KEYSTONE CONSOLIDATED INDUSTRIES INC
10-Q, 1994-11-14
STEEL WORKS, BLAST FURNACES & ROLLING MILLS (COKE OVENS)
Previous: KERR MCGEE CORP, 10-Q, 1994-11-14
Next: KOLLMORGEN CORP, 10-Q, 1994-11-14







                       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 quarter ended September 30, 1994

Commission file number 1-3919


                      KEYSTONE CONSOLIDATED INDUSTRIES, INC.                  
             (Exact name of registrant as specified in its charter)


           DELAWARE                                    37-0364250             
(State or other jurisdiction of          (I.R.S. Employer Identification No.)
 incorporation or organization)


 5430 LBJ Freeway, Suite 1740, Three Lincoln Centre, Dallas, TX.  75240-2697  
(Address of principal executive offices)                     (Zip Code)



Registrant's telephone number, including area code:        (214) 458-0028     

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 _____

Number of shares of common stock outstanding at October 31, 1994:  5,592,751
 
                     KEYSTONE CONSOLIDATED INDUSTRIES, INC.
                                AND SUBSIDIARIES

                                      INDEX


                                                                 
                                                            Page 
                                                                 
                                                           number

PART I.      FINANCIAL INFORMATION         

  Item 1.        Financial Statements

             Consolidated Balance Sheets - December 31, 1993
              and September 30, 1994                               3-4

             Consolidated Statements of Operations - Three months
              and nine months ended September 30, 1993 and 1994      5

             Consolidated Statements of Cash Flows - Nine months
              ended September 30, 1993 and 1994                      6

             Consolidated Statement of Stockholders' Deficit - Nine
              months ended September 30, 1994                        7

             Notes to Consolidated Financial Statements           8-11

  Item 2.        Management's Discussion and Analysis of Financial
              Condition and Results of Operations                12-14


PART II.         OTHER INFORMATION

  Item 1.        Legal Proceedings                                  15

  Item 6.        Exhibits and Reports on Form 8-K                   15

                     KEYSTONE CONSOLIDATED INDUSTRIES, INC.
                                AND SUBSIDIARIES

                           CONSOLIDATED BALANCE SHEETS

                                 (In thousands)
<TABLE>
<CAPTION>
                                                                      December 31,         SEPTEMBER 30,
              ASSETS                                                      1993                  1994    

Current assets:
  <S>                                                                         <C>                 <C>
  Notes and accounts receivable                                               $ 38,513            $ 44,958
  Inventories                                                                   35,544              34,943
  Deferred income taxes                                                          5,437               3,896
  Prepaid expenses                                                               1,257               1,551

     Total current assets                                                       80,751              85,348

Property, plant and equipment                                                  222,601             230,975
Less accumulated depreciation                                                  141,832             150,923

     Net property, plant and equipment                                          80,769              80,052

Other assets:
  Intangible pension asset                                                      12,067              10,702
  Deferred income taxes                                                         28,056              29,635
  Other                                                                          5,011               4,861

     Total other assets                                                         45,134              45,198
                                                                              $206,654            $210,598
</TABLE>






                     KEYSTONE CONSOLIDATED INDUSTRIES, INC.
                                                                
                                AND SUBSIDIARIES

                     CONSOLIDATED BALANCE SHEETS (CONTINUED)

                                 (In thousands)

<TABLE>
<CAPTION>
                                                                       December 31,      SEPTEMBER 30,
   LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)                          1993               1994    

Current liabilities:
  <S>                                                                        <C>                   <C>
  Notes payable and current long-term debt                                   $  8,148              $ 11,252

  Accounts payable                                                             24,189                28,175
  Accounts payable to affiliates                                                  111                 -    
  Accrued pension cost                                                          9,556                 7,817
  Accrued OPEB cost                                                             7,243                 7,433
  Accrued excise tax and related interest                                       7,120                 1,033
  Other accrued liabilities                                                    17,999                20,177

     Total current liabilities                                                 74,366                75,887

Noncurrent liabilities:
  Long-term debt                                                               19,042                16,195
  Accrued pension cost                                                         60,102                61,925
  Accrued OPEB cost                                                            96,336                97,280
  Accrued excise tax and related interest                                        -                    1,033
  Other                                                                         7,716                 5,947

