UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON DC 20549
FORM 10-Q
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 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 1-9887
--------------------
OREGON STEEL MILLS, INC.
(Exact name of registrant as specified in its charter)
Delaware 94-0506370
- ----------------------------------------------------------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
1000 Broadway Building, Suite 2200, Portland, Oregon 97205
- ----------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(503) 223-9228
- ----------------------------------------------------------------------
(Registrant's telephone number, including area code)
- ----------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed
since last report)
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Sections 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
---- ----
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.
Common Stock, $.01 Par Value 19,421,643
---------------------------- -----------------------------
Class Number of Shares Outstanding
(as of April 30, 1995)
<PAGE>
OREGON STEEL MILLS, INC.
INDEX
Page
----
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets
March 31, 1995 (unaudited)
and December 31, 1994 . . . . . . . . . 2
Consolidated Statements of Income
(unaudited)
Three months ended March 31, 1995
and 1994 . . . . . . . . . . . . . . . . 3
Consolidated Statements of Cash Flows
(unaudited)
Three months ended March 31, 1995
and 1994 . . . . . . . . . . . . . . . . 4
Notes to Consolidated Financial
Statements (unaudited) . . . . . . . . . 5 - 6
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations . . . . . . . . . . . . . . . 7 - 10
PART II. OTHER INFORMATION
Item 4. Submission of Matters to a
Vote of Security Holders . . . . . . . . . 11
Item 6. Exhibits and Reports on Form 8-K . . . . . 11
SIGNATURES . . . . . . . . . . . . . . . . . . . . . . 11
1
<PAGE>
OREGON STEEL MILLS, INC.
CONSOLIDATED BALANCE SHEETS
(In thousands)
March 31, December 31,
1995 1994
(Unaudited)
----------- ------------
ASSETS
Current assets:
Cash and cash equivalents $ 1,622 $ 5,039
Trade accounts receivable, net 77,219 80,203
Inventories 143,412 160,788
Other current assets 9,267 7,661
Deferred tax asset 5,775 5,775
--------- --------
Total current assets 237,295 259,466
--------- --------
Property, plant and equipment:
Land and improvements 28,454 28,319
Buildings 37,028 36,943
Machinery and equipment 291,027 230,019
Construction in progress 109,252 139,842
--------- --------
465,761 435,123
Accumulated depreciation (101,885) (97,027)
--------- --------
363,876 338,096
--------- --------
Excess of cost over net assets
acquired 42,299 42,569
Other assets 27,282 25,602
--------- --------
$ 670,752 $665,733
========= ========
LIABILITIES
Current liabilities:
Current portion of long-term debt $ 5,467 $ 5,302
Accounts payable 76,412 85,618
Accrued expenses 29,904 24,692
Other taxes payable 2,425 2,374
--------- --------
Total current liabilities 114,208 117,986
Long-term debt 195,013 187,935
Deferred employee benefits 17,115 17,661
Other deferred liabilities 36,477 36,609
Deferred income taxes 12,705 10,725
--------- --------
375,518 370,916
--------- --------
Minority interests 19,174 18,934
--------- --------
STOCKHOLDERS' EQUITY
Common stock 194 194
Additional paid-in capital 150,825 150,090
Retained earnings 129,342 130,145
--------- --------
280,361 280,429
Cumulative foreign currency
translation adjustment (4,301) (4,546)
--------- --------
276,060 275,883
--------- --------
$ 670,752 $665,733
========= ========
The accompanying notes are an integral part of the
consolidated financial statements.
2
<PAGE>
OREGON STEEL MILLS, INC.
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except tonnage and per share amounts)
(Unaudited)
Three Months Ended March 31,
----------------------------
1995 1994
--------- --------
Sales $187,017 $218,865
Costs and expenses:
Cost of sales 170,278 198,156
Selling, general and
administrative expenses 10,829 12,306
Contribution to employee stock
ownership plan 334 250
Profit participation 735 651
-------- --------
Operating income 4,841 7,502
Other income (expense):
Interest and dividend income 68 133
Interest expense (1,883) (1,045)
Other income (expense), net 150 (44)
Minority interests (96) (598)
-------- --------
Income before income taxes 3,080 5,948
Income tax expense (1,170) (2,261)
-------- --------
Net income $ 1,910 $ 3,687
======== ========
Primary and fully diluted net income per
common and common equivalent share $.10 $.18
Dividends declared per common share $.14 $.14
Weighted average common shares
and common share equivalents
outstanding 20,005 19,966
Tonnage sold 395,100 422,000
The accompanying notes are an integral part of the consolidated
financial statements.
