<PAGE> 1
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 30, 1996
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 1-10747
Duracell International Inc.
-----------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 06-1240267
- ------------------------------- ------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Berkshire Corporate Park, Bethel, CT 06801
- ---------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (203) 796-4000
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
-------- --------
Number of Shares of Common Stock, Par Value $.01,
Outstanding as of April 27, 1996 119,248,474
-----------
<PAGE>
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<TABLE>
DURACELL INTERNATIONAL INC.
TABLE OF CONTENTS
<CAPTION>
Page No.
--------
<S> <C>
PART I. FINANCIAL INFORMATION:
Consolidated Unaudited Financial Statements
Consolidated Income Statement for the Three and 1
Nine Fiscal Months Ended March 30, 1996 and April 1, 1995
Consolidated Balance Sheet - March 30, 1996 and 2
June 30, 1995
Statement of Consolidated Cash Flows for the 3
Nine Fiscal Months Ended March 30, 1996 and
April 1, 1995
Notes to Consolidated Financial Statements 4-5
Management's Discussion and Analysis of Results of 6-10
Operations and Financial Condition
PART II. OTHER INFORMATION:
Item 6. Exhibits and Reports on Form 8-K 11
</TABLE>
<PAGE>
<PAGE> 3
<TABLE>
Duracell International Inc.
Consolidated Income Statement
(Unaudited)
<CAPTION>
For the Three Fiscal For the Nine Fiscal
Months Ended Months Ended
- --------------------------------------------------------------------------------
March 30, April 1, March 30, April 1,
In millions, except per share amounts 1996 1995 1996 1995
- --------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Revenue $404.3 $369.2 $1,727.3 $1,591.5
------ ------ -------- --------
Operating expenses:
Cost of products sold 159.9 141.9 628.9 554.5
Selling, general and
administrative expenses 205.0 193.8 753.8 716.5
------ ------ -------- --------
Total operating expenses 364.9 335.7 1,382.7 1,271.0
------ ------ -------- --------
Operating income 39.4 33.5 344.6 320.5
Interest expense 4.7 6.6 18.1 20.6
Other (income) expense (0.7) (3.3) 2.7 0.2
Mark-to-market (gain) loss 6.0 (10.8) 9.8 (11.1)
------ ------ -------- --------
Income before income taxes 29.4 41.0 314.0 310.8
Provision for income taxes 10.0 15.7 120.7 121.4
------ ------ -------- --------
Net income $ 19.4 $ 25.3 $ 193.3 $ 189.4
====== ====== ======== ========
Earnings per share $ 0.16 $ 0.21 $ 1.59 $ 1.57
====== ====== ======== ========
Weighted average shares and share
equivalents outstanding 121.7 120.1 121.3 120.8
====== ====== ======== ========
Cash dividends per share on
common stock $ 0.29 $ 0.26 $ 0.81 $ 0.70
====== ====== ======== ========
<FN>
See notes to consolidated financial statements.
/TABLE
<PAGE>
<PAGE> 4
<TABLE>
Duracell International Inc.
Consolidated Balance Sheet
<CAPTION>
March 30, June 30,
In millions 1996 1995
- -----------------------------------------------------------------------------
(unaudited)
<S> <C> <C>
ASSETS
- ------
Current assets:
Cash and cash equivalents $ 41.7 $ 35.0
Accounts receivable, less allowance of
$21.1 and $19.1 372.7 390.0
Inventories 301.9 284.4
Deferred income taxes 21.2 41.1
Prepaid and other current assets 58.8 61.3
-------- --------
Total current assets 796.3 811.8
Property, plant and equipment, net of
accumulated depreciation of $265.7 and $248.7 441.7 378.3
Intangibles, net of accumulated amortization
of $361.6 and $328.5 1,165.0 1,208.9
Other assets 23.5 20.8
-------- --------
Total assets $2,426.5 $2,419.8
======== ========
LIABILITIES AND EQUITY
- ----------------------
Current liabilities:
Accounts payable $ 116.5 $ 117.8
Short-term borrowings 42.1 59.0
Accrued liabilities 177.6 195.6
-------- --------
Total current liabilities 336.2 372.4
Long-term debt 318.9 364.5
Postretirement benefits other than pensions 101.8 98.4
Deferred income taxes 228.2 269.1
Other non-current liabilities 49.7 52.0
-------- --------
Total liabilities 1,034.8 1,156.4
-------- --------
Commitments and contingencies
Equity:
Common stock and capital surplus 1,143.9 1,095.8
Retained earnings 319.0 221.7
Accumulated translation adjustment (30.0) (12.9)
Treasury stock (41.2) (41.2)
-------- --------
Total equity 1,391.7 1,263.4
-------- --------
Total liabilities and equity $2,426.5 $2,419.8
======== ========
<FN>
See notes to consolidated financial statements.
</TABLE>
<PAGE>
<PAGE> 5
<TABLE>
Duracell International Inc.
Statement of Consolidated Cash Flows
(Unaudited)
<CAPTION>
For the Nine Fiscal Months Ended
- ------------------------------------------------------------------------------
March 30, April 1,
In millions 1996 1995
- ------------------------------------------------------------------------------
<S> <C> <C>
Operating activities:
Net income $193.3 $189.4
Adjustments to reconcile net income to
cash provided by operating activities:
Depreciation 37.0 33.3
Amortization 35.2 34.7
Provision for deferred taxes (1.7) 34.6
Other noncash items 19.1 (11.1)
(Increase) decrease in:
Accounts receivable 8.3 (21.7)
Inventories (24.4) (45.6)
Other working capital (32.7) (11.7)
------ ------
Cash provided by operating activities 234.1 201.9
------ ------
Investing activities:
Purchase of property, plant and equipment
and other (112.0) (80.4)
------ ------
Cash used by investing activities (112.0) (80.4)
------ ------
Financing activities:
Issuance of common stock 34.8 9.2
Dividends paid (96.0) (82.2)
Purchases of treasury stock - (41.2)
Repayment of revolving credit borrowings, net (97.6) (102.1)
Issuance of commercial paper, net 46.7 94.9
Net change in other borrowings and other (1.1) (6.9)
------ ------
Cash used by financing activities (113.2) (128.3)
------ ------
Effect of exchange rate changes on cash (2.2) 4.8
------ ------
Increase (decrease) in cash and cash equivalents 6.7 (2.0)
Cash and cash equivalents, beginning of period 35.0 36.1
------ ------
Cash and cash equivalents, end of period $ 41.7 $ 34.1
====== ======
Cash paid during the period for:
Interest $ 23.5 $ 22.0
====== ======
Taxes $103.4 $ 73.5
====== ======
<FN>
See notes to consolidated financial statements.
/TABLE
<PAGE>
<PAGE> 6
DURACELL INTERNATIONAL INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollar amounts in millions except per share amounts)
(unaudited)
1. Summary of Significant Accounting Policies
BASIS OF PRESENTATION
The consolidated financial statements of Duracell International
Inc. (the "Company") are unaudited, but in the opinion of
management contain all adjustments which are of a normal and
recurring nature necessary to present fairly the financial
position and the results of operations and cash flows for the
periods presented.
The results of operations for these periods are not necessarily
indicative of the results to be expected for the full year.
Worldwide battery sales are significantly greater in the second
half of the calendar year than the first half due to consumers'
traditionally strong purchases during the holiday season.
The Company's fiscal year ends June 30.
INVENTORIES
Inventories are valued at the lower of cost or market using the
first-in, first-out method.
ADVERTISING
Accruals for advertising costs are recorded in interim periods
based upon forecasted expenditures for the current fiscal year
and charged to expense proportionally to the ratio of
year-to-date sales to the most recent forecast of annual sales.