     Total noncurrent liabilities                                             183,196               182,380

Stockholders' equity (deficit):
  Common stock                                                                  6,244                 6,313
  Additional paid-in capital                                                   18,803                19,393
  Pension liabilities adjustment                                              (35,317)              (41,120)
  Accumulated deficit                                                         (40,047)              (32,243)
  Treasury stock, at cost                                                        (591)                  (12)

     Total stockholders' deficit                                              (50,908)              (47,669)

                                                                             $206,654              $210,598
</TABLE>




                     KEYSTONE CONSOLIDATED INDUSTRIES, INC.
                                AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF OPERATIONS

                                       
                     (In thousands, except per share data)

<TABLE>
<CAPTION>
                                                    Three months ended            Nine months ended
                                        September 30,                 September 30,  
                                       1993      1994               1993      1994

<S>                                                      <C>            <C>          <C>            <C>
Revenues and other income:                               
  Net sales                                              $86,361        $87,571      $263,313       $277,700
  Other                                                      250              7           346            134
                                                          86,611         87,578       263,659        277,834

Costs and expenses:
  Cost of goods sold                                      77,349         78,939       237,956        249,816
  Selling                                                  1,279          1,223         3,782          3,769
  General and administrative                               4,139          4,119        15,801         13,221
  Interest - notes payable and
   long-term debt                                            583            724         2,113          2,091
  Interest (credit) related to
   excise tax                                                156           -            3,797         (3,853)
                                                          83,506         85,005       263,449        265,044

   Income before income taxes                              3,105          2,573           210         12,790

Provision for income taxes (benefit)                         (86)         1,016            17          4,986

      Net income                                         $ 3,191        $ 1,557      $    193       $  7,804
 

Income per common and common
 equivalent share                                        $   .58        $   .28      $    .04       $   1.39

Weighted average common and common
 equivalent shares outstanding                             5,489          5,626         5,500          5,596

</TABLE>



                                       
                    KEYSTONE CONSOLIDATED INDUSTRIES, INC.
                                       
                               AND SUBSIDIARIES

                                       
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (In thousands)
<TABLE>
<CAPTION>
                                                                             Nine months ended
                                                          September 30,   
                                                      1993          1994
<S>                                                                            <C>                 <c
 
Cash flows from operating activities:
  Net income                                                                   $   193             $ 7,804
  Depreciation                                                                   8,919               9,550
  Noncash OPEB cost                                                              1,206               1,134
  Deferred taxes                                                                (1,369)              3,673
  Other, net                                                                        16                 270
                                                                                 8,965              22,431
  Change in assets and liabilities:
    Notes and accounts receivable                                               (4,686)             (6,678)
    Inventories                                                                  3,514                 601
    Accounts payable                                                             5,259               3,875
    Accrued pension cost                                                        (5,654)             (8,065)
    Accrued excise tax and related interest                                      6,960              (5,054)
    Other, net                                                                   1,352                 887

     Net cash provided by operating activities                                  15,710               7,997

Cash flows from investing activities: 
  Capital expenditures                                                          (4,473)             (8,876)
  Proceeds from disposition of property and
   equipment                                                                       402                   6

      Net cash used by investing activities                                     (4,071)             (8,870)

Cash flows from financing activities:
  Revolving credit facility, net                                                (8,446)              3,147
  Other notes payable and long-term debt:
    Additions                                                                       91                 200
    Principal payments                                                          (2,967)             (3,090)
  Common stock issued (purchased), net                                            (317)                616

      Net cash provided (used) by financing
        activities                                                             (11,639)                873

        Net change in cash and cash equivalents                                   -                   -   

Cash and cash equivalents at beginning of period                                  -                   -   

Cash and cash equivalents at end of period                                    $   -                $  -   

Supplemental disclosures:
  Cash paid for:
    Interest, net of amount capitalized                                       $  2,336             $ 2,199
    Income taxes                                                                   465               1,593
  Treasury stock contributed to employee
    benefit plan                                                              $    -               $   622

</TABLE>
                     KEYSTONE CONSOLIDATED INDUSTRIES, INC.
                                AND SUBSIDIARIES

                 CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT

                      Nine months ended September 30, 1994

                                 (In thousands)


