<PAGE> 1
UNITED STATES
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 SEPTEMBER 30, 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 number 0-11936
---------------------------------------------------------
LAFARGE CORPORATION
- - --------------------------------------------------------------------------------
(Exact name of Company as specified in its charter)
MARYLAND 58-1290226
- - --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
11130 SUNRISE VALLEY DRIVE, SUITE 300, RESTON, VA 20191-4393
- - --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
703-264-3600
- - --------------------------------------------------------------------------------
(Company's telephone number, including area code)
Indicate by check mark whether the Company (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 Company 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 practicable date.
<TABLE>
<CAPTION>
Outstanding as of
Class October 31, 1997
----------------------------------- -----------------
<S> <C>
Common Stock of Lafarge Corporation
($1 par value) 64,984,349
Exchangeable Preference Shares of
Lafarge Canada Inc.
(no par value) 6,658,899
----------
Total Common Equity Interests 71,643,248
==========
Number of pages contained in this report 15
--
Total sequentially numbered pages 15
--
Exhibit index on page 13
--
</TABLE>
1
<PAGE> 2
LAFARGE CORPORATION AND SUBSIDIARIES
FORM 10-Q - FOR THE QUARTER ENDED SEPTEMBER 30, 1997
INDEX
<TABLE>
<CAPTION>
PAGE
----
<S> <C> <C>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
a) Condensed Consolidated Statements
of Income - Three-Month and Nine-Month
Periods Ended September 30, 1997 and 1996 3
b) Condensed Consolidated Balance Sheets -
September 30, 1997, September 30, 1996,
and December 31, 1996 4
c) Condensed Consolidated Statements of
Cash Flows - Nine-Month Period Ended
September 30, 1997 and 1996 5
d) Condensed Consolidated Geographic Information -
Three-Month and Nine-Month Periods
Ended September 30, 1997 and 1996 6
e) Notes to Condensed Consolidated Financial Statements 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 10
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 13
Item 6(a). Exhibits 13
Item 6(b). Reports on Form 8-K 13
SIGNATURE 14
</TABLE>
2
<PAGE> 3
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
LAFARGE CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED AND IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30 SEPTEMBER 30
------------------------------ ------------------------------
1997 1996 1997 1996
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
NET SALES $ 612,265 $ 576,264 $ 1,333,210 $ 1,200,924
----------- ----------- ----------- -----------
COST AND EXPENSES
Cost of goods sold 409,863 394,722 998,957 925,610
Selling and administrative 39,738 38,324 117,860 112,773
Other expense, net 3,417 472 8,420 5,168
----------- ----------- ----------- -----------
Income from operations 159,247 142,746 207,973 157,373
Interest expense 5,013 5,905 16,003 17,977
Interest income (2,562) (1,831) (7,356) (7,097)
----------- ----------- ----------- -----------
PRE-TAX INCOME 156,796 138,672 199,326 146,493
Income tax expense (59,785) (54,051) (76,572) (56,802)
----------- ----------- ----------- -----------
NET INCOME $ 97,011 $ 84,621 $ 122,754 $ 89,691
=========== =========== =========== ===========
NET INCOME PER COMMON
EQUITY SHARE-PRIMARY $ 1.35 $ 1.21 $ 1.72 $ 1.28
=========== =========== =========== ===========
NET INCOME PER COMMON EQUITY
SHARE-ASSUMING FULL DILUTION $ 1.35 $ 1.15 $ 1.71 $ 1.25
=========== =========== =========== ===========
DIVIDENDS PER COMMON EQUITY SHARE $ 0.10 $ 0.10 $ 0.30 $ 0.30
=========== =========== =========== ===========
Weighted average number of common equity
shares and equivalents outstanding 72,043 70,219 71,509 69,969
=========== =========== =========== ===========
</TABLE>
See Notes to Condensed Consolidated Financial Statements.