3
<PAGE>
<TABLE>
OREGON STEEL MILLS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
<CAPTION>
Three Months Ended March 31,
----------------------------
1995 1994
----------- ---------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 1,910 $ 3,687
Adjustments to reconcile net income to net
cash provided (used) by operating activities:
Depreciation 4,930 5,351
Amortization 186 341
Deferred income tax provision 1,980 1,383
Accrual for contribution of common stock
to employee stock ownership plan 333 250
Loss on disposal of property, plant
and equipment 8 5
Minority interests' share of income 240 598
Other, net 79 529
Changes in current assets and
liabilities 21,058 (19,768)
--------- --------
NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES 30,724 (7,624)
--------- --------
Cash flows from investing activities:
Additions to property, plant and equipment (38,321) (19,939)
Other, net (484) (1)
--------- --------
NET CASH USED IN INVESTING ACTIVITIES (38,805) (19,940)
--------- --------
Cash flows from financing activities:
Net borrowings (payments) under revolving loan agreements (1,590) 30,535
Net borrowings from Senior Credit Facilities 10,000 -
Other reductions of debt (1,165) (931)
Dividends paid (2,713) (2,709)
Other, net (47) (3)
--------- ---------
NET CASH PROVIDED BY FINANCING ACTIVITIES 4,485 26,892
--------- ---------
Effects of foreign currency exchange rate changes on cash 179 (7)
--------- ---------
Net decrease in cash and cash equivalents (3,417) (679)
Cash and cash equivalents at beginning of period 5,039 9,623
--------- ---------
Cash and cash equivalents at end of period $ 1,622 $ 8,944
========= =========
Supplemental disclosures of cash flow information:
Cash paid for:
Interest $3,293 $2,011
Income taxes $ (148) $233
NON-CASH OPERATING, INVESTING AND FINANCING ACTIVITIES:
At March 31, 1995 and December 31, 1994, the Company had financed property, plant and equipment with accounts
payable of $12.2 million and $18.6 million, respectively.
The accompanying notes are an integral part of the consolidated financial statements.
4
</TABLE>
<PAGE>
OREGON STEEL MILLS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Basis of Presentation
---------------------
The consolidated financial statements include the accounts of
Oregon Steel Mills, Inc. and its subsidiaries (the "Company").
All significant intercompany balances and transactions have been
eliminated upon consolidation. Certain previously reported
amounts have been reclassified to conform with current period
presentation.
The unaudited financial statements include all adjustments
(consisting of normal recurring accruals) which, in the opinion
of management, are necessary for a fair presentation of the
interim periods. Results for an interim period are not
necessarily indicative of results for a full year. Reference
should be made to the Company's 1994 Annual Report on Form 10-K
for additional disclosures including a summary of significant
accounting policies.
2. Inventories
-----------
Inventories consist of:
March 31, December 31,
1995 1994
--------- ------------
(In thousands)
Raw materials $ 27,369 $ 37,389
Semi-finished product 43,254 50,033
Finished product 51,546 50,320
Stores and operating supplies 21,243 23,046
-------- --------
$143,412 $160,788
======== ========
3. Common Stock
------------
In February 1995 the Company contributed approximately 44,300
shares of common stock ("Common Stock") of the Company to the
Employee Stock Ownership Plan (the "ESOP") in payment of a
$736,000 liability accrued in 1994. In February 1994 the
Company contributed approximately 29,600 shares of Common Stock
to the ESOP in payment of a $753,000 liability accrued in 1993.
On April 28, 1995, the Board of Directors declared a quarterly
cash dividend of 14 cents per share to be paid May 31, 1995, to
stockholders of record as of May 12, 1995.