<TABLE>
<CAPTION>
                                                            

                                           Additional        Pension                                              Total
                               Common        paid-in       liabilities       Accumulated         Treasury     stockholders'
                                stock        capital       adjustment          deficit             stock         deficit   
<S>                                <C>            <C>            <C>                 <C>              <C>            <C>

Balance at
 December 31, 1993                 $6,244         $18,803        $(35,317)           $(40,047)        $(591)         $(50,908)

Net income                           -               -               -                  7,804           -               7,804

Issuance of common
  stock                                69             590            -                   -              622             1,281

Purchase of treasury
  stock                              -               -               -                   -              (43)              (43)

Pension adjustment                   -               -             (5,803)               -              -              (5,803)

Balance at 
 September 30, 1994                $6,313         $19,393        $(41,120)           $(32,243)        $ (12)         $(47,669)

</TABLE>



                     KEYSTONE CONSOLIDATED INDUSTRIES, INC.
                                AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1 - Organization and basis of presentation:

    Keystone Consolidated Industries, Inc. (the "Company") is a majority-owned
subsidiary of Contran Corporation ("Contran").  Contran holds, directly or
indirectly, approximately 67% of the Company's outstanding common stock.

    The consolidated balance sheet at December 31, 1993 has been condensed from
the Company's audited consolidated financial statements at that date.  The
consolidated balance sheet at September 30, 1994 and the consolidated statements
of operations and cash flows for the interim periods ended September 30, 1993
and 1994, and the consolidated statement of stockholders' deficit for the
interim period ended September 30, 1994 have been prepared by the Company
without audit.  In the opinion of management, all adjustments necessary to
present fairly the consolidated financial position, results of operations and
cash flows have been made.  However, it should be understood that accounting
measurements at interim dates may be less precise than at year end.  The results
of operations for the interim periods are not necessarily indicative of the
operating results for a full year or of future operations.  

    Certain information normally included in financial statements prepared in
accordance with generally accepted accounting principles has been condensed or
omitted.  The accompanying consolidated financial statements should be read in
conjunction with the consolidated financial statements included in the Company's
Annual Report on Form 10-K for the year ended December 31, 1993 (the "Annual
Report").

Note 2 - Income per share:

    Income per share is based on the weighted average number of common and
common equivalent shares outstanding.

Note 3 - Inventories:

    Inventories are stated at the lower of cost or market.  The last-in, first-
out ("LIFO") method is used to determine the cost of approximately 72% of
inventories held at September 30, 1994 (71% at December 31, 1993) and the first-
in, first-out or average cost methods are used to determine the cost of all
other inventories. 
<TABLE>
<CAPTION>
                                                              December 31,
                                                                                      SEPTEMBER 30, 
                                                                  1993    
                                                                                          1994     
                                                                             (In thousands)

<S>                                                                    <C>                        <C>
Raw materials                                                          $ 9,944                    $ 9,741
Work in process                                                          9,963                     10,397
Finished products                                                       14,250                     13,857
Supplies                                                                14,115                     13,676
                                                                        48,272                     47,671
Less LIFO reserve                                                       12,728                     12,728
                                                                       $35,544                    $34,943
</TABLE>

Note 4 - Notes payable and long-term debt:
<TABLE>
<CAPTION>
                                                              December 31,
                                                                                      SEPTEMBER 30,
                                                                  1993    
                                                                                           1994    
                                                                             (In thousands)
Commercial credit agreements:
<S>                                                                    <C>                       <C>
  Revolving credit facility                                            $ 3,911                   $ 7,058
  Term loan                                                             19,439                    17,216
Other                                                                    3,840                     3,173
                                                                        27,190                    27,447
  Less current maturities                                                8,148                    11,252

                                                                       $19,042                   $16,195
</TABLE>
    The Company maintains a $35 million revolving credit facility which matures
December 31, 1996, is collateralized primarily by the Company's trade
receivables and inventories, and bears interest at the prime rate plus 1.5% (an
effective rate of 9.25% at September 30, 1994).  The amount of available
borrowings is based on formula-determined amounts of trade receivables and
inventories, less the amount of outstanding letters of credit ($.7 million at
September 30, 1994).  At September 30, 1994, additional borrowings available
under this credit facility were $27.3 million.  This credit facility requires
that the Company's daily cash receipts be used to reduce the outstanding
borrowings, which results in the Company maintaining zero cash balances.