3
<PAGE> 4
LAFARGE CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED AND IN THOUSANDS)
<TABLE>
<CAPTION>
SEPTEMBER 30 SEPTEMBER 30 DECEMBER 31
1997 1996 1996
----------- ----------- -----------
<S> <C> <C> <C>
ASSETS
Cash and cash equivalents $ 123,846 $ 111,186 $ 116,847
Short-term investments 86,308 18,684 92,496
Receivables, net 398,636 408,645 287,692
Inventories 196,545 197,121 205,804
Other current assets 30,851 35,420 29,391
----------- ----------- -----------
Total current assets 836,186 771,056 732,230
Property, plant and equipment,
(less accumulated depreciation and depletion of
$1,076,369, $1,015,488 and $1,025,533) 884,260 885,710 867,723
Excess of cost over net assets of businesses acquired, net 28,821 32,996 31,657
Other assets 177,647 179,828 181,369
----------- ----------- -----------
TOTAL ASSETS $ 1,926,914 $ 1,869,590 $ 1,812,979
=========== =========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Accounts payable and accrued liabilities $ 248,789 $ 247,635 $ 214,393
Income taxes payable 44,282 49,655 28,151
Short-term borrowings and current portion
of long-term debt 36,802 44,063 44,821
Short-term borrowings from related party 20,000 -- 50,000
----------- ----------- -----------
Total current liabilities 349,873 341,353 337,365
Long-term debt 137,953 263,106 161,934
Deferred income tax 54,131 43,891 48,709
Other postretirement benefits 127,278 124,811 124,867
Other long-term liabilities 28,190 29,351 29,565
----------- ----------- -----------
Total liabilities 697,425 802,512 702,440
----------- ----------- -----------
Common equity interests
Common shares 64,948 62,052 62,590
Exchangeable shares 47,041 55,754 53,817
Additional paid-in-capital 643,910 610,523 615,993
Retained earnings 542,862 397,343 441,481
Foreign currency translation adjustments (69,272) (58,594) (63,342)
----------- ----------- -----------
Total shareholders' equity 1,229,489 1,067,078 1,110,539
----------- ----------- -----------
TOTAL LIABILITIES AND SHAREHOLDERS'
EQUITY $ 1,926,914 $ 1,869,590 $ 1,812,979
=========== =========== ===========
</TABLE>
See Notes to Condensed Consolidated Financial Statements.
4
<PAGE> 5
LAFARGE CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED AND IN THOUSANDS)
<TABLE>
<CAPTION>
NINE MONTHS
ENDED SEPTEMBER 30
-----------------------------------
1997 1996
--------- ---------
<S> <C> <C>
CASH FLOWS FROM OPERATIONS
Net Income $ 122,754 $ 89,691
Adjustments to reconcile net income
to net cash provided by operations:
Depreciation, depletion and amortization 80,063 74,989
Provision for doubtful accounts 2,037 1,681
Gain on sale of assets (3,694) (3,874)
Other postretirement benefits 2,543 1,295
Other non-cash charges and credits, net 8,370 (6,250)
Changes in working capital (60,483) (107,850)
--------- ---------
Net cash provided by operations 151,590 49,682
--------- ---------
CASH FLOWS FROM INVESTING
Capital expenditures (96,622) (101,251)
Acquisitions (4,675) (80,726)
Short-term investments 6,188 65,832
Proceeds from property, plant and
equipment dispositions 12,630 27,544
Other (540) (3,226)
--------- ---------
Net cash used for investing (83,019) (91,827)
--------- ---------
CASH FLOWS FROM FINANCING
Net increase (decrease) in long-term
borrowings (includes current portion) (61,993) 21,329
Issuance of equity securities 17,420 4,070
Dividends, net of reinvestments (15,295) (9,068)
--------- ---------
Net cash provided (consumed) by financing (59,868) 16,331
--------- ---------
Effect of exchange rate changes (1,704) 565
--------- ---------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS 6,999 (25,249)
CASH AND CASH EQUIVALENTS AT
THE BEGINNING OF THE PERIOD 116,847 136,435
--------- ---------
CASH AND CASH EQUIVALENTS AT
THE END OF THE PERIOD $ 123,846 $ 111,186
========= =========
</TABLE>
See Notes to Condensed Consolidated Financial Statements.
