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 June 30, 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 NUMBER 0-1052
Millipore Corporation
(Exact name of registrant as specified in its charter)
Massachusetts
(State or other jurisdiction of incorporation or organization)
04-2170233
(I.R.S. Employer Identification No.)
80 Ashby Road
Bedford, Massachusetts 01730
(Address of principal executive offices)
Registrant's telephone number, include area code
(781) 533-6000
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 and 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
The Company had 46,297,212 shares of common stock outstanding as
of July 28, 2000.
MILLIPORE CORPORATION
INDEX TO FORM 10-Q
Page No.
Part I. Financial Information
Item 1. Condensed Financial Statements
Consolidated Balance Sheets -
June 30, 2000 and December 31, 1999 2
Consolidated Statements of Income -
Three and Six Months
Ended June 30, 2000 and 1999 3
Consolidated Statements of Cash Flows -
Six Months Ended June 30, 2000 and 1999 4
Notes to Consolidated Condensed
Financial Statements 5-7
Item 2. Management's Discussion and Analysis
of Financial Condition
and Results of Operations 8-11
Item 3. Quantitative and Qualitative Disclosures
about Market Risk 11
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K 11
Signatures 12
MILLIPORE CORPORATION
CONSOLIDATED BALANCE SHEETS
(In thousands)
June 30, December
2000 31, 1999
ASSETS (Unaudited)
Current assets
Cash and cash equivalents $47,136 $32,420
Cash held as collateral 14,339 18,640
Accounts receivable, net 214,412 195,751
Inventories 131,659 105,040
Other current assets 17,895 7,096
Total Current Assets 425,441 358,947
Property, plant and equipment, net 214,686 226,477
Deferred income taxes 115,683 109,822
Intangible assets 66,432 70,238
Other assets 26,054 27,249
Total Assets $ 848,296 $ 792,733
LIABILITIES AND SHAREHOLDERS'
EQUITY
Current liabilities
Notes payable $ 102,100 $ 115,645
Accounts payable 61,737 63,053
Accrued expenses 68,279 73,512
Dividends payable 5,079 4,970
Accrued retirement plan
Contributions 5,127 7,333
Accrued income taxes payable 19,026 5,270
Total Current Liabilities 261,348 269,783
Long-term debt 308,823 313,107
Other liabilities 35,938 32,992
Shareholders' equity
Common stock 56,988 56,988
Additional paid-in capital 18,272 18,272
Retained earnings 534,756 491,429
Unearned compensation (3,433) (4,041)
Accumulated other comprehensive
Loss (49,318) (42,292)
557,265 520,356
Less: Treasury stock, at cost,
10,813 shares in 2000 and
11,794 in 1999 (315,078) (343,505)
Total Shareholders' Equity 242,187 176,851
Total Liabilities and Shareholders'
Equity $848,296 $792,733
The accompanying notes are an integral part of the consolidated
condensed financial statements.
-2-
MILLIPORE CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
(In thousands except per share data)
(Unaudited)
Three Months Ended Six Months Ended
June 30, June 30,
2000 1999 2000 1999
Net sales $238,948 $187,466 $463,771 $367,869
Cost of sales 108,590 86,080 208,916 170,975
Gross profit 130,358 101,386 254,855 196,894
Selling, general &
administrative expenses 70,877 62,883 140,911 124,716
Research & development
expenses 15,287 13,362 30,001 25,707
Operating income 44,194 25,141 83,943 46,471
Net gain on sale of
securities 4,161 - 4,161 -
Interest income 1,067 691 1,533 1,390
Interest expense (7,259) (7,333) (14,293) (15,112)
Income before income taxes 42,163 18,499 75,344 32,749
Provision for income taxes 10,273 3,885 17,241 6,878
Net income $31,890 $14,614 $58,103 $25,871
Net income per share:
Basic $ 0.70 $0.33 $1.28 $0.58
Diluted $ 0.67 $0.32 $1.24 $0.58
Cash dividends declared per
share $ 0.11 $0.11 $0.22 $0.22
Weighted average shares
outstanding:
Basic 45,849 44,791 45,568 44,431
Diluted 47,314 45,308 46,939 44,889
The accompanying notes are an integral part of the consolidated
condensed financial statements.
-3-
MILLIPORE CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
Six Months Ended June
30,
2000 1999
Cash Flows From Operating Activities:
Net Income $58,103 $25,871
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 22,356 22,094
Gain on sale of securities (4,161) -
Deferred tax benefit (5,861) -
Changes in operating assets and
liabilities, net:
(Increase) in accounts receivable (24,104) (20,206)
(Increase) decrease in inventories (29,789) 3,682
(Increase) decrease in other current
assets and other assets (3,071) 804
(Decrease) increase in accounts payable
and accrued expenses (2,982) 1,125
(Decrease) in accrued retirement plan
contributions (2,120) (2,092)
Increase in accrued income taxes 10,491 4,001
Increase in other 3,185 2,426
Net cash provided by operating activities 22,047 37,705
Cash Flows From Investing Activities:
Additions to property, plant and equipment (18,037) (11,586)
Proceeds from sale of property 8,808 -
Net cash used in investing activities (9,229) (11,586)
Cash Flows From Financing Activities:
Issuance of treasury stock under stock
Plans 23,351 2,518
Net change in short-term debt (13,545) (9,708)
Dividends paid (10,005) (15,340)
Decrease in cash held as collateral 4,301 -
Net cash provided by (used in) financing
Activities 4,102 (22,530)
Effect of foreign exchange rates on cash
and cash equivalents (2,204) (3,122)
Net increase in cash and cash equivalents 14,716 467
Cash and cash equivalents on January 1 32,420 36,022
Cash and cash equivalents on June 30 $47,136 $36,489
The accompanying notes are an integral part of the consolidated
condensed financial statements.
-4-
MILLIPORE CORPORATION
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Dollars in millions, shares in thousands)
1. General: The accompanying unaudited consolidated condensed
financial statements have been prepared in accordance with the
instructions to form 10Q and, accordingly, these footnotes
condense or omit certain information and disclosures which
substantially duplicate information provided in the Company's
latest audited financial statements. These financial statements
should be read in conjunction with the financial statements and
notes thereto included in the Company's Annual Report on Form 10-
K for the year ended December 31, 1999. In the opinion of
management, these financial statements reflect all adjustments
necessary for a fair presentation of the results for the interim
periods presented. The accompanying unaudited consolidated
condensed financial statements are not necessarily indicative of
future trends or the Company's operations for the entire year.
2.Inventories: Inventories consisted of the following:
June 30, December
2000 31, 1999
Raw materials $ 48.2 $ 38.1
Work in process 28.2 26.1
Finished goods 55.3 40.8
Total $131.7 $105.0
3. Property, Plant and Equipment: Accumulated depreciation on
property, plant and equipment was $218.1 at June 30, 2000 and
$206.9 at December 31, 1999.
4.Restructuring Charges: In the third quarter of 1998, the
Company initiated a restructuring program resulting in a
restructuring charge of $33.6. In the third quarter of 1999,
$5.2 of the remaining balance was reversed. The reversal
reflected a lower estimate for severance pay and lease
cancellation costs required to complete the various
restructuring programs. As of June 30, 2000, 605 employees, of
the planned 620 employees, left the Company. Under the terms
of the severance agreements, the Company expects to pay
severance and associated benefits through 2000. Certain of
the manufacturing consolidations originally planned for 1999
were delayed to the second half of 2000 due to facility
preparation and customer requirements.
The following is a summary of the restructuring program
reserve balances at June 30, 2000:
Cash &
Balance at Non-Cash Balance
December 31, disbursem at June
1999 ents 30, 2000
Employee severance $ 3.5 $ 1.1 $ 2.4
Lease cancellation
costs 2.5 0.5 2.0
Other costs 1.6 1.2 0.4
Total $ 7.6 $ 2.8 $ 4.8
-5-
MILLIPORE CORPORATION
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Dollars in millions, shares in thousands)
5. Business Segment Information: The Company has two reportable
business segments: Biopharmaceutical & Research and
Microelectronics. The results for the Biopharmaceutical &
Research, the Microelectronics segments and for Corporate
operations are presented below in "local currencies". Local
currency results represent the foreign currency balances
translated, in all periods presented, at Millipore's budgeted
exchange rates for 2000, thus excluding the impact of
fluctuations in the actual foreign currency rates. The
Company's management uses this presentation for internal
evaluation of the financial performance of the Company's
business segments because it believes that the local currency
results provides a clearer presentation of underlying business
trends. The U.S. dollar results represent the foreign
currency balances translated at actual exchange rates.
Three Months Six Months Ended
Ended June 30,
June 30,
Consolidated Net Sales 2000 1999 2000 1999
Biopharmaceutical &
Research $158.8 $144.2 $310.4 $283.1
Microelectronics 84.7 48.2 159.7 90.5
Foreign exchange (4.6) (4.9) (6.3) (5.7)
Total net sales $238.9 $187.5 $463.8 $367.9
Three Months Six Months Ended
Ended June 30,
June 30,
Consolidated Operating 2000 1999 2000 1999
Income
Biopharmaceutical &
Research $ 38.0 $ 31.7 $ 74.2 $ 61.9
Microelectronics 20.9 3.9 37.7 5.2
Corporate (14.8) (8.5) (28.8) (17.7)
Foreign exchange 0.1 (2.0) 0.8 (2.9)
Total operating income $44.2 $25.1 $83.9 $46.5
6. Basic and Diluted Earnings Per Share: The following table
sets forth the computation of basic and diluted earnings per
share:
Three Months Six Months
Ended Ended
June 30, June 30,
2000 1999 2000 1999
Net income $31.9 $14.6 $58.1 $25.9
For basic earnings per
share:
Weighted average shares
outstanding 45,849 44,791 45,568 44,431
Effect of dilutive
securities-stock options 1,465 517 1,371 458
Diluted weighted average
shares outstanding 47,314 45,308 46,939 44,889
Net income per share:
Basic $ 0.70 $ 0.33 $ 1.28 $ 0.58
Diluted $ 0.67 $ 0.32 $ 1.24 $ 0.58
-6-
MILLIPORE CORPORATION
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Dollars in millions, shares in thousands)
7. Comprehensive Income: The following table presents the
components of comprehensive income, net of taxes:
Three Months Six Months
Ended Ended
June 30, June 30,
2000 1999 2000 1999
Unrealized holding gains on
marketable securities $ 1.2 $ 0.3 $ 7.0 $ 1.2
Reclassification adjustment for
gains realized in net income (4.7) (0.1) (4.7) (0.3)
Net unrealized (loss) gain on
securities available for sale (3.5) 0.2 2.3 0.9
Foreign currency translation
adjustments (1.1) (4.7) (9.3) (17.7)
Other comprehensive loss (4.6) (4.5) (7.0) (16.8)
Net income 31.9 14.6 58.1 25.9
Total comprehensive income $ 27.3 $ 10.1 $ 51.1 $ 9.1
8. New Accounting Pronouncements:
In June 1998, the Financial Accounting Standards Board
("FASB") issued SFAS No. 133, "Accounting for Derivative
Instruments and Hedging Activities" which is effective for the
Company January 1, 2001 . SFAS 133 establishes accounting and
reporting standards requiring that every derivative
instrument, including certain derivative instruments embedded
in other contracts, be recorded in the balance sheet as either
an asset or liability measured at its fair value. The
statement also requires that changes in the derivative's fair
value be recognized in earnings unless specific hedge
accounting criteria are met. The Company is currently
assessing the impact of this new statement on its consolidated
financial position, liquidity and results of operations.