    The Company's term loan with the financial institution that provides the
Company's revolving credit facility bears interest at the prime rate plus 1% and
is due in installments through December 31, 1996.  The loan requires compliance
with the restrictive covenants, security agreement and certain other terms of
the revolving credit facility, is further collateralized by the Company's
property, plant and equipment, and becomes due and payable if the Company
terminates its revolving credit facility.

    The Company's credit agreements contain restrictive covenants including a
prohibition against the payment of dividends without lender consent and certain
minimum working capital and net worth requirements.  

Note 5 - Pension costs:

    Variances from actuarial assumptions, including the rate of return on
pension plan assets, result in additional increases or decreases in accrued
pension costs, deferred taxes, stockholders' deficit, pension expense and
minimum funding requirements in future periods.

    During the early 1980's the Company received permission from the Internal
Revenue Service (the "IRS") to defer certain annual pension plan contributions
aggregating $32 million.  At September 30, 1994, the remaining balance of such
deferred contributions was approximately $11.3 million.  The deferred amounts,
with interest, are payable to the plans through 2000 and are collateralized by a
lien on all of the Company's assets.


Note 6 - Income taxes:

    The difference between the provision for income taxes and the amounts that
would be expected using the U.S. federal statutory income tax rate is primarily
related to state income taxes and, in the nine-month period ended September 30,
1993, nondeductible excise taxes of approximately $3 million (see Note 7).  In
addition, the 1993 periods include a $1.3 million tax benefit representing an
adjustment of cumulative deferred taxes resulting from the Omnibus Budget
Reconciliation Act, enacted in August 1993.

<TABLE>
<CAPTION>
                                                                                    Deferred tax    
                                                                                assets (liabilities)   
                                                                       December 31,        September 30,
                                                                           1993                1994     
                                                                                   (In thousands)
<S>                                                                             <C>                 <C>

Tax effect of temporary differences relating to:
  Inventories                                                                   $  1,623            $  1,630
  Property and equipment                                                         (11,845)            (10,722)
  Accrued pension cost                                                            18,206              17,761
  Accrued OPEB cost                                                               40,396              40,838
  Other accrued liabilities and deductible 
   differences                                                                     6,978               6,360
  Other taxable differences                                                         (583)               (583)
  Net operating loss carryforwards                                                 2,376                 671
  Alternative minimum tax credit carryforwards                                     6,342               7,576
Valuation allowance                                                              (30,000)            (30,000)

    Net deferred tax asset                                                        33,493              33,531

Less current deferred tax asset                                                    5,437               3,896

Noncurrent deferred tax asset                                                   $ 28,056            $ 29,635

</TABLE>

   There was no change in the valuation allowance during the first nine months
of 1993 or 1994.

Note 7 - Excise tax settlement:

    As discussed in the Annual Report, the Company satisfied a portion of its
1983 and 1984 funding obligations to the Keystone Master Pension Trust (the
"Keystone Trust") with contributions of certain real property that the IRS
contended were prohibited transactions.  In May 1993, the U.S. Supreme Court
reversed lower court decisions favorable to the Company and ruled the
contributions were prohibited transactions.  The case was remanded to the Tax
Court to determine the amount due.  During 1993, the Company accrued an
aggregate of $7.1 million for the estimated cost of the 5% nondeductible excise
taxes ($3.2 million) and related interest ($3.9 million).  In addition, to avoid
a second tier $9.6 million excise tax, the Company made a "correction" payment
of $2.3 million to its pension plans in June 1993.

    In June 1994, the Company and the IRS agreed on the amount due and entered
into a Closing Agreement which was approved by the Tax Court in July 1994. 
Pursuant to the terms of the Closing Agreement, the Company made an additional
"correction" payment of approximately $3.3 million to its pension plans in June
1994, and agreed to pay a total of $3.1 million in excise taxes and interest, in
three equal installments, over a two-year period beginning in June 1994.  As a
result, the nine-month period ended September 30, 1994 includes a $4 million
reduction in previously accrued expenses related to this matter.