5
<PAGE> 6
LAFARGE CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED GEOGRAPHIC INFORMATION
(UNAUDITED AND IN THOUSANDS)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30 SEPTEMBER 30
---------------------------------- ----------------------------------
1997 1996 1997 1996
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
NET SALES
Canada $ 273,294 $ 263,055 $ 551,338 $ 507,716
United States 338,971 313,209 781,872 693,208
----------- ----------- ----------- -----------
TOTAL NET SALES $ 612,265 $ 576,264 $ 1,333,210 $ 1,200,924
=========== =========== =========== ===========
INCOME FROM OPERATIONS
(See Note 6)
Canada $ 81,193 $ 71,354 $ 89,123 $ 64,099
United States 78,054 71,392 118,850 93,274
----------- ----------- ----------- -----------
INCOME FROM
OPERATIONS 159,247 142,746 207,973 157,373
Interest expense, net (2,451) (4,074) (8,647) (10,880)
----------- ----------- ----------- -----------
PRE-TAX INCOME $ 156,796 $ 138,672 $ 199,326 $ 146,493
=========== =========== =========== ===========
</TABLE>
See Notes to Condensed Consolidated Financial Statements.
6
<PAGE> 7
LAFARGE CORPORATION AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
1. The Company is engaged in the production and sale of cement, ready-mixed
concrete, other concrete products, asphalt, gypsum wallboard and related
products, and aggregates. The Company operates in the U.S. and, through its
major operating subsidiary, Lafarge Canada Inc. ("LCI"), in Canada. The
Company's wholly-owned subsidiary, Systech Environmental Corporation,
supplies cement plants with substitute fuels and raw materials. Lafarge
S.A., a French corporation, and certain of its affiliates own a majority of
the Company's outstanding voting securities.
2. The condensed consolidated financial statements have been prepared pursuant
to the rules and regulations of the Securities and Exchange Commission. As
a result, certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted. The Company believes
that the disclosures made are adequate to make the information presented
not misleading. These condensed consolidated financial statements should be
read in conjunction with the consolidated financial statements and related
notes included in the Company's 1996 Annual Report on Form 10-K.
3. Because of seasonal, weather-related conditions in most of the Company's
marketing areas, earnings of any one quarter should not be considered as
indicative of results to be expected for a full fiscal year or any other
interim period.
4. Substantially all U.S. inventories other than maintenance and operating
supplies are costed using the last-in, first-out ("LIFO") method, and all
other inventories are valued at average cost. At September 30, 1997 and
1996, and at December 31, 1996, inventories consisted of the following (in
thousands):
<TABLE>
<CAPTION>
September 30 September 30 December 31
1997 1996 1996
------------ ------------ -----------
<S> <C> <C> <C>
Finished products $ 87,008 $ 89,665 $ 100,900
Work in process 10,899 16,018 13,711
Raw materials and fuel 54,067 46,996 45,550
Maintenance and operating
supplies 44,571 44,442 45,643
--------- --------- ---------
Total inventories $ 196,545 $ 197,121 $ 205,804
========= ========= =========
</TABLE>
7
<PAGE> 8
5. Cash paid during the period for interest and taxes, is as follows (in
thousands):
<TABLE>
<CAPTION>
Nine Months
Ended September 30
-------------------------
1997 1996
--------- ---------
<S> <C> <C>
Interest $ 12,273 $ 15,274
Income Taxes (net of refunds) 50,570 45,043
</TABLE>
6. In prior years, an agreement was reached with Revenue Canada Taxation
related to the pricing of certain cement sales between the Company's
operations in Canada and the U.S. This resulted in an increase in 1996
Canadian net sales and pre-tax income of U.S. $13.7 million with a
corresponding decrease for the U.S. The impact of this agreement was
immaterial to consolidated net income. The net sales and income from
operations for Canada and the U.S. presented in the condensed consolidated
geographic information for the nine months ended September 30, 1996 does
not reflect this reallocation.
