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 13 weeks ended March 28, 1998
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 1-9256
__________________
PREMARK INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Delaware 36-3461320
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1717 Deerfield Road, Deerfield, Illinois 60015
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (847) 405-6000
Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities 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_______
As of May 5, 1998, 62,055,231 shares of the Common Stock, $1.00
par value, of the Registrant were outstanding.
<PAGE>
PART I
FINANCIAL INFORMATION
Item 1. Financial Statements
a) Financial Statements of Registrant
Page
Index Number
Condensed Consolidated Statement of Income
(Unaudited) for the 13 week periods ended
March 28, 1998 and March 29, 1997................ 2
Condensed Consolidated Balance Sheet
as of March 28, 1998 (Unaudited) and
December 27, 1997................................ 3
Condensed Consolidated Statement of Cash Flows
(Unaudited) for the 13 week periods ended
March 28, 1998 and March 29, 1997................ 5
Notes to Condensed Consolidated
Financial Statements (Unaudited)................. 6
The condensed consolidated financial statements of the Registrant
included herein have been prepared, without audit, pursuant to
the rules and regulations of the Securities and Exchange
Commission. Although certain information normally included in
financial statements prepared in accordance with generally
accepted accounting principles has been condensed or omitted, the
Registrant believes that the disclosures are adequate to make the
information presented not misleading. It is suggested that these
condensed consolidated financial statements be read in
conjunction with the financial statements and the notes thereto
included in the Annual Report on Form 10-K of the Registrant for
its fiscal year ended December 27, 1997.
The condensed consolidated financial statements included herein
reflect all adjustments, consisting only of normal recurring
items, which, in the opinion of management, are necessary to
present a fair statement of the results for the interim periods
presented.
The results for interim periods are not necessarily indicative of
trends or of results to be expected for a full year.
<PAGE>
PREMARK INTERNATIONAL, INC.
CONDENSED CONSOLIDATED STATEMENT OF INCOME
(Unaudited)
13 Weeks Ended
-------------------
March 28, March 29,
1998 1997
-------- --------
(In millions, except per share data)
Net sales................................... $ 616.4 $ 545.6
-------- --------
Costs and expenses:
Cost of products sold..................... 391.1 342.2
Delivery, sales, and
administrative expense.................. 184.5 168.7
Interest expense.......................... 3.6 2.9
Interest income........................... (1.2) (3.2)
Other (income) expense, net............... (0.4) 0.6
-------- --------
Total costs and expenses............... 577.6 511.2
-------- --------
Income before income taxes.................. 38.8 34.4
Provision for income taxes.................. 14.9 13.6
-------- --------
Net income.................................. 23.9 20.8
Retained earnings, beginning of period...... 749.7 688.2
Cash dividends declared..................... (5.6) (5.0)
Cost of treasury stock issued
in excess of option exercise prices....... (7.7) (3.6)
-------- --------
Retained earnings, end of period............ $ 760.3 $ 700.4
======== ========
Net income per common share................. $ 0.39 $ 0.33
======== ========
Net income per common share--
assuming dilution......................... $ 0.37 $ 0.32
======== ========
Average number of common shares
outstanding............................... 61.9 62.7
======== ========
Average number of common shares
and assumed conversions................... 64.8 65.6
======== ========
Dividends declared per common share......... $ 0.09 $ 0.08
======== ========
See accompanying Notes to Condensed Consolidated Financial
Statements (Unaudited).
- 2 -
<PAGE>
PREMARK INTERNATIONAL, INC.
CONDENSED CONSOLIDATED BALANCE SHEET
ASSETS
March 28,
1998 December 27,
(Unaudited) 1997
--------- ---------
(In millions)
Cash and cash equivalents................. $ 123.8 $ 151.3
Accounts and notes receivable............. 426.5 446.2
Less allowances for
doubtful accounts..................... (17.7) (18.1)
--------- ---------
408.8 428.1
Inventories............................... 428.7 394.0
Deferred income tax benefits.............. 68.9 68.8
Prepaid expenses.......................... 35.7 35.2
--------- ---------
Total current assets.................. 1,065.9 1,077.4
--------- ---------
Property, plant, and equipment............ 1,021.6 986.0
Less accumulated depreciation........... (561.4) (550.9)
--------- ---------
460.2 435.1
Intangibles, net of accumulated
amortization............................ 173.7 172.2
Other assets.............................. 78.8 81.1
--------- ---------
Total assets.......................... $1,778.6 $1,765.8
========= =========
See accompanying Notes to Condensed Consolidated Financial
Statements (Unaudited).