Note 8 - Contingencies - environmental matters:

    As discussed in the Annual Report, the Company is involved in the disposal
of radioactive electric furnace dust at its Peoria, Illinois facility.  In July
1994, the Company entered into a disposal agreement with a licensed waste
disposal facility to receive, treat and dispose of the contaminated dust.  The
Company is in the process of shipping the contaminated dust to the disposal
facility which is currently constructing treatment facilities.  The disposal
facility has represented that treatment and disposal will be completed by
January 1995.  The net cost to the Company of this matter was accrued
principally in 1992 and 1993.

    As discussed in the Annual Report, the United States has filed an action
against five potential responsible parties ("PRPs"), including a former
subsidiary of the Company, seeking to recover investigation and remediation
costs incurred by the United States Environmental Protection Agency ("U.S. EPA")
at the Byron Salvage Yard, located in Byron, Illinois.  Neither the Company nor
the other designated PRPs have performed an investigation of the nature and
extent of the contamination at the Byron Site.  U.S. EPA has possession of the
site and conducted the remedial investigation, but has not yet released a
feasibility study that would enable the PRPs to identify or estimate the cost of
an appropriate remedy or remedies.  In July 1993, the U.S. EPA made available
for inspection records evidencing approximately $10 million in investigation and
remediation costs incurred at the site and produced copies of the laboratory
results of groundwater samples taken as a part of the remedial investigation. 
During the second quarter of 1994, U.S. EPA released its remedial investigation
study showing soil contamination, however U.S. EPA has not completed a
feasibility study or risk assessment for the site.  Until U.S. EPA releases its
final Record of Decision, the Company will not know whether U.S. EPA will
require any further remediation measures.  The Company accrued its $500,000
estimated share of the documented investigation and remediation costs during
1993.  

    There were no other significant changes in the status of environmental
matters during the first nine months of 1994.



MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS                                                                    

LIQUIDITY AND CAPITAL RESOURCES:    

    The Company's cash flows from operating activities are affected by the
seasonality of its business as sales of certain products used in the
agricultural and construction industries are typically highest during the second
quarter and lowest during the fourth quarter of each year.  Changes in working
capital levels result primarily from the relative timing of production, sales,
and purchases and net changes in receivables, inventories and accounts payable
provided $4.1 million of cash in the 1993 period and used $2.2 million of cash
in the 1994 period.  Comparative scrap costs and inventory levels contributed to
the fluctuation in cash provided by, or used in, operating activities relative
to these items.  

    Pension contributions during the first nine months of 1994 amounted to $15
million, an increase of $3.5 million from the 1993 period.  An additional $5.1
million will be contributed during the remainder of 1994 for a total of $20.1
million compared to $15 million in 1993.  The higher pension contributions in
1994 include $3 million of planned contributions in excess of minimum funding
requirements.  Pension contributions for 1994 and 1993 include $3.3 million and
$2.3 million, respectively, resulting from settlement of the excise tax
litigation.  Cash used by operating activities during the first nine months of
1994 also included a $1 million excise tax payment (see Note 7 to the
Consolidated Financial Statements).  

    At September 30, 1994, the Company had working capital of $9.5 million. 
Notes payable and current maturities of long-term debt, deductions in the
computation of such working capital, aggregated $11.3 million at September 30,
1994, and included outstanding borrowings of $7.1 million under the Company's
$35 million revolving credit facility.  The amount of available borrowings is
based on formula-determined amounts of trade receivables and inventories, less
the amount of outstanding letters of credit.  Additional borrowings available
under the revolving credit facility were $27.3 million at September 30, 1994. 
The revolving credit facility requires that the Company's daily cash receipts be
used to reduce the outstanding borrowings, which results in the Company
maintaining zero cash balances.  Borrowings under the revolving credit facility
currently mature December 31, 1996.

    Capital expenditures for the first nine months of 1994 were $8.9 million and
are currently estimated to be approximately $12 million for the full year,
including approximately $3 million related to information processing systems at
the Company's Peoria, Illinois facility and $3 million for environmental items.