7. As discussed in its 1996 Annual Report on Form 10-K, LCI is a defendant in
lawsuits in Canada arising from claims regarding alleged defective fly ash
and cement. The amount of LCI's liability, if any, is uncertain. LCI has
denied liability and is defending the lawsuits vigorously. The trial of
this matter commenced in September and is expected to continue until early
December. LCI believes that it has substantial insurance coverage that will
respond to defense expenses and liability, if any, in the lawsuits. Also,
the Company, among others, has been named in two lawsuits in Texas alleging
exposure to toxic substances. The amount of liability, if any, to the
Company is uncertain. The Company filed general denials to both suits and
is vigorously defending the lawsuits. Finally, the Company has been
notified by the Environmental Protection Agency that it is one of several
potentially responsible parties for clean-up costs at certain waste
disposal sites. When the Company determines that it is probable that a
liability for environmental matters or other legal actions has been
incurred, an estimate of the required remediation costs is recorded as a
liability in the financial statements.
In addition, the Company is involved in certain other legal actions and
claims. It is the opinion of management that all legal and environmental
matters will be resolved without material effect on the Company's
consolidated financial statements.
8. During the first quarter of 1997, Statement of Financial Accounting
Standards No. 128, "Earnings per Share" ("SFAS No. 128") was issued. This
new standard, which the Company must adopt after December 15, 1997 for the
year ended December 31, 1997, replaces primary EPS with basic EPS and
replaces fully diluted EPS with diluted EPS. Computed pursuant to SFAS No.
128, basic EPS and diluted EPS for the three months ending September 30,
1997 would have been $1.36 and $1.35, respectively. For the nine months
ending September 30,
8
<PAGE> 9
1997 basic and diluted EPS would have been $1.73 and $1.72, respectively.
In addition, basic and diluted EPS for the nine months ending September
30, 1996 would have been $1.29 and $1.25, respectively.
9. In the opinion of management, the accompanying condensed consolidated
financial statements reflect all adjustments (which included only normal
recurring adjustments) necessary to present fairly the Company's financial
position as of the applicable dates and the results of its operations and
its cash flows for the interim periods presented.
9
<PAGE> 10
LAFARGE CORPORATION AND SUBSIDIARIES
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
THREE MONTHS ENDED SEPTEMBER 30, 1997
The Company's net income of $97.0 million in 1997 compares with $84.6 million
for the same period in 1996. Net income per common equity share was $1.35
compared with $1.21. The earnings increase was mainly due to improved operating
margins in the Company's cement and construction materials product lines and
earnings from the gypsum wallboard division which was created upon the
acquisition of two wallboard plants in September 1996. Operating income
increased 14 percent in Canada to $81.2 million. U.S. operating income rose from
$71.4 million to $78.1 million.
The Company's net sales of $612.3 million were 6 percent higher than the $576.3
million reached in 1996. Canadian and U.S. net sales were 4 percent and 8
percent higher. The improvement is due mostly to higher cement prices, higher
ready-mixed concrete shipments and prices, and the new gypsum wallboard
operations which added $24 million of sales in the U.S. Cement shipments were
virtually unchanged from last year. Ready-mixed concrete volumes rose 2 percent,
and aggregate volumes were unchanged.
Third quarter operating profit from the Company's cement operations was $118.8
million, $10.6 million better than last year. The improvement resulted from a 4
percent increase in net reals (delivered price per ton to customer less freight)
while costs remained stable. Net sales were 3 percent higher. Operating profit
from Canadian cement operations was $46.2 million, $6.1 million better than
1996. Shipments were 2 percent higher as increased shipments in the western
prairie provinces (31 percent) compensated for weak market conditions in Quebec
and lower shipments in the Canadian Maritimes due to the completion of the
Confederation Bridge project in early 1997. Net reals (excluding exchange rate
fluctuation) were 4 percent higher and net sales increased 8 percent. Clinker
capacity utilization at the Canadian plants dropped to 92.6 percent in 1997 from
97.2 percent in 1996, primarily due to the shutdown of one kiln at the Company's
Nova Scotia cement plant which was used in 1996 to supply the Confederation
Bridge project. In the U.S., earnings of $72.6 million were $4.5 million better
than 1996. Higher cement prices (4 percent) drove the improvement. Net sales
rose slightly (1 percent).
