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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
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. 1-10270
MORTON INTERNATIONAL, INC.
------------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)
Indiana 36-3640053
- ---------------------------------------- ------------------------------------
(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
100 North Riverside Plaza, Chicago, Illinois 60606-1596
- -------------------------------------------- ----------
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number (312) 807-2000
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
Yes X No
_____ _____
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practical date.
Class Outstanding at March 31, 1997
- ----------------------------- -----------------------------
Common Stock, $1.00 par value 140,037,193 shares
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MORTON INTERNATIONAL, INC.
QUARTERLY REPORT ON FORM 10-Q
INDEX
PAGE
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PART I. FINANCIAL INFORMATION:
- -------------------------------
Item 1. Financial Statements (Unaudited)
Consolidated Statements of Income and Retained
Earnings - Three months and nine months ended
March 31, 1997 and 1996 3
Consolidated Balance Sheets - March 31, 1997
and June 30, 1996 4
Consolidated Statements of Cash Flows -
Nine months ended March 31, 1997 and 1996 5
Notes to Consolidated Financial Statements -
March 31, 1997 6 - 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 7 - 10
PART II. OTHER INFORMATION
- ---------------------------
Item 6. Exhibits and Reports on Form 8-K 11
SIGNATURE 11
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PART I - FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
- -----------------------------------------
MORTON INTERNATIONAL, INC.
CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS (UNAUDITED)
(IN MILLIONS EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
March 31 March 31
------------------------ -----------------------
1997 1996 1997 1996
--------- ---------- ---------- ----------
<C> <C> <C> <C>
Net sales $1,027.0 $998.4 $2,846.2 $2,724.1
Interest, royalties, and sundry income 6.8 22.9 24.0 62.0
--------- ---------- ---------- ----------
1,033.8 1,021.3 2,870.2 2,786.1
Deductions from income:
Cost of products sold 717.8 709.4 2,013.8 1,935.0
Selling, administrative, and general expense 114.1 111.3 334.3 324.6
Research and development expense 18.9 19.4 57.2 60.9
Interest expense 6.6 6.3 18.6 18.7
Amortization of goodwill 3.0 2.6 8.1 7.7
--------- ---------- ---------- ----------
860.4 849.0 2,432.0 2,346.9
--------- ---------- ---------- ----------
Income before income taxes 173.4 172.3 438.2 439.2
Income taxes 64.1 64.6 162.1 164.7
--------- ---------- ---------- ----------
Net income 109.3 107.7 276.1 274.5
Retained earnings at beginning of period 1,799.5 1,545.8 1,675.5 1,417.5
Cash dividends: $.15 and $.13 per share for the
three months ended March 31, 1997 and 1996,
respectively; $.45 and $.39 per share for the
nine months ended March 31, 1997 and 1996,
respectively (21.1) (19.1) (63.9) (57.6)
--------- ---------- ---------- ----------
Retained earnings at end of period $1,887.7 $1,634.4 $1,887.7 $1,634.4
========= ========== ========== ==========
Net income per share $ .76 $ .72 $ 1.91 $ 1.83
========= ========== ========== ==========
Shares used in computation (in thousands) 144,496 150,232
========== ==========
</TABLE>
See notes to consolidated financial statements.
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MORTON INTERNATIONAL, INC.