    The seasonality of the Company's business and the uncertainty of the future
trend in scrap costs causes the Company to be cautious about the 1994 fourth
quarter, typically the lowest volume quarter, but the Company expects to be
profitable for the year 1994.  Management has also budgeted profitable results
of operations for 1995 with sufficient cash flows from operations and financing
activities to meet its anticipated operating needs.  This budget is based upon
management's assessment of various financial and operational factors including,
but not limited to, assumptions relating to product shipments, product mix,
foreign competition, and selling prices; production schedules; productivity
rates; raw materials, electricity, labor, employee benefit and other fixed and
variable costs; working capital requirements; interest rates; repayments of
long-term debt; capital expenditures; and available borrowings under the
Company's revolving credit facility.  However, potential liabilities under
environmental laws and regulations with respect to the disposal and clean-up of
wastes beyond present estimates, any significant increases in the required
minimum fundings to the Company's pension funds or in the cost of providing
medical coverage to active and retired employees, could have a material adverse
affect on the future liquidity, financial condition and results of operations of
the Company.  Additionally, any significant decline in the Company's markets or
market share, any inability to maintain satisfactory billet and rod production
levels, or any other unanticipated costs, if significant, could result in a need
for funds greater than the Company currently has available.  There can be no
assurance the Company would be able to obtain an adequate amount of additional
financing.  

RESULTS OF OPERATIONS:

    The Company's operations are the manufacture and sale of carbon steel rod,
wire and wire products for agricultural, industrial, construction, commercial,
original equipment manufacturers and retail consumer markets.  Historically, the
Company has experienced greater sales and profits during the first half of the
year due principally to the seasonality of sales in principal wire products
markets, including the agricultural and construction markets.  

    During the first nine months of 1994, billet production at the Peoria steel
mill of 492,000 tons approximated production in the 1993 period.  As the
Company's billet production capacity is less than its rod production capacity,
the Company periodically purchases billets from other suppliers to increase the
utilization of the rod mill and thus assure the Company's ability to meet its
customers' orders.  The decision to purchase billets depends on billet prices,
product demand and other market conditions.  During the first nine months of
1994 the Company purchased 71,000 tons of billets compared to 88,000 tons
purchased in the first nine months of 1993.  Due principally to the lower billet
purchases, the Company's 1994 steel rod production of 533,000 tons has  declined
from 1993 production of 546,000 tons.  

    Net sales for the third quarter of 1994 increased $1.2 million, or 1.4%,
from the comparable 1993 period due largely to changes in product mix.  Tons of
rod sold decreased 16.7% (75,000 tons compared to 90,000 tons), while tons of
wire and wire products sold increased 12.4% (109,000 tons compared to 97,000
tons).  The increase in wire and wire products tonnage was principally due to
increased sales of wire.  Wire and wire products selling prices during the third
quarter of 1994 were comparable to the selling prices during the same quarter in
1993, while rod selling prices decreased 2.5%.  The decreases in rod selling
prices and tons of rod sold were primarily due to increased imports of lower
priced rod by U.S. consumers.  

    Net sales for the first nine months of 1994 increased $14.4 million, or
5.5%, from the comparable 1993 period as higher prices and a change in product
mix offset lower total tonnage.  Tons of rod sold decreased 9.9% (228,000 tons
compared to 253,000 tons), while tons of wire and wire products sold increased
6.3% (335,000 tons compared to 315,000 tons) due principally to increased sales
of wire.  Wire and wire products selling prices increased 2.1% and rod selling
prices increased 8.1% during the first nine months of 1994 as compared to the
first nine months of 1993.  

    Gross profit was $8.6 million for the third quarter of 1994, a decrease of
$.4 million from the comparable 1993 period, as gross profit margins declined to
9.9% from 10.4%.  Gross profit was $27.9 million for the first nine months of
1994, an increase of $2.5 million, as year-to-date gross profit margins
increased to 10% from 9.6% one year ago.  The decline in the third quarter gross
profit margin is primarily the result of lower rod selling prices and higher
costs for scrap steel, the Company's primary raw material.  The comparative
gross profit margin improved during the 1994 nine-month period as higher product
selling prices and lower rod conversion costs offset the higher scrap costs and
the effects of inclement weather during the 1994 first quarter which resulted in
production outages and increased costs.  Gross profit in the first nine months
of 1993 also reflected a second quarter charge of approximately $1.2 million for
a one-time payment of $1,000 per union member, pursuant to the May 1993
collective bargaining agreement with the Independent Steel Worker's Alliance
("ISWA") at the Company's Peoria, Illinois facility.  

