones are
reached.
-12-
<PAGE>
<PAGE>
Management believes that the corporation's cash flow from
operations and available unused bank line of credit under its
revolving credit agreement will be sufficient to finance its
working capital and other capital requirements for the foreseeable
future.
Forward-Looking Statements
- --------------------------
This report contains forward-looking information relating to the
corporation's business and prospects, including the SH-2G and K-MAX
helicopter programs, specialty self-lubricating bearings and
couplings, the industrial and music distribution businesses, and
other matters that involve a number of uncertainties that may cause
actual results to differ materially from expectations. Those
uncertainties include, but are not limited to: 1) the successful
conclusion of contract negotiations with government authorities,
including foreign governments; 2) political developments in
countries where the corporation intends to do business; 3)
standard government contract provisions permitting renegotiation of
terms and termination for the convenience of the government; 4)
economic and competitive conditions in markets served by the
corporation, including industry consolidation in the United States
and global economic conditions; 5) the timing, degree and scope of
market acceptance for products such as a repetitive lift
helicopter; 6) U.S. industrial production levels;
7) achievement and continuation of Year 2000 compliance by the
corporation, its customers, suppliers, and service providers,
including various federal, state and foreign governments and
agencies thereof; 8) currency exchange rates, taxes, laws and
regulations, inflation rates, general business conditions and other
factors. Any forward-looking information should be considered with
these factors in mind.
- 13 -
<PAGE>
<PAGE>
KAMAN CORPORATION AND SUBSIDIARIES
Part II - OTHER INFORMATION
Item 4. Submission of Matters to Vote of Security Holders
The annual meeting of the shareholders of the Corporation was held
at the offices of the Corporation on April 11, 2000. Following is
a brief description of each matter voted upon at the meeting:
1. Election of Directors
---------------------
The following thirteen (13) individuals were elected directors of
the Corporation to serve until the next annual meeting and until
their successors have been elected:
Brian E. Barents C. William Kaman II
E. Reeves Callaway III Eileen S. Kraus
Frank C. Carlucci Paul R. Kuhn
Laney J. Chouest Hartzel Z. Lebed
John A. DiBiaggio Walter H. Monteith, Jr.
Huntington Hardisty Wanda Lee Rogers
Charles H. Kaman
For each director, the Class B shareholders voted 621,791 shares in
favor, none against, with no abstentions and no broker non-votes.
2. Authority to Elect One (1) Additional Director
----------------------------------------------
A proposal to authorize the Board of Directors to elect one (1)
additional director during the ensuing year was adopted by the
Class B shareholders who voted 621,503 in favor and 288 shares
against, with no abstentions and no broker non-votes.
3. Appointment of KPMG LLP
-----------------------
A proposal to appoint KPMG LLP as the Corporation's auditors during
the ensuing year was adopted by the Class B shareholders who voted
621,791 shares in favor, none against, with no abstentions and no
broker non-votes.
- 14 -
<PAGE>
<PAGE>
KAMAN CORPORATION AND SUBSIDIARIES
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits to Form 10-Q:
(11) Earnings per share computation
(27) Financial Data Schedule
(b) Reports on Form 8-K filed in the first quarter of
2000:
There have been no reports on Form 8-K filed
during the quarter ended March 31, 2000.
SIGNATURES
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.
KAMAN CORPORATION
Registrant
Date: May 11, 2000 By Paul R. Kuhn
President and
Chief Executive Officer
(Duly Authorized Officer)
Date: May 11, 2000 By Robert M. Garneau
Executive Vice President and
Chief Financial Officer
- 15 -
<PAGE>
<PAGE>
KAMAN CORPORATION AND SUBSIDIARIES
Index to Exhibits
Exhibit 11 Earnings Per Share Computation Attached
Exhibit 27 Financial Data Schedule Attached
- 16 -
<PAGE>
<PAGE>
KAMAN CORPORATION AND SUBSIDIARIES
EXHIBIT 11 - EARNINGS PER SHARE COMPUTATION
(In thousands except per share amounts)
<TABLE>
For the Three Months
Ended March 31,
--------------------
2000 1999
---- ----
<S> <C> <C>
Basic:
Net earnings $ 8,556 $ 7,273
======== ========
Weighted average number of
shares outstanding 23,126 23,652
======== ========
Net earnings per share - basic $ .37 $ .31
======== ========
Diluted:
Net earnings $ 8,556 $ 7,273
Elimination of interest expense on 6%
subordinated convertible debentures
(net after taxes) 267 267
-------- --------
Net earnings (as adjusted) $ 8,823 $ 7,540
======== ========
Weighted average number of shares
outstanding 23,126 23,652
Weighted average shares issuable on conversion
of 6% subordinated convertible debentures 1,194 1,265
Weighted average shares issuable on exercise
of diluted stock options 36 145
-------- --------
Total 24,356 25,062
======== ========
Net earnings per share - diluted $ .36 $ .30
======== ========
</TABLE>
<PAGE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
The schedule contains summary financial information extracted from
the corporation's quarterly report to shareholders and is
qualified in its entirety by reference to such financial
statements.
</LEGEND>
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 61,180
<SECURITIES> 0
<RECEIVABLES> 193,820
<ALLOWANCES> (4,684)
<INVENTORY> 188,583
<CURRENT-ASSETS> 466,925
<PP&E> 168,098
<DEPRECIATION> (105,160)
<TOTAL-ASSETS> 539,850
<CURRENT-LIABILITIES> 169,287
<BONDS> 24,886
0
0
<COMMON> 23,734
<OTHER-SE> 298,503
<TOTAL-LIABILITY-AND-EQUITY> 539,850
<SALES> 259,655
<TOTAL-REVENUES> 259,976
<CGS> 194,620
<TOTAL-COSTS> 246,598
<OTHER-EXPENSES> 307
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (350)
<INCOME-PRETAX> 13,421
<INCOME-TAX> 4,865
<INCOME-CONTINUING> 8,556
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 8,556
<EPS-BASIC> .37
<EPS-DILUTED> .36
</TABLE>