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(IN MILLIONS)
<TABLE>
<CAPTION>
March 31 June 30
1997 1996
---------- ----------
(Note)
<C> <C>
ASSETS
- ------
Current assets
Cash and cash equivalents $ 163.8 $ 71.1
Receivables 762.4 624.6
Deferred income tax benefits 21.0 23.6
Inventories 413.7 364.5
Prepaid expenses 123.1 112.4
---------- ----------
Total current assets 1,484.0 1,196.2
Other assets
Cost in excess of net assets of businesses acquired,
less amortization 344.1 296.3
Investments in affiliates 95.7 70.7
Miscellaneous 110.1 62.5
---------- ----------
549.9 429.5
Property, plant and equipment, at cost 2,431.4 2,151.3
Less allowances for depreciation 1,102.6 1,005.5
---------- ----------
1,328.8 1,145.8
---------- ----------
$ 3,362.7 $ 2,771.5
========== ==========
LIABILITIES AND SHAREHOLDERS' EQUITY
- ------------------------------------
Current liabilities
Notes payable and current portion of long-term debt $ 344.7 $ 37.2
Accounts payable 343.1 296.6
Accrued salaries, wages and other compensation 66.3 67.6
Other accrued expenses 155.3 122.3
Income taxes 72.3 33.6
---------- ----------
Total current liabilities 981.7 557.3
Long-term debt, less current portion 226.4 218.5
Deferred income taxes 66.9 53.4
Accrued postretirement benefits other than pensions 157.3 155.2
Other noncurrent liabilities 162.8 114.3
Shareholders' equity
Preferred stock (par value $1.00 per share)
Authorized - 25.0 shares, none issued
Common stock (par value $1.00 per share)
Authorized - 300.0 shares
Issued, including shares in treasury -148.4 shares
at March 31, 1997 and June 30, 1996 148.4 148.4
Additional paid-in capital 48.7 55.9
Retained earnings 1,887.7 1,675.5
Foreign currency translation adjustment and other 3.6 11.0
---------- ----------
2,088.4 1,890.8
Less cost of common stock in treasury - 8.4 shares
at March 31, 1997 and 6.0 shares at June 30, 1996 320.8 218.0
---------- ----------
Total shareholders' equity 1,767.6 1,672.8
---------- ----------
$ 3,362.7 $ 2,771.5
========== ==========
</TABLE>
Note: The balance sheet at June 30, 1996 has been derived from the audited
consolidated financial statements at that date.
See notes to consolidated financial statements.
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MORTON INTERNATIONAL, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(IN MILLIONS)
<TABLE>
Cash Provided (Used)
Nine Months Ended
March 31
-------------------------------
1997 1996
----------- -----------
Operating Activities <C> <C>
- --------------------
Net income $ 276.1 $ 274.5
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 142.4 135.4
Deferred income taxes 0.2 0.3
Undistributed earnings of affiliates (4.9) (3.7)
Changes in operating assets and liabilities
net of effects of businesses acquired:
Receivables (57.1) (96.4)
Inventories and prepaid expense 10.0 8.5
Accounts payable and accrued expenses (18.4) 0.9
Accrued income taxes 27.9 24.6
Other - net 3.3 (2.6)
----------- -----------
Net cash provided by operating activities 379.5 341.5
----------- -----------
Investing Activities
- --------------------
Purchase of property, plant and equipment (181.6) (161.1)
Proceeds from property and other asset disposals 5.5 1.8
Investment in affiliates - (0.2)
Cash invested in businesses acquired (242.7) (0.6)
----------- -----------
Net cash used for investing activities (418.8) (160.1)
----------- -----------
Financing Activities
- --------------------
Purchase of common stock for treasury (125.9) (66.9)
Increase (decrease) in notes payable 297.8 (26.5)
Repayment of long-term debt (0.1) (0.1)
Stock option transactions 10.1 9.4
Dividends paid (63.9) (57.6)
----------- -----------
Net cash provided by (used for) financing activities 118.0 (141.7)
----------- -----------
Effect of foreign exchange rate changes on cash
and cash equivalents 14.0 2.6
----------- -----------
Increase in cash and cash equivalents 92.7 42.3
Cash and cash equivalents at beginning of year 71.1 88.3
----------- -----------
Cash and cash equivalents at end of period $ 163.8 $ 130.6
=========== ===========
</TABLE>
See notes to consolidated financial statements.
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MORTON INTERNATIONAL, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Basis of Presentation
- ---------------------
The interim financial statements have been prepared in accordance with the
instructions to Form 10-Q and Rule 10-01 of Regulation S-X, and therefore do
not include all information and footnotes required by generally accepted
accounting principles for complete financial statements. In the opinion of
management all adjustments (consisting of normal recurring accruals)
considered necessary for a fair presentation have been included. Operating
results for the nine months ended March 31, 1997 are not necessarily indicative
of the results to be expected for the fiscal year ending June 30, 1997. It is
suggested that the financial statements be read in conjunction with the
consolidated financial statements and notes thereto included in the Company's
Annual Report to Shareholders and Annual Report on Form 10-K for the fiscal
year ended June 30, 1996.