4. Contingencies
-------------
ENVIRONMENTAL. All material environmental remediation
liabilities which are probable and estimatable are recorded in
the financial statements based on current technologies and
current environmental standards. Adjustments are made when
additional information is available that may require different
remediation methods or periods, and ultimately affect the total
cost. The best estimate of the probable loss within a range is
recorded. If there is no best estimate, the low end of the
range is recorded, and the range is disclosed.
The Company's Napa Pipe Corporation subsidiary has a reserve of
$2.8 million at March 31, 1995 for environmental remediation
relating to the Napa pipe mill. The Company's estimate of this
environmental reserve was based on several remedial
investigations and feasibility studies performed by an
independent engineering consultant. The reserve includes costs
for remedial action which is scheduled to be completed in 1998
with sampling, monitoring and maintenance costs continuing
through 2024.
5
<PAGE>
OREGON STEEL MILLS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Unaudited)
In connection with the 1993 acquisition of CF&I, the Company
established a reserve of $36.7 million for environmental
remediation at CF&I's Pueblo steel mill. CF&I believed $36.7
million was the best estimate from a range of $23.1 to $43.6
million. CF&I's estimate of this environmental reserve was
based on two separate remediation investigations and feasibility
studies conducted by independent environmental engineering
consultants. The reserve includes costs for the Resource
Conservation and Recovery Act facility investigation, a
corrective measures study, remedial action, and operation and
maintenance associated with the proposed remedial actions. CF&I
and the State of Colorado Department of Public Health and
Environmental are finalizing a prioritized schedule of
corrective actions to be completed which are substantially
reflective of a straight-line rate of expenditure over 30 years.
The State of Colorado stated that the schedule for corrective
action could be accelerated if new data indicated a greater
threat to the environment than is currently known to exist. At
March 31, 1995, the reserve is $34 million and is included
in other deferred liabilities in the consolidated balance sheet.
5. Commitments
-----------
During 1994 the Company began construction of various capital
improvement projects at both its Portland, Oregon and Pueblo,
Colorado steel mills. Commitments for expenditures related to
the completion of these projects were $67.4 million at March 31,
1995.
6
<PAGE>
OREGON STEEL MILLS, INC.
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
General
- -------
The consolidated financial statements include the accounts of
Oregon Steel Mills, Inc. and its wholly-owned and majority-owned
subsidiaries (the "Company"), Napa Pipe Corporation ("Napa"), Oregon
Steel Mills - Fontana Division, Inc. ("Fontana"), Camrose Pipe
Corporation ("CPC") which owns a 60 percent interest in Camrose Pipe
Company ("Camrose"), 90 percent owned New CF&I, Inc. which owns a 95.2
percent interest in CF&I Steel, L.P. ("CF&I"), and certain other
insignificant subsidiaries.
Results of Operations
- ---------------------
The following table sets forth tonnage sold, revenues and average
selling price per ton by division:
Three Months Ended
March 31,
--------------------
1995 1994
------- --------
Tons:
Oregon Steel Division (1):
Plate products 92,000 92,000
Welded pipe products 53,300 129,800
Semi-finished products 57,600 -
CF&I Steel Division 192,200 200,200
------- -------
Total 395,100 422,000
======= =======
Revenues (in thousands):
Oregon Steel Division $ 99,330 $129,279
CF&I Steel Division 87,687 89,586
-------- --------
Total $187,017 $218,865
======== ========
Average selling price per ton:
Oregon Steel Division $490 $582
CF&I Steel Division $456 $448
Average $473 $519
- ------------------------------------
(1) The Oregon Steel Division consists primarily of the
operations of the Portland, Oregon steel mill,
Napa, Fontana and Camrose.