- 3 -
<PAGE>
PREMARK INTERNATIONAL, INC.
CONDENSED CONSOLIDATED BALANCE SHEET
LIABILITIES AND SHAREHOLDERS' EQUITY
March 28,
1998 December 27,
(Unaudited) 1997
--------- ---------
(In millions)
Accounts payable........................... $ 135.3 $ 135.2
Short-term borrowings and current
portion of long-term debt................ 12.9 14.7
Accrued liabilities........................ 387.7 395.4
--------- ---------
Total current liabilities.............. 535.9 545.3
--------- ---------
Long-term debt............................. 112.6 112.3
Accrued postretirement benefit cost........ 126.0 124.2
Other liabilities.......................... 80.3 76.1
Shareholders' equity:
Preferred stock, $1.00 par value,
authorized 50,000,000 shares;
issued -- none......................... - -
Series A Junior Participating
Preferred stock, $1.00 par value,
authorized 1,000,000 shares;
issued - none.......................... - -
Common stock, $1.00 par value,
authorized 200,000,000 shares;
issued -- 69,003,840 shares............ 69.0 69.0
Capital surplus............................ 352.1 348.9
Retained earnings.......................... 760.3 749.7
Treasury stock, 6,964,023 shares at
March 28, 1998 and 7,201,201 shares
at December 27, 1997, at cost............ (229.8) (236.1)
Unearned portion of restricted
stock issued for future service.......... (2.2) (1.5)
Accumulated other comprehensive income..... (25.6) (22.1)
--------- ---------
Total shareholders' equity............. 923.8 907.9
--------- ---------
Total liabilities and
shareholders' equity................. $1,778.6 $1,765.8
========= =========
See accompanying Notes to Condensed Consolidated Financial
Statements (Unaudited).
- 4 -
<PAGE>
PREMARK INTERNATIONAL, INC.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
13 Weeks Ended
-------------------
March 28, March 29,
1998 1997
-------- --------
(In millions)
Cash flows from operating activities:
Net income................................ $ 23.9 $ 20.8
Adjustments to reconcile net income to
net cash provided by operating
activities:
Depreciation and amortization......... 19.4 16.0
Changes in assets and liabilities:
Accounts and notes receivable....... 28.7 26.9
Inventory........................... (15.0) (19.2)
Accounts payable and
accrued liabilities............... (39.9) (11.7)
Current income taxes................ 3.5 11.9
Deferred income taxes............... - (0.2)
Prepaid expenses.................... (3.0) (0.3)
Other............................... 9.0 3.2
-------- --------
Net cash provided by
operating activities............ 26.6 47.4
-------- --------
Cash flows from investing activities:
Capital expenditures...................... (20.3) (19.7)
Sales of short-term investments........... - 59.3
Business acquisitions..................... (24.2) (2.0)
Other..................................... 0.4 (0.1)
-------- --------
Net cash (used in) provided by
investing activities............ (44.1) 37.5
-------- --------
Cash flows from financing activities:
Net proceeds from short-term borrowings... 1.9 3.3
Repayment of long-term debt............... (3.9) -
Proceeds from exercise of stock options... 2.7 1.7
Purchase of treasury stock................ (4.7) (8.3)
Payment of dividends...................... (5.6) (5.1)
-------- --------
Net cash used in
financing activities............ (9.6) (8.4)
-------- --------
Effect of exchange rate changes on cash
and cash equivalents...................... (0.4) (1.6)
-------- --------
Net (decrease) increase in cash
and cash equivalents...................... $ (27.5) $ 74.9
======== ========
See accompanying Notes to Condensed Consolidated Financial
Statements (Unaudited).
- 5 -
<PAGE>
PREMARK INTERNATIONAL, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1: Basis of Presentation
The accompanying unaudited condensed consolidated financial
statements have been prepared in accordance with the instructions
to Form 10-Q and therefore do not include all information and
footnotes necessary for a fair presentation of financial
position, results of operations, and changes in financial
position in conformity with generally accepted accounting
principles. In the opinion of management, the unaudited
condensed consolidated financial statements include all
adjustments, consisting only of normal recurring items, necessary
for a fair presentation of financial position and results of
operations. The results of operations of any interim period are
not necessarily indicative of the results that may be expected
for a full fiscal year.
Note 2: Inventories
Inventories, by component, are summarized as follows (in
millions):
March 28, December 27,
1998 1997
----------- -----------
Finished goods.................. $ 219.8 $ 207.4
Work in process................. 34.9 14.8
Raw materials and supplies...... 174.0 171.8
-------- --------
Total inventories $ 428.7 $ 394.0
======== ========
Note 3: Comprehensive Income
The components of comprehensive income, net of related tax, for
the 13 week periods ended March 28, 1998 and March 29, 1997 are
as follows:
1998 1997
-------- --------
Net income.............................. $ 23.9 $ 20.8
Foreign currency translation
adjustments........................... (3.5) (7.0)
-------- --------
Comprehensive income.................... $ 20.4 $ 13.8
======== ========
Accumulated other comprehensive income, net of related tax
benefits, at March 28, 1998 and December 27, 1997, is comprised
solely of foreign currency translation adjustments.
Note 4: Net Income per Share
In 1997, the company adopted Statement of Financial Accounting
Standards No. 128, "Earnings per Share" ("SFAS No. 128"). Under
the statement, the calculation of primary and fully diluted
earnings per share has been replaced with basic and diluted
earnings per share. Unlike primary earnings per share, basic
earnings per share excludes any dilutive effect of options.
Diluted earnings per share is very similar to the previously
reported fully diluted earnings per share. All earnings per
share amounts for all periods have been presented, and, where
appropriate, restated to conform to the SFAS No. 128
requirements.
The following table sets forth the computation of basic and
diluted earnings per share.
13 Weeks Ended
-------------------
March 28, March 29,
1998 1997
-------- --------
(In millions)
Numerator for both basic and diluted
earnings per share--net income............ $ 23.9 $ 20.8
======== ========
Denominator for basic earnings per
share--weighted average shares............ 61.9 62.7
Plus: Effect of dilutive securities--
employee stock options.................... 2.9 2.9
-------- --------
Denominator for diluted earnings per
share--weighted average shares and
assumed conversions....................... 64.8 65.6
======== ========
Basic earnings per share.................... $ 0.39 $ 0.33
======== ========
Diluted earnings per share.................. $ 0.37 $ 0.32
======== ========
Options to purchase 778,500 shares of common stock at $32.25 per
share were outstanding during 1998 but were not included in the
computation of diluted earnings per share because the options'
exercise price was greater than the average market price of the
common shares and, therefore, the effect would be antidilutive.
Note 5: Acquisitions
In early fiscal 1998, Wilsonart completed the acquisition of the
Resopal (German) and Arborite (Canadian) decorative laminate
businesses from Forbo Holdings AG for approximately $15 million,
subject to final balance sheet adjustments. In addition, the
company's Food Equipment Group completed the acquisition of
Somat Corporation, a manufacturer of commercial waste systems,
for $3.4 million and Wittco Foodservice Equipment, Inc., a
manufacturer of cooking equipment, primarily warming, holding and
display cabinets, for $5.7 million.
Note 6: Subsequent Events
In the first quarter of 1998, the company announced that, subject
to regulatory approval, its Food Equipment Group had agreed to
acquire Traulsen & Co., Inc., a manufacturer of commercial
refrigeration equipment, for approximately $41 million, which
includes the assumption of approximately $4 million in debt. The
acquisition was completed on April 30, 1998.
In April 1998, the company announced that Wilsonart had acquired
a majority position in a joint venture in Thailand for
approximately $10 million. This joint venture will provide
Wilsonart manufacturing capacity for laminate in the Far East.
- 6 -
<PAGE>
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
The following is a discussion of the results of operations for
the 13 weeks ended March 28, 1998, compared with the 13 weeks
ended March 29, 1997, and changes in financial condition during
the 13 weeks ended March 28, 1998.
Net Sales
Net sales for the first quarter of 1998 were a record $616.4
million, an increase of 13% compared with net sales of $545.6
million in 1997. Record sales occurred at the Food Equipment
Group, Wilsonart and Precor. West Bend's sales declined
substantially, while Florida Tile's sales were flat with 1997.
Costs and Expenses
Cost of products sold as a percentage of net sales was 63.4% for
the first quarter of 1998 compared with 62.7% in the first
quarter of 1997. The increase was due to higher manufacturing
costs at Wilsonart's first quarter 1998 acquisitions, coupled
with lower production levels at Florida Tile. These items more
than offset improved manufacturing efficiencies at the Food
Equipment Group's European and U.S. sectors.
Delivery, sales and administrative expense as a percent of net
sales was 29.9% for the first quarter of 1998 compared with 30.9%
in the first quarter of 1997. The improvement is principally due
to lower expenses at the Food Equipment Group's European sector
due in part to the absence in 1998 of a provision for reduction
in force and benefits from previous reductions in personnel.
Net Interest Expense
Interest expense, net of interest income, was $2.4 million in the
first quarter of 1998 versus net interest income of $0.3 million
in the first quarter of 1997. The increase in net interest
expense in 1998 was due to a lower cash position as well as a
change in the investment vehicles chosen for cash, resulting in
less cash being invested in interest-bearing instruments. The
majority of income on cash investments is included in other
income in 1998.
Tax Rate
The effective tax rate was 38.5% for the first quarter of 1998,
compared with 39.5% for the first quarter of 1997, and 40.6% for
the year ended December 27, 1997. In 1998, the company had lower
foreign income taxes compared with the first quarter of 1997.
The full year 1997 rate represents the company's inability to
realize fully the tax benefit of a charge associated with the
global restructuring of the Food Equipment Group.
Net Income
Net income improved nearly 15% to $23.9 million, or 37 cents per
diluted share, in 1998 from $20.8 million, or 32 cents per
diluted share, in 1997. A significant improvement in
profitability at the Food Equipment Group and Wilsonart more than
offset declines at Florida Tile, West Bend and Precor, along with
higher net interest expense.
Segment Results
Food Equipment Group
Net sales for the first quarter of 1998 were $312.9 million, an
increase of 8% compared with $289.8 million in the same period in
1997. Excluding the negative impact of a stronger U.S. dollar,
sales for the group rose more than 10%, driven by increases in
all areas and the effect of acquisitions. Segment profit was
$18.4 million, an increase of nearly 71% from $10.8 million
reported in the same period in 1997, due to improvements in all
areas and the absence of a provision taken in 1997 for reduction
in force. International operations accounted for 40% of segment
sales and 35% of segment profit for the quarter.
U.S. sales rose nearly 9% to $186.4 million as the inclusion of
Baxter, acquired in the fourth quarter of 1997, growth in all
channels at Hobart, and improvement at Vulcan Hart more than
offset lower export volume. Excluding acquisitions, sales grew
3%. Segment profit of $11.9 million rose 14% from the first
quarter of 1997. Higher sales and production volumes more than
offset increases in marketing and administrative expenses.
European sales rose nearly 8% for the first quarter of 1998 to
$102.6 million. On a local currency basis, European sales
climbed nearly 14% for the quarter, reflecting the acquisition of
Eurotec in the second quarter of 1997 and gains in several
countries, notably the U.K. Excluding Eurotec, sales increased
3%. Segment profit for the sector was $5.7 million for the first
quarter of 1998 versus a breakeven position in the same period
last year. The improvement was due to the higher local currency
sales, favorable manufacturing variances and the absence of
1997's $2.4 million provision for organizational changes.
Sales for the other international operations of $23.9 million
grew by 4% in the first quarter to a record level. On a local
currency basis, sales rose 12%. Growth in Canada and Latin
America more than offset a decline in the Asia Pacific countries.
Segment profit for the first quarter rose substantially from last
year to $0.8 million due to the absence of a 1997 inventory
adjustment in Australia, which more than offset startup costs in
several small markets.
Decorative Products
Net sales were $233.2 million for the first quarter of 1998, an
increase of 28% compared with $181.9 million in the same period
in 1997. Segment profit of $18.1 million in the first quarter of
1998, however, was a 1% decline from a profit of $18.3 million in
the first quarter last year.
Wilsonart reported record sales and profit for the first quarter
of 1998. Sales increased 36% versus the same period in 1997,
principally reflecting higher volume, growth related to the
laminate flooring products, as well as the impact of the
acquisition of Aborite and Resopal. Absent the acquisitions,
sales would have grown 18%. Segment profit rose 18% on higher
volume and improved pricing, despite marketing expenses
associated with new product introductions, and a loss at Arborite
and Resopal.
Florida Tile's sales were flat compared to last year, as a 4%
growth in volume was offset by competitive pricing pressures. A
segment loss was reported versus a segment profit in 1997,
reflecting lower production volumes in order to keep inventory
levels consistent with sales.
Consumer Products
Net sales were $70.3 million for the first quarter of 1998, a
decline of 5% compared with $73.9 million in the same period in
1997. Segment profit for the quarter was $7.0 million versus
$8.0 million last year.
West Bend's sales dropped 22% from 1997. Housewares sales
declined 23% from last year, reflecting lower volumes in most
products, especially bread makers. Direct-to-the-home cookware
sales also fell significantly, dropping 19% from 1997, reflecting
lower private label volume. Segment profit declined
substantially as a result of the lower volume, partially offset
by improved manufacturing efficiencies in the cookware sector and
lower operating expenses.
Precor had a 20% growth in sales to record levels on the strength
of a large increase in sales of the elliptical cross trainer
product, which more than offset a decline in treadmills. The
unit's segment profit decreased slightly from 1997 as a result of
increased new product development efforts.
Financial Condition
In early fiscal 1998, the company completed the acquisition of
the Resopal and Arborite decorative laminate businesses from
Forbo Holdings AG for approximately $15 million. In addition,
the company purchased Somat Corporation for $3.4 million and
Wittco Foodservice Equipment, Inc. for $5.7 million. Funds used
to purchase these companies came from available cash.
Net cash provided by operating activities in the first quarter of
1998 was $26.6 million compared with $47.4 million in the first
quarter of 1997. The lower cash generation in 1998 primarily
reflects a larger decrease in accounts payable and accrued
liabilities than in 1997, as well as higher income tax payments.
Net cash used in investing activities in 1998 was primarily
reflective of the acquisitions made during the first quarter of
Arborite, Resopal, Somat and Wittco. Capital expenditures
totaled $20.3 million and $19.7 million in 1998 and 1997,
respectively. Net cash provided by investing activities last
year was primarily due to sales of short-term investments.
Net cash used in financing activities was $9.6 million for the
first quarter of 1998 versus $8.4 million in 1997. The slight
increase in cash used between years reflects a slight decrease in
debt this year versus an increase in borrowings last year,
partially offset by lower repurchases of treasury stock in 1998.
The total debt-to-capital ratio at the end of the first quarter
of 1998 was 12.0%, compared with 12.2% at the end of the first
quarter of 1997 and 12.3% as of December 27, 1997. The lower
ratio as of March 28, 1998, compared with the other periods
reflects the impact of a higher equity balance.
Working capital as of March 28, 1998 decreased by $2.1 million
from December 27, 1997. The largest changes among the components
of working capital were a decrease in cash and cash equivalents
and accounts and notes receivable, offset by higher net
inventories and slightly lower accrued liabilities.
As of March 28, 1998, unused lines of credit were approximately
$458.5 million, including $250 million under a revolving credit
agreement that expires in October, 2002. Future cash flows,
lines of credit and other short-term financing are expected to be
adequate to fund operating and investing activities.
In August 1996, the company announced it would repurchase 6
million of its shares, with volume and timing to depend on market
conditions. Purchases will be made in the open market or through
other transactions and will be financed through available cash,
cash flow from operations or issuance of additional debt. Under
this plan, through March 28, 1998, and May 5, 1998, respectively,
the company has repurchased 2,295,000 shares and 2,357,000 shares
at an average cost of $27 per share for both periods.
<PAGE>
PART II
OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits (numbered in accordance with Item 601 of
Regulation S-K)
(27) Financial Data Schedules for the first quarter
of 1998 and 1997 are filed as exhibits to this
Report
(b) Reports on Form 8-K
During the quarter, the Registrant did not file any
current Reports on Form 8-K.
<PAGE>
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.
PREMARK INTERNATIONAL, INC.
By: John M. Costigan
-------------------------
Senior Vice President,
General Counsel and Secretary
By: Lawrence B. Skatoff
-------------------------
Senior Vice President and
Chief Financial Officer
Deerfield, Illinois
May 11, 1998
<PAGE>
EXHIBIT INDEX
Exhibit No. Description
(27) Financial Data Schedules for the first fiscal
quarter of 1998 and 1997 are filed as exhibits
to this Report.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
PREMARK INTERNATIONAL, INC.'S FIRST QUARTER 1998 FINANCIAL STATEMENTS
AS FILED IN ITS QUARTERLY REPORT ON FORM 10-Q AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-26-1998
<PERIOD-START> DEC-28-1997
<PERIOD-END> MAR-28-1998
<CASH> 123,800
<SECURITIES> 0
<RECEIVABLES> 426,500
<ALLOWANCES> 17,700
<INVENTORY> 428,700
<CURRENT-ASSETS> 1,065,900
<PP&E> 1,021,600
<DEPRECIATION> 561,400
<TOTAL-ASSETS> 1,778,600
<CURRENT-LIABILITIES> 535,900
<BONDS> 112,600
0
0
<COMMON> 69,000
<OTHER-SE> 854,800
<TOTAL-LIABILITY-AND-EQUITY> 1,778,600
<SALES> 616,400
<TOTAL-REVENUES> 616,400
<CGS> 391,100
<TOTAL-COSTS> 391,100
<OTHER-EXPENSES> (400)
<LOSS-PROVISION> 1,100
<INTEREST-EXPENSE> 3,600
<INCOME-PRETAX> 38,800
<INCOME-TAX> 14,900
<INCOME-CONTINUING> 23,900
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 23,900
<EPS-PRIMARY> 0.39
<EPS-DILUTED> 0.37
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
PREMARK INTERNATIONAL, INC.'S FIRST QUARTER 1997 FINANCIAL STATEMENTS
AS FILED IN ITS QUARTERLY REPORT ON FORM 10-Q AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-27-1997
<PERIOD-START> DEC-29-1996
<PERIOD-END> MAR-29-1997
<CASH> 205,100
<SECURITIES> 25,000
<RECEIVABLES> 368,900
<ALLOWANCES> 17,600
<INVENTORY> 347,800
<CURRENT-ASSETS> 1,039,900
<PP&E> 941,800
<DEPRECIATION> 524,100
<TOTAL-ASSETS> 1,645,300
<CURRENT-LIABILITIES> 450,000
<BONDS> 111,900
0
0
<COMMON> 69,000
<OTHER-SE> 809,600
<TOTAL-LIABILITY-AND-EQUITY> 1,645,300
<SALES> 545,600
<TOTAL-REVENUES> 545,600
<CGS> 342,200
<TOTAL-COSTS> 342,200
<OTHER-EXPENSES> 600
<LOSS-PROVISION> 1,375
<INTEREST-EXPENSE> 2,900
<INCOME-PRETAX> 34,400
<INCOME-TAX> 13,600
<INCOME-CONTINUING> 20,800
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 20,800
<EPS-PRIMARY> 0.33
<EPS-DILUTED> 0.32
</TABLE>