Earnings from the Company's construction materials and waste management
operations were $50.5 million, $5.7 million better than 1996. The improvement
was mainly due to higher ready-mixed concrete shipments and prices. Net sales
were unchanged. In Canada, earnings were $39.1 million, $5.2 million better than
last year primarily due to higher volumes and higher ready-mixed concrete prices
in western Canada, coupled with cost containment in the east. Ready-mixed
concrete and aggregate shipments improved 3 percent and 6 percent as demand rose
in Ontario and the western provinces, more than offsetting a drop in shipments
to the Confederation Bridge project in the Canadian Maritimes and lower
shipments in Quebec and British Columbia due to a softening of demand. The
improvement from higher volumes was somewhat offset by higher operating costs in
western Canada. In the U.S., earnings were $11.4 million, $.5 million better
than a year ago. Net sales dropped 2 percent. Ready-mixed concrete operating
costs per cubic meter (M3) declined 6 percent mainly due to restructuring of
certain operations in the Mid-West and continued cost containment. Due to a
drop in residential construction and adverse weather conditions
10
<PAGE> 11
in some U.S. markets, ready-mixed concrete volumes were unchanged while
aggregate volumes declined 12 percent.
The Company's effective income tax rate was 38.1 percent in 1997 and 39.0
percent in 1996.
NINE MONTHS ENDED SEPTEMBER 30, 1997
The Company's net income of $122.8 million, or $1.72 per common equity share
compares with net income of $89.7 million, or $1.28 per common equity share for
the first nine months of 1996. The earnings improvement resulted from higher
shipments in all main product lines (cement, ready-mixed concrete and
aggregates), a 4 percent increase in cement net reals and a 2 percent
escalation in ready-mixed concrete prices. Additionally, the new gypsum
wallboard operations earned $10.2 million. These improvements were partially
offset by higher cement plant costs and higher material and operating costs in
the Company's construction materials operations.
Net sales were $1,333.2 million, an 11 percent increase over 1996. Cement
shipments were 2 percent higher. Ready-mixed concrete and aggregate volumes
improved by 6 percent and 5 percent, respectively. Canadian net sales of $551.3
million were 9 percent above 1996. U.S. net sales improved by 13 percent.
Operating profit from the Company's cement operations was $182.2 million, $29.6
million better than 1996 due to higher shipments and prices somewhat offset by
higher plant costs. Net sales climbed 5 percent. Operating profit from Canadian
operations of $70.5 million was $17.9 million better than 1996. Net reals and
shipments were 4 percent and 5 percent higher which boosted net sales by 11
percent. In eastern Canada, higher shipments in Ontario were offset by declines
in Quebec (weak economic conditions) and in the Atlantic provinces, due to
higher shipments in 1996 to the Confederation Bridge project. Shipments in the
west were substantially higher in the Prairie provinces due to improved market
conditions. In the U.S., earnings were $111.7 million, $11.8 million higher than
1996. The improvement was due to slightly higher shipments (1 percent) and a 4
percent increase in net reals partly offset by higher plant costs and cement
purchases.
The Company's construction materials and waste management operations earned
$53.5 million, $15.8 million better than 1996. Net sales were 4 percent higher.
In Canada, earnings were $33.4 million, $11.1 million better than 1996. Net
sales were 6 percent higher reflecting a 9 percent increase in both ready-mixed
concrete and aggregate volumes. In eastern Canada, gains in Ontario were partly
offset by a slow Quebec economy and lower shipments in the Canadian Maritimes.
Earnings in the west were up because of increased demand in the prairie
provinces and higher ready-mixed concrete prices, somewhat offset by higher
material and operating costs. The U.S. results were $20.1 million, $4.7 million
better mainly due to a 5 percent improvement in ready-mixed concrete prices. Net
sales were up 1 percent. Ready-mixed concrete volumes were essentially equal to
last year while aggregate volumes were down 4 percent. Ready-mixed concrete
operating costs per cubic meter decreased 5 percent primarily due to the
restructuring of operations in St. Louis. Aggregate cost per tonne was 7 percent
lower mainly due to the sale of non-strategic assets in 1996 and cost
containment.
The Company's effective income tax rate was 38.4 percent in 1997 and 38.8
percent in 1996.
