FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(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, 1995
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 0-5610
Paxar Corporation
(Exact name of registrant as specified in its charter)
New York 13-5670050
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
105 Corporate Park Drive, White Plains, N.Y. 10604
(Address of principal executive offices)
(914) 697-6800
(Registrant's telephone number, including area code)
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 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
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
(September 30, 1995)
Common Stock, $0.10 par value: 22,144,432 shares<PAGE>
<PAGE>
FORM 10-Q
SEPTEMBER 30, 1995
PAGE 2.
PART 1. FINANCIAL INFORMATION
_____________________________
The financial statements included herein have been prepared by
Paxar Corporation (the "Company"), without audit, pursuant to the
rules and regulations of the Securities and Exchange Commission.
While certain information and footnote disclosures normally
included in financial statements prepared in accordance with
generally accepted accounting principles have been condensed or
omitted pursuant to such rules and regulations, the Company
believes that the disclosures made herein are adequate to make
the information presented not misleading. It is recommended that
these condensed financial statements 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, 1994.
In the opinion of the Company, all adjustments, consisting only
of normal recurring accruals and adjustments, necessary to
present fairly the financial information contained herein, have
been included.<PAGE>
<PAGE>
FORM 10-Q
SEPTEMBER 30, 1995
PAGE 3.
Item 1. Financial Statements
<TABLE>
PAXAR CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
<CAPTION>
Three Months Ended Nine Months Ended
September 30 September 30
__________________ _________________
1995 1994 1995 1994
________ _______ ________ _______
(in thousands, except per
share amounts)
<S> <C> <C> <C> <C>
Sales $49,307 $41,006 $152,730 $119,450
Cost of sales 31,333 26,880 96,902 77,018
________ _______ _________ _______
Gross profit 17,974 14,126 55,828 42,432
Selling, general and
administrative
expenses 12,425 9,969 37,429 29,354
________ _______ _________ _______
Operating income 5,549 4,157 18,399 13,078
Equity in net income
of affiliate 198 - 198 -
Interest expense, net (551) (323) (1,302) (649)
________ _______ _________ _______
Income before taxes 5,196 3,834 17,295 12,429
Taxes on income 1,565 1,095 5,315 4,102
________ _______ _________ _______
Net income $3,631 $ 2,739 $11,980 $ 8,327
________ _______ _________ _______
Weighted average
shares outstanding 22,534 21,954 22,399 21,884
________ _______ _________ _______
Earnings per share $0.16 $0.13 $0.53 $0.38
________ _______ _________ _______
See Notes to Consolidated Financial Statements<PAGE>
</TABLE>
<PAGE>
FORM 10-Q
SEPTEMBER 30, 1995
PAGE 4.
PAXAR CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
Sept. 30, 1995 Dec. 31, 1994
______________ _____________
(unaudited)
(in thousands, except
share amounts)
ASSETS
Current assets:
Cash $ 2,722 $ 3,136
Short-term investments 3,046 1,365
Receivables, net of allowance for doubtful
accounts of $779 in 1995 and $506 in 31,741 28,880
1994
Inventories (Note 4) 30,273 27,045
Other current assets 4,053 2,780
Deferred income taxes 803 803
_________ _________
Total current assets 72,638 64,009
_________ _________
Property, plant and equipment, at cost 81,564 73,580
Less: Accumulated depreciation 28,285 23,533
_________ _________
Net property, plant and equipment 53,279 50,047
_________ _________
Investment in affiliate (Note 3) 15,248 -
Goodwill, net of amortization 13,625 14,010
Other assets 658 637
_________ _________
$155,448 $128,703
_________ _________
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Due to banks $ 4,493 $ 5,344
Current maturities of long-term debt (Note
5) 593 641
Accounts payable and accrued liabilities
(Note 6) 20,868 18,253
Accrued taxes on income 2,776 799
_________ _________
Total current liabilities 28,730 25,037
_________ _________
Long-term debt (Note 5) 23,066 13,796
Deferred income taxes 10,735 10,391
Other, net 1,771 1,626
Shareholders' equity:
Preferred Stock, $0.01 par value,
5,000,000 shares authorized, none issued
and outstanding - -
Common Stock, $0.10 par value,
30,000,000 shares authorized, 22,144,432
and 17,566,061 shares issued and
outstanding, in 1995 and 1994,
respectively 2,214 1,756 <PAGE>
Paid-in capital 36,434 35,432
53,273 41,742
Retained earnings
Foreign currency translation adjustments (775) (1,077)
_________ _________
Total shareholders' equity 91,146 77,853
_________ _________
$155,448 $128,703
_________ _________
See Notes to Consolidated Financial Statements<PAGE>
<PAGE>
FORM 10-Q
SEPTEMBER 30, 1995
PAGE 5.