    Scrap steel prices have risen significantly since the beginning of 1993, and
were approximately 8.7% and 19.6% higher during the third quarter and first nine
months, respectively, of 1994 as compared to the respective 1993 periods.  The
Company currently expects scrap steel prices for the 1994 fourth quarter to
approximate third quarter prices.  

    Selling expenses, as a percentage of net sales, were comparable between the
1994 and 1993 periods.  General and administrative expenses, as a percentage of
net sales, were comparable between third quarters of 1994 and 1993.  For the
first nine months of 1994, general and administrative expenses were $13.2
million, representing a decrease of $2.6 million over the comparable 1993
amount.  The first nine months of 1993 include a $3.2 million charge for excise
taxes resulting from the adverse U.S. Supreme Court decision.  See Note 7 to the
Consolidated Financial Statements.

    The difference between the provision for income taxes and the amounts that
would be expected using the U.S. federal statutory income tax rate is primarily
related to state income taxes and, in the 1993 nine-month period, the 
nondeductible excise taxes of $3.2 million.  In addition, the 1993 periods
include a $1.3 million tax benefit representing an adjustment of cumulative
deferred taxes resulting from the Omnibus Budget Reconciliation Act, enacted in
August 1993.


PART II.  

ITEM 1. Legal Proceedings

    Reference is made to disclosure provided under the caption "Current
litigation" in Note 14 to the Consolidated Financial Statements included in the
Annual Report.

    Note 8 to the Consolidated Financial Statements is incorporated herein by
reference.

ITEM 6. Exhibits and Reports on Form 8-K.

(a) The following exhibit is included herein:

    27.1  Financial Data Schedule for the nine month period ended
          September 30, 1994

(b) Reports on Form 8-K filed during the quarter ended September 30, 1994:

    None.

                                 
                       S I G N A T U R E S



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.

                                Keystone Consolidated Industries, Inc.
                                             (Registrant)


Date:  November 14, 1994        By /s/Harold M. Curdy                  
                                  Harold M. Curdy
                                  Vice President - Finance/Treasurer
                                  (Principal Financial Officer)


Date:  November 14, 1994        By /s/Bert E. Downing, Jr.                 
                                  Bert E. Downing, Jr.
                                  Corporate Controller
                                  (Principal Accounting Officer)



                                
                       S I G N A T U R E S



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.

                                Keystone Consolidated Industries, Inc.
                                            (Registrant)


Date:  November 14, 1994        By ___________________________________
                                   Harold M. Curdy
                                   Vice President - Finance/Treasurer
                                   (Principal Financial Officer)



Date:  November 14, 1994        By ___________________________________
                                   Bert E. Downing, Jr.
                                   Corporate Controller
                                   (Principal Accounting Officer)

 




<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED
FROM KEYSTONE CONSOLIDATED INDUSTRIES, INC.'S CONSOLIDATED FINANCIAL
STATEMENTS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1994, AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH CONSOLIDATED FINANCIAL
STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          DEC-31-1994
<PERIOD-START>                             JAN-01-1994
<PERIOD-END>                               SEP-30-1994
<CASH>                                               0
<SECURITIES>                                         0
<RECEIVABLES>                                   45,626
<ALLOWANCES>                                       668
<INVENTORY>                                     34,943
<CURRENT-ASSETS>                                85,348
<PP&E>                                         230,975
<DEPRECIATION>                                 150,923
<TOTAL-ASSETS>                                 210,598
<CURRENT-LIABILITIES>                           75,887
<BONDS>                                         16,195
<COMMON>                                         6,313
                                0
                                          0
<OTHER-SE>                                    (53,982)
<TOTAL-LIABILITY-AND-EQUITY>                   210,598
<SALES>                                        277,700
<TOTAL-REVENUES>                               277,700
<CGS>                                          249,816
<TOTAL-COSTS>                                  249,816
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                   233
<INTEREST-EXPENSE>                             (1,762)
<INCOME-PRETAX>                                 12,790
<INCOME-TAX>                                     4,986
<INCOME-CONTINUING>                              7,804
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     7,804
<EPS-PRIMARY>                                     1.39
<EPS-DILUTED>                                     1.39
        

</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission