AIRGAS INC
8-K, 1996-10-25
CHEMICALS & ALLIED PRODUCTS
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                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, DC  20549


                                   FORM 8-K

                                CURRENT REPORT


                     Pursuant to Section 13 or 15 (d) of
                     the Securities Exchange Act of 1934


              Date of Report (date of earliest event reported): 
                                October 24, 1996


                                 AIRGAS, INC.
             ______________________________________________________
             (Exact name of registrant as specified in its charter)



   Delaware                1-9344               56-0732648  
_______________    _______________________    _____________
(State or other    (Commission File Number)   (I.R.S. Employer
jurisdiction of                                Identification
incorporation)                                 No.)



                      100 Matsonford Road, Suite 550
                            Radnor, PA  19087           
                    _______________________________________
                    (Address of principal executive offices)



Registrant's telephone number, including area code: (610) 687-5253
                                                    _______________














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Item 5. Other Events.
        ____________

On October 24, 1996, Airgas, Inc. reported its earnings for the second quarter
ended September 30, 1996. The earnings report is described  in the press
release attached as Exhibit 99 and incorporated herein by reference.


Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits
         __________________________________________________________________

(a)  None

(b)  None

(c)  Exhibits.

     99  Press Release dated October 24, 1996







































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                                  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 hereunto duly authorized.

                         AIRGAS, INC.




                    BY:  /s/ Jeffrey P. Cornwell
                         _______________________
                         (Jeffrey P. Cornwell)
                         Vice President - Finance and
                         Corporate Controller


DATED:     October 25, 1996







































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                                        For more information:
                                        Jeffrey P. Cornwell
                                        James N. Borum
                                        (610) 687-5253

AIRGAS, INC. REPORTS RECORD EARNINGS AND CASH FLOW 
IN SECOND QUARTER

RADNOR, Pennsylvania, October 24, 1996
      Airgas, Inc. (NYSE-ARG) reported today record quarterly earnings and cash
flow.  Net earnings increased 21% to $11,310,000 or $.17 per share during the
second quarter ended September 30, 1996, from $9,335,000 or $.14 per share in
the second quarter last year.  After tax cash flow (net earnings plus
depreciation, amortization and deferred income taxes) increased 22% to
$28,726,000 or $.42 per share from $23,625,000 in the second quarter last
year.

      The increase in net earnings was primarily due to an increase in gross
profits as a result of same-store distribution sales growth of approximately
3%, and earnings and cash flow generated by the 44 distribution businesses
acquired since July 1, 1995. 

      Peter McCausland, Chairman and Chief Executive Officer, commented, The
Airgas troops came through again with another solid performance despite all of
the consolidation and integration activity and an industrial economy which is
less than robust.  We are making significant progress assimilating the large
number of recent acquisitions.  Gas and cylinder rent are showing positive
sales and gross margin trends.  We are looking forward to a good second half.

      Net sales increased 40% to $278,712,000 during the second quarter ended
September 30, 1996 over the same period in the prior year primarily due to the
acquisition of 44 distribution businesses since July 1, 1995 and the increase
in same-store sales.

SIX MONTHS ENDED SEPTEMBER 30, 1996

      Net earnings increased 20% to $22,460,000 or $.33 per share during the
six months ended September 30, 1996, from $18,789,000 or $.29 per share last
year.  After tax cash flow increased 22% to a record $56,497,000 or $.84 per
share from $46,326,000 in the prior year.

      The increase in net earnings was primarily due to an increase in gross
profits from higher same-store distribution sales, and earnings and cash flow
generated by the distribution businesses acquired since April 1, 1995.  

      Net sales increased 41% to $552,810,000 during the six months ended
September 30, 1996 over the same period in the prior year primarily due to the
acquisition of 56 distribution businesses since April 1, 1995.

      Currently, the Airgas distributor network includes over 550 locations in
 38 states, Mexico and Canada.Airgas is the largest distributor of
 industrial, medical and specialty gases and related equipment in North America.



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      Consolidated statements of earnings follow on page 3.

Note: The statements in this press release relating to matters that are not
historical are forward-looking statements that involve important factors that
could cause actual results to differ materially from those anticipated.
Cautionary statements identifying such important factors are described in
reports, including the Form 8-K, dated May 7, 1996, filed by Airgas with the
Securities and Exchange Commission.



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AIRGAS, INC.
                             CONSOLIDATED STATEMENTS OF EARNINGS
                        (Amounts in thousands, except per share data)
                                         (Unaudited)
      
                                              
                                    Three Months Ended      Six Months Ended
                                       September 30,        September 30,
                                    1996          1995      1996       1995

Net sales:                                    
      Distribution                  $249,150   $190,456     $497,279 $376,090
      Direct Industrial               20,437          -       36,889        -
      Manufacturing                    9,125      8,574       18,642   17,212
                                     -------    -------      -------  -------
            Total net sales          278,712    199,030      552,810  393,302
                                     -------    -------      -------  -------
Costs and expenses:
      Cost of products sold (excluding
       depreciation and amortization)               
         Distribution                123,753      93,424     250,343   184,345 
         Direct Industrial            15,537           -      28,969         -
         Manufacturing                 5,847       5,293      12,177    11,029  
      Selling, distribution and
       administrative expenses        89,544      66,997     175,731   132,134
      Depreciation and amortization   15,023      11,172      29,261    21,613
                                     -------     -------     -------   -------
 Total costs and expense             249,704     176,886     496,481   349,121
                                     -------     -------     -------   -------
Operating income:
      Distribution                    26,578      20,260      51,522    40,739
      Direct Industrial                  638           -       1,182         -
      Manufacturing                    1,792       1,884       3,625     3,442
                                      ------      ------      ------    ------
            Total operating income    29,008      22,144      56,329    44,181
   
Interest expense, net                 (9,753)     (5,867)    (18,034)  (11,455)
Other income, net                         70         155         351       366
Equity in earnings of unconsolidated 
 affiliate                               114           -         114         -
Minority interest                       (152)       (174)       (381)     (365)
                                      ------      ------      ------    ------
      Earnings before income taxes    19,287      16,258      38,379    32,727

Income taxes                           7,977       6,923      15,919    13,938
                                     -------     -------     -------   -------
      Net earnings                   $11,310     $ 9,335     $22,460   $18,789
                                     =======     =======     =======   =======
Earnings per share                   $   .17     $   .14     $   .33   $   .29
                                     =======     =======     =======   =======
Weighted average shares               67,660      65,352      67,350    65,212
                                     =======     =======     =======   =======



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