In December 1999, the Securities and Exchange Commission
("SEC") issued Staff Accounting Bulletin 101, "Revenue
Recognition in Financial Statements" which is effective for
the Company beginning with the fourth quarter of 2000. SAB
101 provides guidance related to revenue recognition based on
interpretations and practices followed by the SEC and requires
any changes in revenue recognition to be reported as a
cumulative change in accounting principles at the time of
implementation in accordance with APB Opinion No. 20,
"Accounting Changes". The Company is currently in the process
of evaluating what impact, if any, SAB 101 will have on the
financial position or results of operations of the Company.
-7-
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Forward Looking Statements
The following discussion and analysis includes certain forward-
looking statements which are subject to substantial risks and
uncertainties described in Management's Discussion and Analysis
in the Company's Annual Report on Form 10-K for the year ended
December 31, 1999. Such forward-looking statements are based on
management's current expectations and actual results may differ
materially from the results expressed in, or implied by, these
forward-looking statements.
Local Currency Results
The following discussion of the Results of Operations includes
reference to revenue, margins and expenses in "local currencies".
Local currency results represent the foreign currency balances
translated, in all periods presented, at Millipore's budgeted
exchange rates for 2000, thus excluding the impact of
fluctuations in the actual foreign currency rates. The Company's
management uses this presentation for internal evaluation of the
financial performance of the Company's business segments because
it believes that the local currency results provides a clearer
presentation of underlying business trends. The U.S. dollar
results represent the foreign currency balances translated at
actual exchange rates.
Results of Operations
Consolidated net sales for the second quarter of 2000 were $239
million, an increase of 28% over sales for the same period last
year. The Company reported earnings, excluding the net gain on
sale of securities, of $0.62 per share for the second quarter of
2000 compared to earnings of $0.32 per share for the second
quarter of 1999. Including the net gain on sale of securities,
total earnings for the quarter were $0.67 per share.
The following table summarizes sales growth by business segment
and geography in the second quarter of 2000 as compared to the
second quarter of 1999 (U.S. dollars in millions):
June 30, Sales Growth
2000 1999 in U.S. Local
Dollars Currency
Biopharmaceutical
& Research $ 153 $ 140 9% 10%
Microelectronics 86 47 84% 76%
Total $ 239 $ 187 28% 27%
Americas $ 102 $ 79 29% 29%
Europe 59 58 1% 11%
Asia/Pacific 78 50 55% 41%
Total $ 239 $ 187 28% 27%
In the second quarter of 2000 the Japanese yen strengthened
against the U.S. dollar by approximately 12%, while the Euro
weakened against the U.S. dollar by approximately 13% compared to
the second quarter of 1999. The stronger yen and an increase in
volume of yen denominated sales resulted in a slightly favorable
currency impact on sales growth despite the weaker Euro.
However, if foreign exchange rates remain at July 28, 2000
levels, the expected third quarter and full year 2000 sales
growth in dollars, as compared to the prior year, would be
approximately 2% lower than local currency growth rates due to
the impact of the relatively stronger yen in the second half of
1999.
-8-
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Business Segment Results
Biopharmaceutical & Research Segment:
Biopharmaceutical & Research sales, in local currency, increased
10% in the second quarter of 2000 compared to the second quarter
of 1999. Positive sales growth, in local currency, was reported
in all geographies with the most significant growth in the
Americas. Sales growth was strongest for products used in life
science laboratory research and in hardware and consumables used
in the biopharmaceutical markets which collectively accounts for
approximately 45% of the sales of this business segment. The
Company anticipates similar sales growth for this segment during
the remainder of 2000.
Biopharmaceutical & Research operating income, in local currency,
increased 20% in the second quarter of 2000 over the second
quarter of 1999 primarily as a result of the increased sales
combined with improved operating expense leverage.
Microelectronics Segment:
Microelectronics sales, in local currency, increased 76% in the
second quarter of 2000 compared to the same period last year.