PAXAR CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
For the Nine Months Ended September 30, 1995 and 1994
(in thousands, except share amounts)
(Unaudited)
Foreign
Currency
Common Stock Paid-in Retained Translation
Shares Amount Capital Earnings Adjustments
______ ______ _______ ________ ___________
Balance, December
31, 1993 13,754,323 $1,375 $31,945 $30,493 $(1,356)
Net income - - - 8,327 -
Stock split 3,473,958 347 - (351) -
Tax benefit from
exercise of
stock options - - 207 - -
Stock issued -
acquisition 100,000 10 1,390 - -
Exercise of
stock options 35,160 4 128 - -
Employee Stock
Purchase Plan 11,693 1 146 - -
Translation
adjustments - - - - 530
__________ ______ _______ _______ ________
Balance, September
30, 1994 17,375,134 $1,737 $33,816 $38,469 $ (826)
__________ ______ _______ _______ ________
Balance December
31, 1994 17,556,061 $1,756 $35,432 $41,742 $(1,077)
Net income - - - 11,980 -
Stock split 4,427,860 443 - (449) -
Exercise of
stock options 122,094 12 460 - -
Employee stock
purchase plan 38,417 3 542 - -
Translation
adjustments - - - - 302
__________ ______ _______ ________ ________
Balance, September
30, 1995 22,144,432 $2,214 $36,434 $53,273 $ (775)
__________ ______ _______ _______ ________
See Notes to Consolidated Financial Statements<PAGE>
<PAGE>
FORM 10-Q
SEPTEMBER 30, 1995
PAGE 6.
PAXAR CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Nine Months
Ended September 30
1995 1994
________ ________
(in thousands)
Operating activities:
Net income $11,980 $ 8,327
________ ________
Depreciation and amortization 6,053 4,930
Deferred Income Taxes 344 268
Changes in assets and liabilities:
Receivables (2,861) (2,590)
Inventories (3,228) (3,413)
Other current assets (2,954) (2,744)
Accounts payable and accrued liabilities 2,922 1,728
Taxes on income 1,977 1,079
Other, net 145 51
________ ________
2,398 (691)
________ ________
Net cash provided by operating
activities 14,378 7,636
________ ________
Investing activities:
Purchase of property, plant and equipment (9,186) (8,449)
Investment in affiliate (15,248) -
Acquisition, net of cash acquired - (12,348)
Other 265 82
________ ________
Net cash used in investing activities (24,169) (20,715)
________ ________
Financing activities:
Decrease of short-term debt (899) (857)
Additions of long-term debt 17,400 20,369
Reductions of long-term debt (8,130) (11,014)
Amount due for business acquired - 3,309
Stock issued for acquisition - 1,400
Exercise of stock options/stock purchase
plan 1,017 486
Cash paid in lieu of fractional shares (6) (4)
________ ________
Net cash provided by financing
activities 9,382 13,689
________ ________
Other activities:
Effect of exchange rate changes on cash (5) (29)
________ ________
(Decrease) increase in cash (414) 581 <PAGE>
Cash, at beginning of year 3,136 737
________ ________
Cash at end of period $ 2,722 $ 1,318
________ ________
See Notes to Consolidated Financial Statements<PAGE>
<PAGE>
FORM 10-Q
SEPTEMBER 30,1995
PAGE 7.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollars in thousands, except per share data)
NOTE 1: GENERAL:
The accounting policies followed during the interim periods
reported on are in conformity with generally accepted accounting
principles, and are consistent with those applied for annual
periods as described in the Company's Annual Report on Form 10-K
for the year ended December 31, 1994. Other than Balance Sheet
amounts as of December 31, 1994, all amounts contained herein are
unaudited.
RECLASSIFICATIONS:
Certain reclassifications have been made to prior year amounts to
conform to the current year presentation.
NOTE 2: BUSINESS ACQUISITION:
On May 2, 1994, the Company acquired, through its wholly owned
subsidiaries, ownership of the corporate capital of the Italian
companies Collitex, S.r.l., Astria, S.r.l. and T.I.E., S.r.l.
