<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------------------------
FORM 10-Q
(Mark One)
[X] Quarterly report under Section 13 or 15(d) of the Securities
Exchange Act of 1934. For the quarterly period ended March 31,
1996, or
[ ] Transition report pursuant to Section 13 or 15(d) of the Secu-
rities Exchange Act of 1934. For the transition period from
_______________ to _______________.
Commission File Number: 0-4791
PAUL MUELLER COMPANY
- ---------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Missouri
- ---------------------------------------------------------------------
(State or other jurisdiction of incorporation or organization)
44-0520907
- ---------------------------------------------------------------------
(I.R.S. Employer Identification No.)
1600 W. Phelps Street., P O Box 828, Springfield, Missouri 65801-0828
- ---------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (417) 831-3000
- ---------------------------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the Registrant (1) has filed all re-
ports 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 the issuer's Common Stock
as of May 7, 1996: 1,168,021
1
<PAGE> 2
PART I - FINANCIAL INFORMATION
The condensed financial statements included herein have been prepared
by the Company without audit, pursuant to the rules and regulations
of the securities and Exchange Commission. Certain information and
footnote disclosures normally included in the financial statements,
prepared in accordance with generally accepted accounting principles,
have been condensed or omitted pursuant to such rules and regulations,
although the Company believes that the disclosures are adequate to
make the information presented not misleading. It is suggested that
these condensed financial statements be read in connection with the
financial statements and the notes thereto included in the Company's
latest annual report on Form 10-K. This report reflects all adjust-
ments which are, in the opinion of management, necessary for a fair
statement of the results for the interim period.
2
<PAGE> 3
PAUL MUELLER COMPANY AND SUBSIDIARY
CONSOLIDATED CONDENSED BALANCE SHEETS
(Dollars in Thousands)
<TABLE>
<CAPTION>
Mar. 31 Dec. 31
1995 1994
------- -------
<S> <C> <C>
ASSETS
- ------
Current Assets:
Cash............................................ $ 1,683 $ 2,491
Available-for-sale investments, at market....... 13,905 12,063
Accounts and notes receivable, less reserve
of $558 at March 31, 1996, and $532 at
December 31, 1995, for doubtful accounts...... 13,708 13,034
Inventories (Note 2) -
Raw materials and components.................. $ 5,902 $ 6,891
Work-in-process............................... 3,857 2,066
Finished goods................................ 2,454 2,241
-------- --------
$ 12,213 $ 11,198
Prepayments..................................... 493 617
-------- --------
Total Current Assets...................... $ 42,002 $ 39,403
Other Assets...................................... 3,798 3,845
Property, Plant & Equipment, at cost.............. $ 45,782 $ 45,313
Less - Accumulated depreciation................. 34,334 33,882
-------- --------
$ 11,448 $ 11,431
-------- --------
$ 57,248 $ 54,679
======== ========
LIABILITIES AND SHAREHOLDERS' INVESTMENT
- ----------------------------------------
Current Liabilities:
Current maturities of long-term debt............ $ 3,000 $ 3,000
Accounts payable................................ 3,213 1,961
Accrued expenses................................ 6,420 4,796
Advance billings................................ 6,388 6,139
-------- --------
Total Current Liabilities................. $ 19,021 $ 15,896
Other Long-Term Liabilities (Note 4).............. 746 1,218
Contingencies (Note 5)............................
Shareholders' Investment:
Common stock, par value $1 per share - Autho-
rized 20,000,000 shares - Issued 1,342,325
shares........................................ $ 1,342 $ 1,342
Preferred stock, par value $1 per share - Autho-
rized 1,000,000 shares - No shares issued..... - -
Paid-in surplus................................. 4,307 4,307
Retained earnings............................... 34,386 34,470
-------- --------
$ 40,035 $ 40,119
Less - Treasury stock, 174,304 shares at
March 31, 1996, and December 31, 1995,
at cost.................................. 2,554 2,554
-------- --------
$ 37,481 $ 37,565
-------- --------
$ 57,248 $ 54,679
======== ========
</TABLE>
The accompanying notes are an integral part of these balance sheets.
3
<PAGE> 4
PAUL MUELLER COMPANY AND SUBSIDIARY
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(Dollars in Thousands Except Per Share Amounts)
<TABLE>
<CAPTION>
Three Months Ended
March 31
------------------
1996 1995
-------- --------
<S> <C> <C>
Net Sales........................................ $ 18,690 $ 15,764
Cost of Sales.................................... 14,625 11,186
-------- --------
Gross Profit............................. $ 4,065 $ 4,578
Selling, General & Administrative Expenses....... 3,680 4,204
-------- --------
Operating Income......................... $ 385 $ 374
Other Income (Expense):
Interest income.............................. $ 168 $ 164
Interest expense (Note 4).................... (27) (30)
Other, net................................... 187 124
-------- --------
$ 328 $ 258
-------- --------
Income from Operations before Provision
for Income Taxes............................. $ 713 $ 632
Provision for Income Taxes....................... 213 166
-------- --------
Net Income............................... $ 500 $ 466
======== ========
Earnings per Common Share (Note 3)............... $ 0.43 $ 0.40
======== ========
</TABLE>
The accompanying notes are an integral part of these statements.
4
<PAGE> 5
PAUL MUELLER COMPANY AND SUBSIDIARY
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(Dollars in Thousands)
<TABLE>
<CAPTION>
Three Months Ended
March 31
------------------
1996 1995
-------- --------
<S> <C> <C>
Cash Flows from Operating Activities:
Net income..................................... $ 500 $ 466
Adjustments to reconcile net income to net
cash provided (required) by operating
activities:
Bad debt expense............................. 57 4
Depreciation and amortization................ 607 594
(Gain) on sales of fixed assets.............. 0 (4)
Changes in assets and liabilities -
(Increase) decrease in interest receivable. (32) 14
(Increase) decrease in accounts and
notes receivable....................... (731) 2,269
(Increase) in inventory.................... (1,015) (6,450)
Decrease in prepayments.................... 124 207
Decrease in other assets................... 8 4
Increase in accounts payable............... 1,252 1,658
Increase (decrease) increase in
accrued expenses....................... 1,624 (77)
Increase in advance billings............... 249 1,455
(Decrease) in long-term liabilities........ (472) (358)
-------- --------
Net Cash Provided (Required)
by Operations........................ $ 2,171 $ (218)
Cash Flows Provided (Requirements) from
Investing Activities:
Proceeds from maturities of investments........ $ 7,600 $ 6,860
Purchases of investments....................... (9,410) (6,025)
Proceeds from sales of equipment............... 0 4
Additions to property, plant and equipment..... (585) (478)
-------- --------
Net Cash Provided (Required) by
Investing Activities................. $ (2,395) $ 361
Cash Flows (Requirements) from Financing Activities:
Dividends paid................................. $ (584) $ (584)
-------- --------
Net Cash (Required) by
Financing Activities................. $ (584) $ (584)
-------- --------
Net (Decrease) in Cash........................... $ (808) $ (441)
Cash at Beginning of Period...................... $ 2,491 $ 1,874
-------- --------
Cash at End of Period............................ $ 1,683 $ 1,433
======== ========
Supplemental Disclosures of Cash Flow Information:
Cash paid during the period for -
Interest..................................... $ 25 $ 28
Income taxes................................. 159 460
</TABLE>
The accompanying notes are an integral part of these statements.
5
<PAGE> 6
PAUL MUELLER COMPANY AND SUBSIDIARY
NOTES TO CONDENSED FINANCIAL STATEMENTS
MARCH 31, 1996 AND 1995
(Unaudited)
1. The condensed financial statements include the accounts of Paul
Mueller Company (Company) and its wholly owned subsidiary, Mueller
International Sales Corporation. A summary of the significant
accounting policies is included in Note 1 to the consolidated
financial statements included in the Company's annual report on
Form 10-K for the year ended December 31, 1995.
2. Inventory is recorded at the lower of cost, last-in, first-out
(LIFO), or market.
Because the inventory determination under the LIFO method can only
be made at the end of each fiscal year based on the inventory
levels and costs at that time, interim LIFO determinations,
including those at September 30, 1995, must necessarily be based
on management's estimate of expected year-end inventory levels and
costs. Since estimates of future inventory levels and prices are
subject to many factors beyond the control of management, interim
financial results are subject to final year-end LIFO inventory
amounts. Accordingly, inventory components reported for the period
ending March 31, 1996, are estimates based on management's know-
ledge of the Company's production cycle, the costs associated with
this cycle and the sales and purchasing volume of the Company.
3. The net income per share of Common Stock has been computed on the
basis of weighted average shares outstanding: 1,168,021 for
periods ended March 31, 1996, and March 31, 1995.
4. In 1987, the Company purchased an additional manufacturing facility
in Osceola, Iowa, by assuming a $3,000,000 Floating Rate Weekly
Demand Industrial Development Bond issue due December 1, 1996. The
assets required included land, a building, equipment and inventory.
The weighted average interest rate on a year-to-date basis as of
March 31, 1996, and March 31, 1995, was 3.4% and 3.8%, respec-
tively.
5. The Company currently employs over 900 people, of which approxi-
mately 420 are represented by the Sheet Metal Workers Union. The
International Union called a strike beginning July 25, 1995, and
currently 145 employees are participating.
The Company is self-insured for healthcare, workers' compensation,
general liability and products liability claims, subject to speci-
fic retention levels.
6
<PAGE> 7
PAUL MUELLER COMPANY AND SUBSIDIARY
MANAGEMENT'S ANALYSIS OF OPERATING RESULTS
AND FINANCIAL CONDITION
OPERATING RESULTS
The following is Management's discussion and analysis of the signifi-
cant factors that have affected the Companies' earnings during the
periods included in the accompanying Consolidated Condensed Statements
of Income.
Net sales for the quarter ended March 31, 1996, were $18,690,000 ver-
sus $15,764,000 for the first quarter of 1995. Sales of Processing
Equipment increased by about $3,400,000, while Dairy Farm Equipment
sales declined by $500,000 when comparing periods. The notable
increase in Processing Equipment shipments was due primarily to the
significantly larger backlog of Processing Equipment at December 31,
1995, as compared to December 31, 1994. Food and Pharmaceutical
Processing Equipment, along with Accu-Therm, accounted for the largest
increases in shipments for the first quarter of 1996. The decline in
Dairy Farm Equipment shipments is due to a lower level of export
shipments, as domestic shipments were approximately $200,000 higher.
The decline in Dairy Farm Equipment export shipments was generally
across the board in terms of markets and was related to lower order
entry during the fourth quarter of 1995 and the first quarter of 1996
compared to the comparable quarters of the prior years. Factors
adversely affecting order entry were the continuing economic problems
in Mexico and Argentina and the ripple effect to other Latin American
countries, and mad-cow disease in the United Kingdom during the first
quarter of 1996.
The gross profit rate for the first quarter of 1996 was about 22%
versus 29% for the same period of a year ago. The factors contri-
buting to the lower gross profit percentage were lower margins and a
higher level of manufacturing burden. Margins were lower, as a higher
proportion of shipments were Food and Pharmaceutical Processing Equip-
ment, which historically have lower margins. Additionally, these
product lines have been most affected by the strike, which has
resulted in significantly lower manufacturing efficiency rates.
Manufacturing burden was higher for the first quarter of 1996 versus
the first quarter of 1995, as expenditures for variable expenses were
higher due to the higher level of shipments, coupled with higher
expenditures that are a direct result of the strike (such as overtime
and additional training costs). Additionally, there was a reduction
in manufacturing burden absorption during the first quarter of 1996
compared to the first quarter of 1995, as shipments were higher and
there was a reduction in the level of direct labor hours and an
increase in labor inefficiency, both of which were related to the
strike.
Selling, general and administrative expenses were lower by over
$500,000 during the first quarter of 1996 compared to the first
quarter of 1995. The decrease is a result of a lower level of
expenditures for sales literature and catalogs, advertising, trade
shows and consulting fees, and the receipt of a $312,000 group life
insurance premium refund, of which $234,000 was credited to general
and administrative expense.
Other income, net improved by $63,000 primarily as a result of higher
trucking income due to increased revenue miles and miscellaneous
income items.
The provisions for income taxes for the first quarter of 1996 and 1995
were less than the tax provisions calculated at the statutory rate
(34%) due to the lower effective tax rate of the foreign sales
corporation (FSC) and tax-exempt interest.
As previously reported, the labor contract with the Sheet Metal
Workers Union (which covers a portion of the employees at the
Springfield, Missouri, plant) expired on June 11, 1994. Negotiations
with union representatives continued until an impasse was reached,
and the Company implemented specific provisions of its final offer
7
<PAGE> 8
effective September 19, 1994. In November 1994, the Regional Director
of the National Labor Relations Board (NLRB) also concluded that a
lawful impasse had been reached in negotiations prior to the Company's
implementation of its offer.
However, on December 22, 1994, the Regional Director of the NLRB
issued an unfair labor practice complaint against the Company for
refusing to supply information to union representatives about the
personal health insurance claims of individual employees and their
dependents and reversed his previous decision regarding the implemen-
tation of changes in wages and benefits. A hearing on these and other
unfair labor practice issues has been rescheduled to August 19, 1996,
and will be conducted by an administrative law judge of the NLRB. A
final determination of all the charges may take up to two years, but
management believes, based on an evaluation by counsel, that there is
no significant financial exposure to the Company.
The Company currently employs over 900 people, of which approximately
420 at the Springfield, Missouri, facility are represented by the
Sheet Metal Workers Union. The International Union called a strike
beginning on July 25, 1995, and currently there are 145 employees
participating. No action has been taken by the Union to prevent
nonstriking employees from working.
The Company has continued production with the remaining work force and
the supervisory, technical, administrative and service personnel.
With the reduction in the work force, manufacturing efficiency has
been hampered due to the reassignment of personnel to unfamiliar
tasks, the redistribution of work within the Company, and the addition
of new employees. The Company has implemented the provisions of its
revised final offer effective April 1, 1996, which remains open for
the Union's acceptance. No further negotiations are scheduled, and
the Company is hiring plant employees.
The Company has facilities located in Springfield, Missouri, and
Osceola, Iowa. There are approximately 800 employees assigned to the
Springfield facility, and there are an additional 100 employees at the
Osceola facility (none of which are represented by a labor union).
Looking to the balance of 1996, there are factors that could affect
the results of operations. If there is expanded employee participa-
tion for an extended period of time in the strike mentioned above,
this could have an adverse effect on the level of production and the
ability to secure orders. Although the price of stainless steel
increased rapidly last year, stainless steel prices are expected to be
much more stable during 1996. With respect to the sales outlook of
domestic Dairy Farm Equipment, the milk prices paid to farmers are
expected to increase during the year. However, feed prices have
increased rapidly, which is having an adverse effect on the profita-
bility of dairy farmers and the demand for new milk cooling and
storage capacity. If the high feed prices continue, this could have
an adverse effect on order entry and shipments. The economic problems
in Mexico and Argentina and the ripple effect to other Latin American
countries continue to have an adverse effect on our level of export
activities in those markets.
The backlog of sales at March 31, 1996, was $26,546,000 versus
$25,984,000 at March 31, 1995. The March 31, 1996, backlog primarily
represents orders that will be completed and shipped over the next
twelve months.
FINANCIAL CONDITION
The consolidated financial condition and the liquidity of the Company
at March 31, 1996, have not changed significantly since December 31,
1995. There are no significant commitments for capital expenditures
at March 31, 1996.
8
<PAGE> 9
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
a. Exhibits
<TABLE>
<CAPTION>
Sequentially
Exhibit Numbered
Number Exhibit Page
------ ------------------------------------- --------
<S> <C> <C>
(10) a. Amendment Number Three to the Paul
Mueller Company Contract Employees
Retirement Plan, executed April 10,
1996............................... 10
b. Amendment Number Six to the Paul
Mueller Company Salaried and Cleri-
cal Employees Retirement Plan,
adopted by the Board of Directors
on May 6, 1996..................... 14
(27) Financial Data Schedule............... 16
</TABLE>
b. Reports on Form 8-K -- There were no reports on Form 8-K
filed for the three months ended March 31, 1996.
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.
PAUL MUELLER COMPANY
DATE: May 7, 1996 /S/ DONALD E. GOLIK
----------- --------------------------------------
Donald E. Golik, Senior Vice President
and Chief Financial Officer
9
AMENDMENT NUMBER THREE
TO THE
PAUL MUELLER COMPANY
CONTRACT EMPLOYEES RETIREMENT PLAN
WHEREAS, Paul Mueller Company (the "Company") adopted the Paul
Mueller Company Contract Employees Retirement Plan (the "Plan")
effective July 1, 1965; and
WHEREAS, the Company amended and restated the Plan effective
January 1, 1992; and
WHEREAS, the Company retained the right to amend the Plan pursuant
to Section 9.01 hereof;
NOW, THEREFORE, BE IT RESOLVED, that the Plan is hereby amended as
follows:
1. A new Section 3.04 is added as follows:
SECTION 3.04--LIQUIDITY SHORTFALL LIMITATIONS.
If the Plan has a liquidity shortfall within the meaning
of Section 412(m) of the Internal Revenue Code, the Plan shall
not pay benefits in excess of the amounts payable as a monthly
Accrued Benefit, plus any applicable Social Security supple-
ments, to a Participant or Beneficiary the payment of whose
benefits commences during the period of the liquidity short-
fall. Additional restrictions shall apply to a period of
a liquidity shortfall to the extent required by section
401(a)(32) of the Internal Revenue Code and Section 206(d) of
ERISA.
2. Section 4.01 is amended to read as follows:
SECTION 4.01--ACCRUED BENEFIT.
An Active Participant's monthly Accrued Benefit as of any
date will be calculated according to subsections (a), (b) and
(c) below:
(a) If a Participant was an Active Participant on April 1,
1996, or first became an Active Participant after that
date, his monthly Accrued Benefit as of any date will
be an amount equal to $25.00 multiplied by his Accrual
Service (not to exceed 35 years) on such date.
(b) If a Participant was not an Active Participant on
April 1, 1996, and did not first become an Active
Participant after that date, but was an Active Par-
ticipant on September 19, 1994, or first became an
Active Participant after that date, his monthly
Accrued Benefit as of any date will be determined as
follows:
(1) An amount equal to:
(i) Before January 1, 1996, $21.00; and
(ii) On and after January 1, 1996, $25.00.
(2) Multiplied by his Accrual Service for the
applicable period(s) specified in (1) above;
provided, however, that:
(i) Regardless of when the service was rendered,
no more than 35 years of Accrual Service
shall be counted; and
(ii) In the event that the 35 year limitation
applies to a Participant's Accrual Service,
his Accrued Benefit shall be calculated by
counting last years first.
(c) If a Participant was not an Active Participant on
September 19, 1994, and did not first become an Active
Participant after that date, his monthly Accrued
Benefit as of any date will be determined as follows:
(1) An amount equal to:
(i) Before January 1, 1981, $12.00;
(ii) On and after January 1, 1981, and before
January 1, 1984, $14.00;
(iii) On and after January 1, 1984, and before
January 1, 1994, $20.00;
(iv) On and after January 1, 1994, and before
January 1, 1996, $21.00; and
(v) On and after January 1, 1996, $25.00.
(2) Multiplied by his Accrual Service for the appli-
cable period(s) specified in (1) above; provided,
however, that:
(i) Regardless of when the service was rendered,
no more than 35 years of Accrual Service
shall be counted;
(ii) For service prior to January 1, 1994, no more
than 30 years of Accrual Service shall be
counted; and
(iii) For service prior to January 1, 1985, no more
than 25 years of Accrual Service shall be
counted.
In the event that the 25, 30 or 35 year limita-
tion applies to a Participant's Accrual Service,
his Accrued Benefit shall be calculated by
counting last years first.
3. Section 4.03 is amended by deleting the existing Section in
its entirety and substituting the following new Section in its place:
SECTION 4.03--BENEFIT LIMITATION.
In no event shall the monthly retirement benefit payable
under the Plan exceed the limitations applicable to the Plan
under Section 415 of the Internal Revenue Code and the regu-
lations promulgated thereunder. If the monthly retirement
benefit payable under any provision of the Plan would exceed
such limitations, then notwithstanding any other provision of
the Plan, such monthly retirement benefit shall be reduced to
the extent necessary to ensure that such limitations are not
exceeded. If a Member's monthly retirement benefit payable
under this Plan, in combination with the annual additions
credited to him under any defined contribution plan main-
tained by the Employer would exceed such limitations, then the
monthly retirement benefit payable under this Plan shall be
reduced to the extent necessary to ensure that such limita-
tions are not exceeded. For purposes of this Section,
"Employer" means Paul Mueller Company and all employers
required, pursuant to Section 415 of the Internal Revenue
Code, to be aggregated therewith under the rules of Sections
414(b) or (c) of the Code.
4. The first sentence of Section 6.03(b) is deleted in its
entirety and the following is substituted in its place:
(b) The optional forms of retirement benefit shall be the
following: single life annuities with a certain period of
three years; survivorship life annuities with survivor-
ship percentages of 50 or 100; and a single lump sum, as
provided in Section 6.03(i).
5. A new Section 6.03(i) is added as follows:
(i) Cash Option.
Where the lump sum Actuarial Equivalent of a Participant's
vested Accrued Benefit is not greater than $10,000, he may
elect with the consent of his spouse to receive an imme-
diate lump sum cash settlement in lieu of the monthly
payments of his vested Accrued Benefit which he would
otherwise be entitled to receive. The Participant may
elect this cash settlement to be paid at any time after
termination of employment but not later than his Normal
or Late Retirement Date. This Cash Option may also be
elected by a Participant who has not terminated employment
but whose Accrued Pension must be distributed pursuant to
the required distribution provisions of Section 6.03.
The Cash Option will be invoked without the Participant's
consent if the lump sum Actuarial Equivalent of the Parti-
cipant's vested Accrued Benefit is less than $1,750, as
described in the SMALL AMOUNTS SECTION of ARTICLE 9.
The changes made by numbered paragraphs 1 and 3 shall be effective
for Plan Years beginning on or after January 1, 1995. The changes
made by numbered paragraph 2 shall be effective as provided therein.
The changes made by numbered paragraphs 4 and 5 shall be effective for
distributions made on or after April 1, 1996.
IN WITNESS WHEREOF, PAUL MUELLER COMPANY has caused this instru-
ment to be duly executed this 10th day of April, 1996.
PAUL MUELLER COMPANY
/S/ DONALD E. GOLIK
---------------------------------
Donald E. Golik
Senior Vice President and CFO
Attest:
/S/ RONALD W. GIELOW
- --------------------------------
Ronald W. Gielow
Assistant Secretary
AMENDMENT NUMBER SIX
TO THE
PAUL MUELLER COMPANY
SALARIED AND CLERICAL EMPLOYEES
RETIREMENT PLAN
WHEREAS, Paul Mueller Company (the "Company") adopted the Paul
Mueller Company Salaried and Clerical Employees Retirement Plan (the
"Plan") effective July 3, 1957; and
WHEREAS, the Company amended and restated the Plan effective
January 1, 1989; and
WHEREAS, the Company retained the right to amend the Plan pursuant
to Section XIV thereof;
NOW, THEREFORE, BE IT RESOLVED, that the Plan is hereby amended as
follows:
1. In each place where it appears, the name of the Plan is
amended to read as follows:
Paul Mueller Company Noncontract Employees Retirement Plan
2. Section 1.11 is amended to read as follows:
1.11 Employee - Any person employed by the Company, excluding
anyone compensated on a retained or fee basis, any
leased employee as defined in Section 414(n) of the
Code, and anyone represented for collective bargaining
purposes by Sheet Metal Workers International Associa-
tion Local No. 208. Directors of the Company are not
Employees merely by virtue of being Directors.
3. Section 2.01 is amended to read as follows:
2.01 Every salaried and clerical Employee on July 1, 1976,
who was a member of the Plan on June 30, 1976, shall
continue to be a member under the amended provisions of
the Plan. Every salaried or clerical Employee who has
met the following requirements on July 1, 1976, shall
become a member on that date. Each other Employee shall
become a member after July 1, 1976, on the first day of
the month coinciding with or next following the date
when he first meets all of the following requirements:
(A) He must be an Employee who is not eligible, or
no longer eligible, for Contract Employee Plan
Coverage;
(B) He must have completed one Year of Service; and
(C) He must have attained his 25th birthday (21st
birthday effective January 1, 1985);
provided, however, that an Employee shall not accrue a
benefit under this Plan unless he completes at least one
Hour of Service while a member of the Plan.
4. Section 2.02 is amended to read as follows:
2.02 A re-employed Employee whose previous Service terminated
on or after July, 1, 1976, when he was a member of the
Plan, shall again be a member as of his re-employment
date, provided he has not lost credit for his previous
Years of Service. However, he must again satisfy re-
quirements (A), (B), and (C) of Section 2.01 to become
a member.
The change in the name of the Plan shall be effective as of
January 1, 1996. The other changes made by this Amendment merely
clarify existing Plan provisions, and therefore need no effective
date.
IN WITNESS WHEREOF, PAUL MUELLER COMPANY has caused this instru-
ment to be duly executed this 6th day of May, 1996.
PAUL MUELLER COMPANY
/S/ DANIEL C. MANNA
---------------------------------
Attest:
/S/ DONALD E. GOLIK
- -------------------------------
Secretary
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 1,683
<SECURITIES> 13,905
<RECEIVABLES> 14,266
<ALLOWANCES> 558
<INVENTORY> 12,213
<CURRENT-ASSETS> 42,002
<PP&E> 45,782
<DEPRECIATION> 34,334
<TOTAL-ASSETS> 57,248
<CURRENT-LIABILITIES> 19,021
<BONDS> 161
0
0
<COMMON> 1,342
<OTHER-SE> 38,693
<TOTAL-LIABILITY-AND-EQUITY> 57,248
<SALES> 18,690
<TOTAL-REVENUES> 18,690
<CGS> 14,625
<TOTAL-COSTS> 14,625
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 57
<INTEREST-EXPENSE> 27
<INCOME-PRETAX> 713
<INCOME-TAX> 213
<INCOME-CONTINUING> 500
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 500
<EPS-PRIMARY> 0.43
<EPS-DILUTED> 0.43
</TABLE>