The first quarter consolidated average selling price decreased
from $519 per ton in 1994 to $473 per ton in 1995, primarily due to
product mix changes. Welded pipe shipments decreased 76,500 tons
while semi-finished shipments increased 57,600 tons. The price for
welded pipe generally contributes the highest selling price per ton
for the Company while semi-finished products generally contribute the
lowest. Average plate product prices for the first quarter of 1995
increased approximately 14 percent from the first quarter of 1994
despite the decline in average selling price resulting from the
Fontana inventory runoff prior to closure. Average welded pipe
product prices were level from quarter to quarter. Average CF&I Steel
Division product prices in the first quarter of 1995 moved slightly
upward from the first quarter of 1994 due to product mix changes and
price increases for some products.
7
<PAGE>
OREGON STEEL MILLS, INC.
Consolidated tonnage sold decreased 26,900 tons to 395,100 tons
in the first quarter of 1995 compared to the first quarter of 1994.
The tonnage decrease is primarily the result of reduced welded pipe
shipments from the Napa pipe mill, offset by increased semi-finished
product shipments from the Portland steel mill. Due to the decline of
the demand for large diameter pipe domestically and the pricing
competitiveness in the international large diameter pipe market, the
Company utilized its excess hot metal capacity at the Portland steel
mill by producing and selling semi-finished products in the first
quarter of 1995. Subject to market demands, the Company expects to
continue selling semi-finished products for the balance of 1995 and
into 1996 until the Portland steel mill's combination mill comes on
line. First quarter 1995 shipments from CF&I were down 4 percent from
the first quarter of 1994. An explosion which occurred during
construction of the new rod/bar mill at CF&I in 1994 delayed the
start-up of the rod/bar mill from the fourth quarter of 1994 to the
first quarter of 1995. The delayed start-up reduced rod and bar
shipments for the first quarter of 1995.
As a result of the decreased sales volume and average selling
prices, revenues were $187 million for the three month period ended
March 31, 1995 compared with $218.9 million for the corresponding 1994
period. Of the $31.8 million sales revenue decrease, $14 million was
the result of a volume decrease, and $17.8 million resulted from lower
average selling prices.
Gross profit for the three month period ended March 31, 1995
decreased $4 million from the corresponding 1994 period to $16.7
million. Gross profit as a percentage of sales for the corresponding
three month period decreased .5 percent to 9 percent. The $4 million
gross profit decrease resulted from a $2.7 million negative average
margin variance and a $1.3 million negative volume variance. While
the decline in consolidated average selling price was $46 per ton, the
decline in consolidated average cost of sales was $39 per ton compared
to the first quarter of 1994. The erosion of gross margin was caused
primarily by costs associated with the closure of the Fontana plate
mill and start-up costs associated with certain capital projects at
CF&I.
The Company ceased rolling plate at its Fontana plate mill in
December of 1994. Costs were incurred during the first quarter of
1995 for shipping remaining inventory, winding down of operations and
removal of supplies and equipment from the leased premises. The
Fontana plate mill operations were completed by March 31, 1995 with a
negative gross margin impact of $1.7 million on the first quarter
1995. Further, the Company estimates that start-up costs associated
with CF&I capital projects were approximately $3 million in the first
quarter 1995. In addition to starting up its new rod/bar mill
operation, CF&I completed its conversion from ingot to continuous
casting for the rail mill and improvements to the steelmaking process
in the first quarter of 1995. Steelmaking improvements include a new
ladle refining furnace, a vacuum degassing unit and caster
modifications. Higher scrap costs also contributed to the gross
margin erosion in the first quarter of 1995 versus the first quarter
of 1994 at the Portland steel mill and CF&I. Welded pipe costs were
negatively impacted by less throughput in the first quarter of 1995
versus the first quarter of 1994.
In 1993 the Company began processing electric arc furnace
("EAF") dust in its GlassificationTM facility at the Portland steel
mill. During the first quarter of 1995, the Company decided to idle
this facility temporarily and use current less costly EAF dust
disposal methods. The Company continues to evaluate the economic
feasibility of operating the GlassificationTM facility, including a
potential new glass product, and probable cost increases of the
alternative methods of disposal.
Selling, general and administrative expenses ("SG&A") for the
three month period ended March 31, 1995 decreased $1.5 million from
the corresponding period in 1994. The SG&A decrease for the first
quarter of 1995 was due primarily to decreased shipping expenses by
the Oregon Steel Division. SG&A as a percent of sales for the three
month period ended March 31, 1995 was 5.8 percent compared with 5.6
percent for the corresponding period in 1994.
8
<PAGE>
OREGON STEEL MILLS, INC.
The contribution to the employee stock ownership plan and the
profit participation expense for the three month period ended March
31, 1995 increased compared to the corresponding 1994 period
reflecting the increased profitability within the Oregon Steel
Division in 1995 versus 1994.
Other Income (Expense)
- ----------------------
Total interest costs for the three month period ended March 31,
1995 were $4.8 million compared to $2.1 million for the same period of
1994, primarily as a result of the debt incurred to fund the Portland
combination mill and the CF&I capital expenditure programs.
Capitalized interest cost for the three month period ended March 31,
1995 was $2.9 million compared to $1 million for the corresponding
1994 period.
Income Taxes
- ------------
The Company's effective income tax rate was 38 percent for the
three month periods ended March 31, 1995 and 1994. The Company's
effective income tax rate was a benefit of 32.2 percent for the year
ended December 31, 1994. Income before income taxes in 1994 included
a $12.3 million gain on the sale of a 10 percent equity interest in
New CF&I, Inc. which was treated as a non-taxable gain. Also
contributing to the 1994 income tax benefit was the recognition of
state tax credits.
Liquidity and Capital Resources
- -------------------------------
The Company's cash flow from operations for the three month
period ended March 31, 1995 was a positive $30.7 million compared to a
negative cash flow of $7.6 million in the corresponding 1994 period.
The major items causing this $38.3 million increase from the first
quarter of 1994 to the corresponding 1995 period were the collections
of accounts receivable in 1995 versus 1994 ($12.1 million), reduction
of inventories in 1995 rather than build up of inventories in 1994
($26.3 million), and increases in accounts payable and accrued
expenses used to finance current obligations in 1995 compared to the
corresponding 1994 period ($6.6 million). These increases were offset
by reduced net income ($1.8 million), increases in other current
assets in 1995 versus decreases in 1994 ($3.3 million) and other
miscellaneous reductions ($1.6 million).
Net working capital at March 31, 1995 decreased $18.4 million
from December 31, 1994 due to a $22.2 million decrease in current
assets, principally inventory and accounts receivable, offset by a
$3.8 million decrease in current liabilities. Cash generated from
these reductions was used primarily to fund the Company's capital
expansion projects and to pay accounts payable and accrued expense
liabilities.
The Company maintains a $100 million revolving credit facility
and a $200 million term loan facility (the "Senior Credit
Facilities"). Maximum borrowings available under the revolving credit
facility are based on the amount of the combined inventory and
accounts receivable of the Company. At March 31, 1995, $140 million
was outstanding under the Senior Credit Facilities.
The Company has an uncollateralized and uncommitted revolving
line of credit with a bank which matures May 31, 1995 and may be used
to support issuance of letters of credit, foreign exchange contracts
and interest rate hedges. At March 31, 1995, $10 million was
restricted under outstanding letters of credit. In addition, the
Company has a $5 million uncollateralized and uncommitted revolving
credit line with a bank which is restricted to use for letters of
credit. At March 31, 1995, $3.6 million was restricted under
outstanding letters of credit.
Camrose maintains a Canadian $15 million revolving credit
facility with a bank. The facility is collateralized by all of the
assets of Camrose and expires on October 31, 1996. Borrowings under
this facility are limited to an amount equal to specified percentages
of Camrose's eligible trade accounts receivables and inventories. As
of March 31, 1995, Camrose had $1.6 million outstanding under this
facility. In addition, Camrose has received a commitment from a bank
to provide an additional Canadian $9 million credit line until August
31, 1995. Terms, including available borrowing based on inventories
and receivables, will be substantially the same as those for Camrose's
long-term credit facility described above.
9
<PAGE>
OREGON STEEL MILLS, INC.
CF&I incurred indebtedness in an original principal amount of
$67.5 million as part of the purchase price of the assets of CF&I
Steel Corporation on March 3, 1993. At March 31, 1995, the
outstanding balance was $58.9 million, of which $53.4 million was
classified as noncurrent.