("Collitex"). The total purchase price, net of cash acquired,
was approximately $12.6 million, which includes the issuance of
156,250 shares of the Company's common stock valued at $8.96 per
share (share amounts adjusted for subsequent stock split) and
$619 due in April 1997. In addition, up to $1.5 million of
additional consideration may be paid in April 1997, if the
average earnings of the Collitex Group in the 1994-96 period
exceeds a stipulated base level. Such additional consideration,
if any, would represent additional purchase price and,
accordingly, would increase goodwill.
On October 10, 1994, the Company acquired, through its wholly
owned subsidiaries, Orvafin S.r.l. and its affiliates ("Orvac"),
an Italian company. The total purchase price, net of cash
acquired, was $6.1 million, which includes the issuance of
156,250 shares (share amounts adjusted for subsequent stock
split) of the Company's common stock, valued at $8.70 per share,
and $606 due in October 1995.
The acquisitions of the Collitex Group and Orvac are being
accounted for as purchases with assets acquired and liabilities
assumed recorded at their estimated fair values at the date of
acquisition. The excess of the purchase price and transaction
costs over the fair value of net assets acquired is recorded as
goodwill. Liabilities assumed include deferred income taxes
related to differences between the basis of assets and
liabilities (principally property, plant and equipment) for tax
and financial reporting purposes and to certain government grants
previously received by Collitex and Orvac which would be subject
to Italian tax if distributed.<PAGE>
<PAGE>
FORM 10-Q
SEPTEMBER 30, 1995
PAGE 8.
The following unaudited proforma results of operations assumes
the acquisitions occurred at the beginning of 1994. These
proforma results have been prepared for comparative purposes only
and do not purport to be indicative of the results of operations
which may result in the future.
(unaudited)
Nine Months
Ended September 30
1994
__________________
Sales $128,480
________
Net income $ 9,479
________
Earnings per share $0.43
_____
NOTE 3: INVESTMENT IN AFFILIATE:
On June 29, 1995, the Company invested $15.0 million in a new
company, jointly formed by Paxar Corporation and Odyssey Partners
L.P., which simultaneously acquired Monarch Marking Systems, Inc.
and related companies ("Monarch") from Pitney Bowes, Inc.
("Pitney Bowes"). The Company's investment, which represents a
49.5% interest, will be accounted for using the equity method.
The following unaudited proforma results of operations assume the
investment and acquisition occurred at the beginning of 1994, and
include the proforma results of the Collitex and Orvac
acquisitions discussed in Note 2 above. The Monarch net income
used in these proforma results is preliminary and subject to the
final purchase price allocation. In the 1995 period, Monarch s
results include $6.1 million of non-recurring charges for
adjustments to operating items and accordingly, the proforma
results shown below reflect the Company s share of these charges.
These proforma results have been prepared for comparative
purposes only and do not purport to be indicative of the results
of operations which may result in future.
(Unaudited)
Nine Months Ended
Sept. 30, 1995 Sept. 30, 1994
______________ ______________
Sales $152,730 $128,480
________ ________
Net income $ 10,721 $ 10,499
________ ________
Earnings per share $0.48 $0.48
________ ________<PAGE>
<PAGE>
FORM 10-Q
SEPTEMBER 30, 1995
PAGE 9.
NOTE 4: INVENTORIES:
The components of inventories are set forth below:
Sept. 30, 1995 Dec. 31, 1994
______________ _____________
Raw materials $16,331 $13,484
Work-in-Process 2,802 3,267
Finished goods 11,140 10,294
_______ _______
$30,273 $27,045
_______ _______
NOTE 5: LONG-TERM DEBT:
An analysis of long-term debt is set forth below:
Sept. 30, 1995 Dec. 31, 1994
______________ _____________
Unsecured revolving bank
facility $20,700 $11,100
Secured and unsecured loans on
foreign property, plant and
machinery 2,476 2,795
Secured loans on foreign real
estate, plant and machinery 289 320
Mortgage loans on land and
buildings 194 222
_______ _______
23,659 14,437
Less current maturities 593 641
_______ _______
$23,066 $13,796
_______ _______
NOTE 6: ACCOUNTS PAYABLE AND ACCRUED LIABILITIES:
A summary of accounts payable and accrued liabilities is set
forth below:
Sept. 30, 1995 Dec. 31, 1994
______________ _____________
Accounts payable $10,486 $ 9,551
Accrued payroll costs 5,043 3,838
Other accrued liabilities 5,339 4,864
_______ _______
$20,868 $18,253
_______ _______ <PAGE>
<PAGE>
FORM 10-Q
SEPTEMBER 30, 1995
PAGE 10.
NOTE 7: SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest and income taxes is set forth below:
Nine Months Ended
Sept. 30, 1995 Sept. 30, 1994
______________ ______________
Interest $1,100 $501
Income Taxes $3,201 $2,039
Cash paid for business acquisition and the fair value of assets
acquired and liabilities assumed is set forth below:
Sept. 30, 1994
______________
Fair value of assets
acquired,including $8,416
Goodwill $20,838
Liabilities assumed (8,490)
________
Cash paid for business
acquisition, subject to
final adjustment $12,348
________ <PAGE>
<PAGE>
FORM 10-Q
SEPTEMBER 30, 1995
PAGE 11.
PAXAR CORPORATION AND SUBSIDIARIES
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
OPERATING RESULTS:
The following table shows each element of the income statement as
a percent of sales for the periods indicated:
Three Months Nine Months
Ended Sept. 30 Ended Sept. 30
______________ ______________
1995 1994 1995 1994
____ ____ ____ ____
Sales 100.0% 100.0% 100.0% 100.0%
Cost of Sales 63.5 65.6 63.4 64.5
_____ _____ _____ _____
Gross Profit 36.5 34.4 36.6 35.5
Selling, general and
administrative
expenses 25.2 24.3 24.5 24.6
_____ _____ _____ _____
Operating income 11.3 10.1 12.1 10.9
Equity in net income of
affiliate (0.4) - (0.1) -
Interest expense, net 1.2 0.8 0.9 0.5
_____ _____ _____ _____
Income before taxes 10.5 9.3 11.3 10.4
Taxes on income 3.1 2.7 3.5 3.4
_____ _____ _____ _____
Net income 7.4% 6.6% 7.8% 7.0%
_____ _____ _____ _____
Third Quarter 1995 compared to 1994:
___________________________________
Sales increased to $49.3 million or 20% for the three months
ended September 30, 1995 compared to $41.0 million for the three
months ended September 30, 1994. Domestic sales increased from
$29.4 million for the three months ended September 30, 1994 to
$32.2 million for the comparable period in 1995. Foreign-based
and export sales increased from $11.6 million (28% of total
sales) for the three months ended September 30, 1994 to $17.1
million (35% of total sales) for the comparable period in 1995.
Acquisitions made in 1994 contributed $4.1 million in 1995 and
$2.3 million in 1994. The Company's apparel identification
products business grew 14% and its systems business grew 27% in
the three months ended September 30, 1995 as compared with the
three months ended September 30, 1994.
The gross profit increased to $18.0 million in the three months
ended September 30, 1995 compared to $14.1 million in the
comparable period of 1994, an increase of 27%. The gross profit
margin was 36.5% for the current period compared to 34.4% for the
three months ended September 30, 1994.<PAGE>
<PAGE>
FORM 10-Q
SEPTEMBER 30, 1995
PAGE 12.
Selling, general and administrative expenses increased to $12.4
million for the three months ended September 30, 1995 compared to
$10.0 million for the comparable period of 1994, an increase of
25%. As a percent of sales, selling, general and administrative
expenses increased to 25.2% for the three months ended September
30, 1995 compared to 24.3% for the comparable period in 1994.
Operating income increased to $5.5 million (11.3% of sales) for
the three months ended September 30, 1995 compared to $4.2
million (10.1% of sales) for the three months ended September 30,
1994.
Equity in net income of affiliate was $198,000 for the three
months ended September 30, 1995 (see Note 3).
Interest expense, net increased to $551,000 for the three months
ended September 30, 1995 compared to $323,000 for September 30,
1994. The increase is attributable to higher levels of bank
borrowings arising from the $15.0 million investment in
affiliate, on June 29, 1995.
Income before taxes increased to $5.2 million (10.5% of sales)
for the three months ended September 30, 1995 as compared with
$3.8 million (9.3% of sales) for the three months ended September
30, 1994.
The effective income tax rate was 30% for the three months ended
September 30, 1995 compared to 29% for the three months ended
September 30, 1994. The overall effective tax rate is impacted
by many factors including different statutory rates on foreign
income. The lower rate is mainly attributable to lower rates on
income derived from foreign sources, particularly from Hong Kong
and in Italy where the companies acquired in 1994 receive special
tax abatement incentives which expire from 1995 through 1999.
Net income increased in the 1995 period to $3.6 million ($0.16
per share) from $2.7 million ($0.13 per share) in the 1994
period, an increase of 33%.
Nine Months 1995 Compared to 1994:
_________________________________
Sales increased to $152.7 million for the nine months ended
September 30 1995 compared to $119.5 million for the nine months
ended September 30, 1994, an increase of 28%. Domestic sales
increased from $86.3 million for the nine months ended September
30, 1994 to $100.3 million for the comparable period in 1995.
Foreign-based and export sales increased from $33.1 million (28%
of sales) for the nine months ended September 30, 1994 to $52.4
million (34% of sales) for the comparable period in 1995.
Acquisitions made in 1994 contributed $14.7 million in 1995 and
$4.3 million in 1994. The Company's apparel identification
products business grew 28% and its systems business grew 28% in
the nine months ended September 30, 1995, as compared with the
nine months ended September 30, 1994.<PAGE>
<PAGE>
FORM 10-Q
SEPTEMBER 30, 1995
PAGE 13.
The gross profit increased to $55.8 million in the nine months
ended September 30, 1995 compared to $42.4 million in the
comparable period of 1994, an increase of 32%. The gross profit
margin increased to 36.6% in the current period compared to 35.5%
for the nine months ended September 30, 1994.
Selling, general and administrative expenses increased to $37.4
million for the nine months ended September 30, 1995 compared to
$29.4 million for the comparable period of 1994, an increase of
28%. As a percentage of sales, selling, general and
administrative expenses declined slightly to 24.5% for the nine
months ended September 30, 1995 compared to 24.6% for the
comparable period in 1994.
Operating income increased to $18.4 million (12.1% of sales) for
the nine months ended September 30, 1995 compared to $13.1
million (10.9% of sales) for the nine months ended September 30,
1994.
Equity in net income of affiliate was $198,000 for the nine
months ended September 30, 1995 (see Note 3).
Interest expense, net increased to $1,302,000 for the nine months
ended September 30, 1995 compared to $649,000 for September 30,
1994. The increase is attributable to higher levels of bank
borrowings arising from the acquisitions in May and October 1994
and the $15.0 million investment in affiliate on June 29, 1995.
Income before taxes increased to $17.3 million (11.3% of sales)
for the nine months ended September 30, 1995 as compared with
$12.4 million (10.4% of sales) for the nine months ended
September 30, 1994. The increase in pretax profit for the nine
months ended September 30, 1995 compared to September 30, 1994 is
summarized as follows:
(in millions)
Amount due to sales increase less
increased selling, general and
administrative expenses $4.1
Amount due to increase in gross
margin 1.2
Amount due to equity in net income of
affiliate 0.2
Amount due to increased interest
costs (0.7)
_____
Total $4.8
_____ <PAGE>
<PAGE>
FORM 10-Q
SEPTEMBER 30, 1995
PAGE 14.
The effective income tax rate was 31% for the nine months ended
September 30, 1995 compared to 33% for the nine months ended
September 30, 1994. The overall effective tax rate is impacted
by many factors including different statutory rates on foreign
income. The lower rate is mainly attributable to lower rates on
income derived from foreign sources, particularly from Hong Kong
and in Italy where the companies acquired in 1994 received
special tax abatement incentives which expire from 1995 through
1999.
Net income increased in the 1995 period to $12.0 million ($0.53
per share) from $8.3 million ($0.38 per share) in the 1994
period, an increase of 44%.
LIQUIDITY AND CAPITAL RESOURCES:
The table below presents the summary of cash flow for the periods
indicated:
(in millions)
Nine Months
Ended Sept. 30
______________
1995 1994
____ ____
Net cash provided by operating
activities $ 14.4 $ 7.6
Net cash used in investing activities (24.2) (20.7)
Net cash provided by financing
activities 9.4 13.7
_______ _______
Total change in cash $( 0.4) $ 0.6
_______ _______
Operating activities:
____________________
Cash provided by operating activities continues to be the
Company's primary source of funds to finance operating needs and
capital expenditures. Cash provided by operating activities as
of September 30, 1995 was $14.4 million compared to $7.6 million
in the nine months ended September 30, 1994. Depreciation and
amortization was $6.1 million during the first nine months of
1995 compared to $4.9 million in the comparable period of 1994.