Inventories
- -----------
Inventories are stated at lower of cost (principally last-in, first-out method)
or market. Components of inventories are as follows:
March 31 June 30
1997 1996
-------- -------
Finished products and work-in-process $281.4 $261.3
Materials and supplies 132.3 103.2
-------- -------
$413.7 $364.5
======== =======
Recent Developments
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On November 25, 1996, Morton International, Inc. (the "Company"), Autoliv,
Inc., Autoliv AB and ASP Merger Sub Inc. entered into a Combination Agreement
pursuant to which the Company's Automotive Safety Products Group "ASP" will
become a wholly owned subsidiary of Autoliv, Inc. and Autoliv, Inc. will
acquire over 90 percent of the outstanding capital of Autoliv AB (the
"Combination"). The Combination, which will be tax free to the Company and
generally to shareholders (other than with respect to cash paid in lieu of
fractional shares), is intended to be a merger of equals in which, if an
exchange offer by Autoliv, Inc. for all of the outstanding securities of
Autoliv AB (the Exchange Offer), which is a part of the transaction, is fully
accepted, the Company's shareholders will exchange their interest in ASP for
46.5 percent of the equity of Autoliv, Inc. and Autoliv AB's shareholders will
exchange their Autoliv AB shares for 53.5 percent of the equity of Autoliv,
Inc. In substance, the Company is combining its ASP business with the
businesses of Autoliv AB, which will together be conducted by Autoliv, Inc.
Immediately prior to the Combination, the Company will contribute all of its
businesses other than ASP to a new company, New Morton International, Inc.
(New Morton), and will spin off New Morton to the Company's shareholders in a
tax free distribution (the "Distribution"). Each holder of the Company's
common stock will receive one share of New Morton common stock for each share
of the Company's stock owned prior to the Distribution. In addition, in
conjunction with the spin-off, the Company will contribute $750 million in
cash to New Morton to be funded by debt to be retained by ASP. The Company
will also distribute to New Morton a portion of the cash generated by the ASP
business since July 1, 1996, in an amount equal to $50.0 million plus $7.2
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million per month after March 31, 1997, until the consummation of the
Distribution.
For the purposes of governing certain relationships among the Company, New
Morton and Autoliv, Inc., as well as to help in the orderly separation and
transition of the ASP business, the Company, New Morton, Autoliv, Inc. and
Autoliv AB have entered or will enter into numerous agreements, including the
Combination Agreement, Tax Sharing Agreement, Employee Benefits Allocation
Agreement and other agreements. These agreements deal with many operational
issues, including (a) the separation of the ASP business from the remaining
businesses; (b) transitional services to be provided by New Morton to the ASP
business after the Combination; (c) the sharing of certain facilities for a
limited time by the ASP business and New Morton; and (d) the allocation of
certain tax, employee benefits and other liabilities among New Morton,
Autoliv, Inc. and the Company.
The transactions described above are subject to, among other things, approval
by the Company's shareholders, acceptance by holders of more than 90 percent
of Autoliv AB's outstanding shares of the Exchange Offer , receipt by the
Company of a ruling from the U.S. Internal Revenue Service regarding certain
tax aspects of the transactions, and certain regulatory approvals, which
ruling and regulatory approvals have been received. If the transactions are
approved as described above, the Company expects the Distribution and
Combination to occur in late April or early May 1997.
In December 1996, Morton signed a definitive agreement to acquire two-thirds
of the stock of Salins du Midi. Morton acquired two-thirds of the stock in
March 1997, made a public cash tender offer in France for the remaining
shares and as of March 31, 1997 owned 82.8% of Salins du Midi for a total cost
of $219 million. The acquisition has a total value of approximately $270
million. Salins du Midi is the leading independent salt producer in Europe,
with estimated 1996 sales of $270 million. Salins du Midi, based in Paris,
supplies salt for food and agricultural products, water treatment and ice/snow
and industrial applications, and markets its products under the "La Baleine"
label. Salins du Midi produces solar, rock and vacuum-processed salt at nine
sites in France and at four sites in Spain.
In December 1996, Morton also announced plans to purchase Pulverlac S.p.A. ("
Pulverlac"), an Italian powder coatings maker, for an undisclosed sum.