The Company's total capitalization at March 31, 1995 of $471
million consists of $195 million in long-term debt and $276 million in
stockholder's equity, for a long-term debt-to-capitalization ratio of
.41 to 1. Net book value per share of common stock at March 31, 1995
was $14.21 per share versus $14.24 per share at December 31, 1994.
The Company believes that anticipated needs for working capital and
the capital expenditure program noted below will be met from existing
cash balances, funds generated from operations and borrowings pursuant
to the Senior Credit Facilities.
Capital Expenditures. In the first quarter of 1995 the Company
expended approximately $18 million on the capital program at CF&I and
$20 million on the combination mill at the Portland steel mill.
During the balance of 1995 the Company expects to expend $42 million
on the capital program at CF&I and $104 million on the combination
mill at the Portland steel mill. To complete the capital program at
CF&I and the combination mill in 1996, the Company expects to expend
$15 million at CF&I and $53 million on the combination mill.
In addition to the combination mill, the Company has budgeted
approximately $9 million for capital expenditures at its Oregon Steel
Division manufacturing facilities for recurring upgrade projects to
the present facilities and equipment. The Company expects to expend
approximately $8 million on various capital projects at these
facilities in 1995. The Company has also budgeted $15 million for an
approximate 13 percent equity interest in a planned Venezuelan hot
briquetted iron plant. Approximately $4 million is planned to be
expended in 1995.
10
<PAGE>
OREGON STEEL MILLS, INC.
PART II OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
---------------------------------------------------
The Annual Meeting of Stockholders of the Company was held
on April 28, 1995.
At the meeting, the following nominees were approved by the
stockholders as Class C directors. The corresponding
number of votes set opposite their respective names were:
Name of Nominee Yes Votes Withheld Authority
to Vote
---------------- ---------- -------------------
V. Neil Fulton 17,304,678 244,651
Robert W. Keener 17,319,718 229,611
John A. Sproul 17,319,227 230,102
The terms of office for the following directors continued
after the meeting. Thomas B. Boklund, C. Lee Emerson,
Edward C. Gendron, Richard G. Landis, James A. Maggetti,
and William Swindells.
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
(a) Exhibits
11.0 Statement Regarding Computation of Per Share
Earnings
(b) Reports on Form 8-K
During the quarter ended March 31, 1995, no reports on
Form 8-K were filed by the Company.
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.
OREGON STEEL MILLS, INC.
Date: May 12, 1995 /s/ Jackie L. Williams
----------------------------
Jackie L. Williams
Corporate Controller
(Principal Accounting Officer)
11
<PAGE>
OREGON STEEL MILLS, INC.
EXHIBIT 11.0
STATEMENT REGARDING COMPUTATION
OF PER SHARE EARNINGS
(In thousands, except per share data amounts)
Three Months Ended
March 31,
---------------------------
1995 1994
-------- -------
Weighted average number of common
shares outstanding 19,407 19,368
Common stock equivalents arising
from 598 shares of stock to be
issued March 2003 598 598
------- -------
20,005 19,966
======= =======
Net income $ 1,910 $ 3,687
======= =======
Primary and fully diluted
net income per common and
common equivalent share $.10 $.18
==== ====
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAR-31-1995
<CASH> 1622
<SECURITIES> 0
<RECEIVABLES> 79162
<ALLOWANCES> 1943
<INVENTORY> 143412
<CURRENT-ASSETS> 237295
<PP&E> 465761
<DEPRECIATION> 101885
<TOTAL-ASSETS> 670752
<CURRENT-LIABILITIES> 114208
<BONDS> 0
<COMMON> 194
0
0
<OTHER-SE> 275866
<TOTAL-LIABILITY-AND-EQUITY> 670752
<SALES> 187017
<TOTAL-REVENUES> 187017
<CGS> 170278
<TOTAL-COSTS> 170278
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1883
<INCOME-PRETAX> 3080
<INCOME-TAX> 1170
<INCOME-CONTINUING> 1910
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1910
<EPS-PRIMARY> .10
<EPS-DILUTED> .10
</TABLE>