Investing activities:
____________________
During the nine months ended September 30, 1995, capital
expenditures were $9.2 million compared to $8.5 million during
the nine months ended September 30, 1994. The Company
anticipates that capital expenditures for the year ending<PAGE>
<PAGE>
FORM 10-Q
SEPTEMBER 30, 1995
PAGE 15.
December 31, 1995 will approximate $13.0 million.
The Company invested $15.0 million on June 29, 1995 in a new
company jointly formed by Paxar Corporation and Odyssey Partners
L.P., which acquired Monarch Marking Systems, Inc. from Pitney
Bowes (see Note 3). On May 2, 1994, the Company acquired
Collitex, S.r.l. and Astria S.r.l. (the Collitex Group) for a
total purchase price of approximately $12.4 million (see Note 2).
The Company intends to continue its growth, in part by
acquisitions of other complementary or related businesses, and
believes that further acquisitions outside the United States
would be of important strategic value.
Financing activities:
____________________
The table below shows the components of total capital at:
(in millions)
Sept. 30, Dec. 31,
1995 1994
________ _______
Long-term debt $ 23.1 $ 13.8
Shareholder's equity 91.1 77.9
______ ______
Total capital $114.2 $ 91.7
______ ______
Long-term debt as a percent of total
capital 20.2% 15.0%
______ ______
Long-term debt increased to $23.1 million at September 30, 1995
from $13.8 million at December 31, 1994. The increase was
required to fund investing activities described above. At
September 30, 1995, long-term debt as a percent of total capital
was 20.2% compared to 15.0% at December 31, 1994.
The Company has a revolving credit agreement allowing it to
borrow up to $43 million. At September 30, 1995, there was $20.3
million available under the revolving credit agreement. The
revolving credit agreement provides for the reduction of the
commitment at the rate of $1.25 million per quarter commencing on
March 30, 1996. Any remaining balance outstanding will be due
March 30, 1999. At September 30, 1995, the Company was in
compliance with all provisions of the loan agreement.<PAGE>
<PAGE>
FORM 10-Q
SEPTEMBER 30, 1995
PAGE 16.
PART II. OTHER INFORMATION
___________________________
Item 6. Exhibits and Reports on Form 8-K
a) Exhibit Index. None.
b) Reports on Form 8-K. The Registrant filed a Current Report
on Form 8-K, dated June 29, 1995 to report that it had
entered into an agreement with Odyssey Partners L.P. to
jointly acquire Monarch Marking Systems, Inc. and certain
related companies from Pitney Bowes, Inc. An Amendment of
such report, Form 8-K, was filed on September 13, 1995.<PAGE>
<PAGE>
FORM 10-Q
SEPTEMBER 30, 1995
PAGE 17.
PAXAR CORPORATION AND SUBSIDIARIES
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act
of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned thereunto duly authorized.
PAXAR CORPORATION
______________________________
Registrant
/s/ Jack R. Plaxe
______________________________
Signature
Jack R. Plaxe
______________________________
Full Name of Signing Officer
Vice President and
Chief Financial Officer *
______________________________
Title of Signing Officer
November 14, 1995
______________________________
Date
*Mr. Plaxe has signed this Report in the dual capacity of duly
authorized officer and Chief Financial Officer.<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-30-1995
<CASH> 2,722
<SECURITIES> 0
<RECEIVABLES> 31,741
<ALLOWANCES> 0
<INVENTORY> 30,273
<CURRENT-ASSETS> 72,638
<PP&E> 81,564
<DEPRECIATION> 28,285
<TOTAL-ASSETS> 155,448
<CURRENT-LIABILITIES> 28,730
<BONDS> 0
<COMMON> 2,214
0
0
<OTHER-SE> 88,932
<TOTAL-LIABILITY-AND-EQUITY> 155,448
<SALES> 152,730
<TOTAL-REVENUES> 152,730
<CGS> 96,902
<TOTAL-COSTS> 96,902
<OTHER-EXPENSES> 0
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<INCOME-TAX> 5,315
<INCOME-CONTINUING> 11,980
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<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 11,980
<EPS-PRIMARY> 0.53
<EPS-DILUTED> 0
</TABLE>