Sales growth was positive in all geographies with the most
significant growth in Asia. Sequential quarter sales growth was
13% from the first to the second quarter of 2000. Recently
published industry results and forecasts suggest continued
increase in demand for both semiconductors and semiconductor
capital equipment. Both trends generally impact the
Microelectronics business segment. Accordingly, sales growth
to this segment is expected to continue for the remainder of
2000, but at lower quarterly growth rates.
Microelectronics operating income, in local currency, increased
from $3.9 million or 8% of sales in the second quarter of 1999 to
$20.9 million or 25% of sales in the second quarter of 2000. The
increase is primarily due to the significant sales growth coupled
with improved gross profit margins and operating expense
leverage. The gross profit margins were positively impacted by
both the higher sales volumes and by a greater mix of expendable
sales offset somewhat by new product start-up costs. The ability
to maintain this percentage of operating income for the full year
will be dependent on a number of variables including the volume
through manufacturing plants, the impact of new products on both
gross profit margins and spending and sales mix of equipment
versus consumables.
Corporate Expenses:
Corporate expenses, in local currency increased from $8.5 million
to $14.8 million in the second quarter of 2000 as compared to the
same quarter of the prior year. The increased expenses related
primarily to incremental variable compensation expense associated
with the improved financial performance of the Company and
additional spending due to higher sales volumes. For the
remainder of the year, Corporate expenses are anticipated to
remain consistent with the second quarter of 2000.
Consolidated Results
Gross profit margins were 54% of sales, in local currencies, in
the second quarter of 2000 and 1999. Improvements in gross
profit margins in the second quarter in 2000 from increased sales
volume were offset by additional new product start up costs and
an unfavorable mix on hardware to expendable sales which resulted
in no net improvement in margins as compared to the same period
last year. Factors influencing the Company's ability to maintain
the gross profit margins reported in the second quarter of 2000
for the remainder of the year include the mix of hardware to
expendables sales, the level of new product sales and the volume
through manufacturing plants.
-9-
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Selling, general and administrative expenses (SG&A), in local
currencies, increased 14% in the second quarter of 2000 as
compared to the second quarter of 1999. This increase is
primarily attributed to employee costs related to incremental
variable compensation earned in the second quarter of 2000 over
amounts earned in the same period last year and increased
spending due to higher sales volume. As a percentage of net
sales, SG&A expenses in local currencies decreased approximately
3 percentage points. The Company expects that for the remainder
of the year SG&A as a percentage of net sales will remain
consistent with second quarter results.
Research and development (R&D) expenses, in local currencies,
increased 14% in the second quarter of 2000 as compared to the
second quarter of 1999. This increase is due to incremental
variable compensation expense, additional R&D program costs and
increased headcounts. R&D expenses as a percentage of sales were
6.3% in the second quarter of 2000 and the Company has set target
R&D spending levels of 7% for the remainder of the year.
Net interest expense decreased in the second quarter of 2000 as
compared to the second quarter of 1999 primarily as a result of
additional interest income and lower average borrowings offset by
a slight increase in average rates. The Company expects net
interest expense for the remainder of 2000 to be lower than 1999
due to lower average borrowings. The Company does not expect
that increases in interest rates will have a material effect on
interest expense.
During the second quarter of 2000, the Company sold its holdings
in Oxford GlycoSciences Plc, resulting in a gain on sale of
securities of $7.5 million which was offset by the write-off of
investment holdings in a privately held U.S. company of $3.3
million.
In the second quarter of 2000, the Company adjusted its expected
full year tax rate from operations from 21%, as reported in the
first quarter of 2000, to 22%. This resulted in an effective tax
rate of 23% in the second quarter. The increase was due to
improved results in countries with higher tax rates.
Foreign Exchange
A substantial portion of the Company's business is conducted
outside of the United States through its foreign subsidiaries and
generally in local currencies. Approximately 25% of the
Company's sales are derived from Europe where the U.S. dollar
continued to strengthen against the Euro during the second
quarter of 2000. The Company is able to partially mitigate the
impact of fluctuations in the Euro by active management of cross
border currency flows and material sourcing. Additionally, the
Company has significant exposure to changes in the Japanese yen
that can not be mitigated through normal financing or operating
activities. Accordingly, the net equity exposure is managed
through the use of debt swap agreements. Generally, when the U.S.
dollar strengthens against currencies in which the Company
transacts its business, sales and net income will be adversely
impacted.