Pulverlac is a leader in the European coatings industry with 1996 sales of
about $75 million.
These acquisitions consisted principally of preliminary values for property,
plant and equipment of $153.5 million, working capital of $30.7 million, and
intangibles of $63.7 million. The accounts of the acquired companies have
been included in the accompanying consolidated balance sheet at March 31, 1997.
Assuming the acquisitions had been effective as of July 1, 1996, unaudited pro
forma data for the nine months ended March 31, 1997 would not be materially
different in relation to consolidated results presented herein.
Item 2. Management's Discussion and Analysis of Financial
- ----------------------------------------------------------
Condition and Results of Operations
-----------------------------------
Sales increased three percent in the third quarter of fiscal 1997 compared
with the fiscal 1996 third quarter while earnings per share of $.76 increased
6 percent for the same two periods. However, fiscal 1996 earnings included
the one-time receipt of $15.0 million ($9.4 million or $.06 per share after
tax) from its joint venture partner, Nippon Paint Company, for the creation of
Morton Nippon Coatings. Excluding the impact of forming the new joint venture,
earnings per share for the quarter increased 15 percent. Sales for the third
quarter were $1,027.0 million versus $998.4 million in the prior year. Net
income for the quarter was $109.3 million compared with $107.7 million in the
third quarter of fiscal 1996.
- 7 -
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For the nine months ended March 31, 1997, sales were $2.8 billion, up four
percent over the prior year. Net income for the first nine months of fiscal
1997 was $276.1 million, one percent higher than the same period in fiscal
1996. Included in the net income and earnings per share numbers for last year'
s nine months results were the $15.0 million proceeds mentioned above as well
as $24.1 million for environmental insurance settlements (recorded in the
second quarter). Excluding the after tax impact of both these items, net
income and earnings per share grew 10 percent and 14 percent, respectively. A
lower effective tax rate and fewer common shares outstanding contributed $.04
cents to per share earnings in the first nine months of fiscal year 1997. The
decrease in the common shares outstanding is due to the share repurchase
program begun in fiscal 1996.
Specialty chemicals results were positively impacted by the acquisition of
Pulverlac S.p.A., an Italian powder coatings business ("Pulverlac"), and
strong U.S. results in several product areas, but negatively affected by
currency translation and soft European sales. Price declines and slowing
automobile production during the latter part of the quarter negatively
affected the performance of the airbag business, although operating margins
improved to 19 percent for the quarter. Although the Salt business had
lower sales results for the quarter following last year's extremely harsh
winter in the United States, earnings improved due to increased ice control
sales in Canada and continued cost controls.
A healthy economy in the United States and the acquisition of Pulverlac
accounted for the 4 percent increase in quarterly sales to $422.6 million for
Morton's specialty chemicals business compared to the third quarter of fiscal
1996. Earnings in the quarter of $67.4 million declined 10 percent from the
third quarter of fiscal 1996. Excluding the Morton Nippon proceeds, earnings
rose 12 percent as operating margins climbed to 16 percent, due in part to
lower raw material prices for many product lines. Sales were negatively
impacted by currency translation and price competition, which reduced
specialty chemicals' total sales by approximately 4 percent.
Improved specialty chemicals sales in the quarter were largely the result of
excellent gains in the plastics additives and the industrial, automotive and
powder coatings product lines. These product lines contributed approximately
35 percent of chemicals group sales in the current quarter. Partially
offsetting these favorable year-over-year performances were lower sales in
adhesives, waterbased polymers, polymer systems, and dyes. Among the
contributors to the improved earnings were performance chemicals, adhesives,
plastics additives, advanced materials, industrial coatings, automotive
coatings and powder coatings. Earnings from these product lines accounted for
approximately 74 percent of chemical group profits. Powder coatings results
included $16.1 million of sales and $1.6 million in operating earnings from
the Pulverlac acquisition. The unfavorable impact of foreign exchange on sales
and earnings for the current quarter was $9.5 million and $1.3 million,
respectively.
Specialty chemicals sales for the first nine months of fiscal 1997 were
$1,222.4 million, up two percent and operating profits of $190.4 million were
up 5 percent over the same period in fiscal 1996. Excluding the $15.0 million
proceeds from the joint venture, operating profits grew 15%. The growth in
sales over the same prior year period was largely attributable to plastics
additives, industrial activities, thermoplastic polyurethanes, industrial
coatings, automotive coatings (after adjusting for the transfer of sales to a
joint venture set up last year), and powder coatings. Performance chemicals,
plastics additives, industrial coatings, automotive coatings (excluding the
aforementioned $15 million proceeds), and powder coatings accounted for 52
percent of year-to-date earnings and approximately 80 percent of the increase
from the same period in fiscal 1996. Partially offsetting these sales and
earnings increases were unfavorable comparisons with the prior year in the
extrudable specialties portion of packaging adhesives, polymer systems and
electronic materials. Sales and earnings were down year over year in
extrudable specialties due to the discontinuance of a product line.
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Earnings grew faster than sales for the nine months ended March 31, 1997, as
earnings reflected the impact of higher volumes and lower raw material prices
on operating margins. Year-to-date chemical sales and earnings were
negatively impacted by the effects of foreign exchange translation of $17.4
million and $2.2 million, respectively.
After an exceptionally harsh winter in the eastern United States last year,
the salt business had tough comparisons in the third quarter; nonetheless,
sales were only down 3 percent to $215.9 million compared to last year due to
steady snowfall in the upper midwest and Canada. Ice control sales were down
3 percent. Earnings for the quarter , however, increased 7 percent from $50.9
million last year to $54.4 million this year because of price increases
following last year's winter and continued cost controls. The company
acquired 82.8% of the shares of Salins du Midi as of March 31, 1997, and will
begin to include results from the French salt company in the next quarter.
Operating margins improved to 25.2 percent from 22.9 percent last year. Sales
for the first nine months of fiscal 1997 were $503.3 million compared to $501.8
million for the same period last year. Operating earnings were $117.5 million,
a 9 percent increase over the nine months ended March 31, 1996.
Automotive Safety Products sales for the third quarter of fiscal 1997 were
$388.6 million, up 5 percent over the same period in the prior year.
Operating earnings of $73.2 million were up 5 percent on operating margins of
18.8 percent versus 19.0 percent in the prior year. For the nine months
ended March 31, 1997, sales for the airbag business were $1,120.5 million, a 9
percent improvement over the same period in the prior year. Operating earnings
were $188.8 million, down 2 percent over the comparable period as the first
half of the year saw higher than expected expenses due to accelerated side-
impact contracts and additional business opportunities. Overtime and premium
freight costs, although still above last year, have been reduced in the third
quarter.
Prices for inflators and modules continued to show a decline in the quarter
and manufacturing and freight cost were higher than expected. Sales of driver
inflators and modules as well as passenger modules to Chrysler, Honda, Toyota,
Volkswagen, Mitsubishi, and Subaru accounted for most of the improved results.
Overall, sales were impacted by a slowdown in auto production in the latter
part of the quarter. Volume continued to increase during the current quarter,
up 28 percent, while average selling prices continued to decline, down 17
percent compared with the third quarter of fiscal 1996. The volume increase
was primarily generated by Asian customers purchasing significantly greater
numbers of driver-side and passenger-side inflators. This unanticipated
volume increase is also responsible for the higher year-over-year operating
costs, particularly manufacturing supplies, support labor and freight costs.
Continuing efforts directed at cost control and better operating efficiencies
allowed the business to improve operating margins sequentially, returning to a
high teens percentage. The business was negatively affected last March by a
strike at General Motors.
Morton's corporate administrative and other costs were below last year's third
quarter by $2.0 million. Lower corporate administrative costs and
environmental expenses offset higher net interest expense and were the main
reasons for the lower corporate and other costs.
The Company repurchased 2,520,400 shares of its common stock during the
current quarter. The cumulative shares repurchased in fiscal 1996 and in the
first nine months of fiscal 1997 were 9.8 million (out of a 10 million share
authorization) at an average share price of $37.64.
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Liquidity and Capital Resources
- -------------------------------
Operating activities provided cash in the nine month periods ended March 31,
1997 and 1996 of $379.5 million and $341.5 million, respectively. This
increase is largely attributable to the changes in operating assets and
liabilities which resulted in a $34.3 million use of funds this year compared
to a $65.0 million use of funds during the first nine months of last year.