11
<PAGE> 12
LIQUIDITY AND CAPITAL RESOURCES
Net cash provided by operating activities was $151.6 million in the first nine
months of 1997 as compared to $49.7 million in 1996. This improvement was mainly
due to higher net income and non-cash charges, and lower increase in working
capital. Net cash used for investing activities in 1997 was $83.0 million as
compared to $91.8 million in 1996. The change from last year resulted from a
decrease in acquisitions (the Company's purchase of two gypsum wallboard plants
in September 1996) partially offset by lower proceeds from the sale of
short-term investments. In 1997, cash consumed by financing activities was $59.9
million compared to net cash provided of $16.3 million in 1996. The change was
primarily due to a decrease in debt.
Capital expenditures (excluding acquisitions) are not expected to exceed $175.0
million in 1997. Committed bank lines of credit totaled $150.0 million under
which no amounts were outstanding.
12
<PAGE> 13
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
See Part I: Notes to Condensed Consolidated Financial Statements (page 8) for a
description of certain legal and environmental matters. There are no new matters
to report, and there have been no significant developments in previously
reported matters.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K Page
----
(a) Exhibits
Exhibit 11 - Statement regarding computation of net income
per common equity share. 15
(b) Reports on Form 8-K
No reports on Form 8-K were filed by the Company during the
three-months ended September 30, 1997.
13
<PAGE> 14
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company
has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
LAFARGE CORPORATION
Date: November 13, 1997 By: /s/ Larry J. Waisanen
------------------- ----------------------
LARRY J. WAISANEN
Senior Vice President
and Chief Financial Officer
14
<PAGE> 1
EXHIBIT 11
LAFARGE CORPORATION AND SUBSIDIARIES
Computation of Net Income per Common Equity Share
(Unaudited and in thousands, except per share amounts)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30 September 30
--------------------------- ---------------------------
1997 1996 1997 1996
-------- -------- -------- --------
<S> <C> <C> <C> <C>
PRIMARY CALCULATION
Net Income $ 97,011 $ 84,621 $122,754 $ 89,691
======== ======== ======== ========
Weighted average number of
common equity shares outstanding 71,448 69,954 70,950 69,644
Net effect of dilutive stock options
based on the treasury method 595 265 559 325
-------- -------- -------- --------
Weighted average number of
common equity shares and share
equivalents outstanding 72,043 70,219 71,509 69,969
======== ======== ======== ========
Primary net income per common
equity share $ 1.35 $ 1.21 $ 1.72 $ 1.28
======== ======== ======== ========
FULLY DILUTED CALCULATION
Net income $ 97,011 $ 84,621 $122,754 $ 89,691
Add after tax interest expense
applicable to 7% Convertible
Subordinated Debentures -- 1,081 -- 3,243
-------- -------- -------- --------
Net income assuming full dilution $ 97,011 $ 85,702 $122,754 $ 92,934
======== ======== ======== ========
Weighted average number of
common equity shares outstanding 71,448 69,954 70,950 69,644
Add additional shares assuming
conversion of 7% Convertible
Subordinated Debentures -- 4,520 -- 4,520
Net effect of dilutive stock options
based on the treasury stock method 668 265 796 325
-------- -------- -------- --------
Weighted average number of
common equity shares assuming
full conversion of all potentially
dilutive securities 72,116 74,739 71,746 74,489
======== ======== ======== ========
Fully diluted net income per
common equity share $ 1.35 $ 1.15 $ 1.71 $ 1.25
======== ======== ======== ========
</TABLE>
15
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 123,846
<SECURITIES> 86,308
<RECEIVABLES> 398,636
<ALLOWANCES> 0
<INVENTORY> 196,545
<CURRENT-ASSETS> 836,186
<PP&E> 1,960,629
<DEPRECIATION> (1,076,369)
<TOTAL-ASSETS> 1,926,914
<CURRENT-LIABILITIES> 349,873
<BONDS> 137,953
0
0
<COMMON> 755,899
<OTHER-SE> 473,590
<TOTAL-LIABILITY-AND-EQUITY> 1,926,914
<SALES> 1,333,210
<TOTAL-REVENUES> 1,333,210
<CGS> 998,957
<TOTAL-COSTS> 998,957
<OTHER-EXPENSES> 8,420
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 16,003
<INCOME-PRETAX> 199,326
<INCOME-TAX> (76,572)
<INCOME-CONTINUING> 122,754
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 122,754
<EPS-PRIMARY> 1.72
<EPS-DILUTED> 1.71
</TABLE>