Restructuring Charges
In the third quarter of 1998, a restructuring program was
initiated to improve the competitive position of the Company by
streamlining worldwide operations and reducing the overall cost
structure resulting in a restructuring charge of $33.6 million.
In the third quarter of 1999, the Company reevaluated the accrual
for the restructuring program and reversed $5.2 million of the
remaining balance. The reversal reflected a lower estimate for
severance pay and lease cancellation costs. The reduction in
severance cost was attributable to higher levels of attrition
than originally anticipated and impacted employees filling open
positions as demand increased due to improved sales volume. As of
June 30, 2000, 605 employees, of the planned 620, had left the
Company. Under the terms of the severance agreements, the
Company expects to pay severance and associated benefits through
2000. Certain of the manufacturing consolidations originally
planned for 1999 were delayed to the second half of 2000 due to
delays in facility preparation and customer requirements.
-10-
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Capital Resources and Liquidity
Cash generated by operations in the first six months of 2000 was
$22.0 million compared to $37.7 million in the first six months
of 1999. This decrease in cash flow was primarily the result of
increased accounts receivable and inventories offset by improved
operating income. The increase in accounts receivable was
attributable to increased sales volume. Accounts receivable days
sales outstanding increased from 80 days in the second quarter of
1999 to 81 days in the second quarter of 2000. The Company
continues to aggressively manage its collection activities.
Inventory levels were increased to meet anticipated levels of
future sales predominately in the Microelectronics business
segment.
Operating cash flow generated by the Company during the first six
months of 2000 was used to invest in property, plant and
equipment and pay down debt and pay dividends. The Company
expects to spend approximately $45 million for property, plant
and equipment during 2000. During the first six months of 2000,
the Company received $8.8 million from the sale of property and
$23.4 million from the exercise of employee stock options.
In December 1999 the Company's sole supplier of a critical raw
material used in the manufacture of one type of membrane
incorporated into products sold by the Biopharmaceutical &
Research business segment advised the Company that it would
discontinue manufacture of that raw material during the second
half of 2000. In the second quarter of 2000 the Company
established supply arrangements with a successor to the former
supplier of this raw material. The Company believes that these
arrangements will provide an adequate source of supply for this
raw material.
The Company is required to provide cash collateralization on one
of its yen denominated debt swap agreements if (and to the extent
that) the net value of the Company's position falls below the net
value of the counterparty's position. While this will not impact
the Company's foreign exchange exposure, it could impact short-
term liquidity and compliance with certain debt covenants if
there were a serious deterioration in the value of the Company's
swap position. The amount of the collateral is dependent, among
other things, on the exchange rate of the yen to the U.S. dollar
and is restricted as to withdrawal or alternative usage.
Item 3. Quantitative and Qualitative Disclosures About Market
Risk
The mitigating actions enumerated above under "Foreign Exchange"
in Management's Discussion and Analysis of Financial Condition
and Results of Operations and in Management's Discussion and
Analysis of Financial Condition and Results of Operations
contained in the Company's Annual Report on Form 10-K have
effectively limited the impact of exchange rate fluctuations and
credit risk on the Company's results of operations and financial
position to a level which is not material.
Part II - Other Information
Item 6. Exhibits and Reports on Form 8-K
a. Exhibits
27 Article 5 Financial Data Schedule - for the six months ended
June 30, 2000
b. Report on Form 8-K
No reports on Form 8-K have been filed by the Company during
the fiscal quarter ended June 30, 2000.
-11-
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.
Millipore Corporation
Registrant
August 8, 2000 /S/Donald B. Melson
Date Donald B. Melson
Corporate Controller and Chief
Accounting Officer