The decrease in the use of funds was primarily attributable to improved working
capital management, principally related to accounts receivable. Net income
provided $276.1 million in the first nine months of fiscal year 1997 compared
to $274.5 million last year. Depreciation and amortization was $7.0 million
higher in the current period. This increase is primarily the result of the
level of capital spending at the airbag facilities in recent years.
Funds utilized by investing activities in the first nine months of fiscal year
1997 were $418.8 million versus $160.1 million for the same period last year.
This increase is primarily attributable to a higher level of cash invested in
businesses acquired which rose from $.6 million for the nine months ended
March 31, 1996 to $242.7 million for the same period in fiscal 1997. The
Company acquired option rights to stock in Pulverlac and 82.8% of the shares of
Salins du Midi, a French salt company. Capital spending also increased in the
first nine months of this year to $181.6 million, a $20.5 million increase
from the same period last year. The major increase in capital spending this
period compared to the same period in fiscal 1996 is at the airbag facilities
in Utah and Europe which reflects the overall increase in capital spending
levels compared with prior years as well as the timing of expenditures.
Financing activities for the nine month period ended March 31, 1997 were a
$118.0 million source of funds compared to a $141.7 million use of funds
during the same period in the prior year. Short-term notes payable increased
$297.8 million in the current period compared to a $26.5 million decrease
during the same period last year. This change reflects the higher level of
incremental borrowing required in fiscal 1997 as cash generated from operations
increased but was not sufficient to offset the higher level of capital
spending, acquisitions and share repurchases. During the second quarter of
fiscal 1996, the Company's Board of Directors authorized a 10 million share
buy back of the Company's common stock. Through March 31, 1997, the Company
repurchased approximately 9.8 million shares of its common stock with 3.1
million shares purchased in the first nine months of fiscal 1997 for
approximately $125.9 million. Dividend payments for the first nine months of
fiscal year 1997 increased to $63.9 million from $57.6 million in the same
period last year, due to the increase in the dividend rate paid per share.
The Company's current ratio at March 31, 1997 was 1.5 compared to 2.1 at June
30, 1996. Total debt as a percentage of total capitalization at March 31,
1997 was 23.7 percent compared to 12.9 percent at June 30, 1996.
As of March 31, 1997 the Company had unexpended authorizations for fixed asset
spending of $214.1 million. These authorizations related primarily to certain
restructuring and expansion of the chemical businesses, expansion of the
airbag business, as well as general facility expansion, product improvement,
and maintenance Company-wide.
Estimated cash flow from operations and current financial resources, including
financing capacity, are expected to be adequate to fund the Company's
anticipated working capital requirements, fixed asset spending, dividend
payments and share repurchases in the foreseeable future.
- 10 -
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<PAGE>
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
- -----------------------------------------
The Company did not file any 8-K Reports during the fiscal quarter ended March
31, 1997.
*************************************
SIGNATURE
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.
MORTON INTERNATIONAL, INC.
------------------------------------
(Registrant)
Date: April 23, 1997 BY: /s/L. N. Liszt
-------------- ---------------------------------
L. N. Liszt
Controller
(Principal Accounting Officer)
- 11 -
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<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-END> MAR-31-1997
<CASH> 119900
<SECURITIES> 43900
<RECEIVABLES> 773200
<ALLOWANCES> (10800)
<INVENTORY> 413700
<CURRENT-ASSETS> 1484000
<PP&E> 2431400
<DEPRECIATION> (1102600)
<TOTAL-ASSETS> 3362700
<CURRENT-LIABILITIES> 981700
<BONDS> 226400
0
0
<COMMON> 148400
<OTHER-SE> 1619200
<TOTAL-LIABILITY-AND-EQUITY> 3362700
<SALES> 1027000
<TOTAL-REVENUES> 1033800
<CGS> 717800
<TOTAL-COSTS> 850800
<OTHER-EXPENSES> 3000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 6600
<INCOME-PRETAX> 173400
<INCOME-TAX> 64100
<INCOME-CONTINUING> 109300
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 109300
<EPS-PRIMARY> .76
<EPS-DILUTED> .76
</TABLE>