EARNINGS PER SHARE
Earnings per share is calculated by dividing net income by the
weighted average number of common shares and share equivalents
outstanding during the period.
2. Inventories
The cost of inventories by stage of manufacture was:
<TABLE>
<S> <C> <C>
March 30, June 30,
1996 1995
--------- --------
Finished goods $179.8 $171.3
Work in process 75.8 75.4
Raw materials and supplies 46.3 37.7
------ ------
Total $301.9 $284.4
====== ======
</TABLE>
<PAGE>
<PAGE> 7
3. Equity
The Company paid cash dividends of $0.81 and $0.70 per share of
common stock during the first nine months of fiscal 1996 and
1995, respectively. Total dividends paid during these periods
were $96.0 and $82.2, respectively.
Common stock and capital surplus increased $48.1 reflecting
proceeds of $34.8 from stock option exercises and $13.3 of tax
benefits arising from stock option transactions.
4. Mark-to-Market
The Company uses forward foreign currency contracts to
effectively protect its cash flows against unfavorable movements
in exchange rates. The majority of the forward contracts are
used to protect against currency-driven intercompany product
costs. In accordance with current accounting standards, the
Company defers unrealized gains and losses arising from
contracts that hedge existing and identified foreign currency
firm third party commitments until the realized transaction
occurs. Unrealized gains and losses arising from contracts that
hedge anticipated intercompany transactions are recorded
currently in income, on the "mark-to-market" line. These
unrealized gains and losses will fluctuate from quarter to
quarter and represent timing issues only, with no economic
benefit or cost to the Company until realized. Upon
realization, the gains or losses arising on the forward
contracts are offset by gains or losses on the related foreign
currency exposures.
5. Commitments and Contingencies
In September, 1994, Duracell Inc. (the Company's U.S. operating
subsidiary) entered into an Administrative Order By Consent with
the U.S. Environmental Protection Agency ("EPA") whereunder
Duracell Inc. has submitted to the EPA a plan which will lead to
a complete remedial investigation and feasibility study ("RIFS")
relating to mercury and volatile organic compounds contamination
at the Company's Lexington, North Carolina manufacturing site.
The investigation work plan under the RIFS has been approved by
the EPA. Comprehensive remediation actions have taken place at
the Lexington site over many years, but additional remediation
work will likely be necessary based upon the outcome of the
RIFS. As of March 30, 1996, Duracell Inc. estimates that future
RIFS and remediation costs will be approximately $4 million, the
cost of which is fully reserved. Duracell Inc. believes that
the amount reserved is sufficient to remediate the property;
however, the final remediation plan has not been agreed to by
the EPA. Duracell Inc. believes that if additional remedial
work is required by the EPA beyond the work proposed in the
approved plan, such additional remediation would not likely
exceed an additional $6 million.
6. Subsequent Event
On April 15, 1996 the Company purchased Eveready South Africa
("ERSA"), a manufacturer and distributor of consumer batteries
in South Africa, for approximately $135 million. ERSA is not
affiliated with U.S.-based Eveready Battery Company.
<PAGE>
<PAGE> 8
Management's Discussion and Analysis of Results of Operations
and Financial Condition
Results of Operations
<TABLE>
Summarized below are the results of operations for the three and nine fiscal
months ended March 30, 1996 and April 1, 1995 (in millions, except per
share amounts):
<CAPTION>
Three Fiscal Months Ended Nine Fiscal Months Ended
------------------------- ------------------------
% Change % Change
---------- ----------
Mar. 30, Apr. 1, Mar. 30, Apr. 1,
1996 1995 Rptd Perf.* 1996 1995 Rptd Perf.*
---- ---- ---- ------ ---- ---- ---- ------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Alkaline unit volume:
North America 240.3 210.6 14 14 1,166.5 1,038.8 12 12
Europe 139.0 136.7 2 2 549.2 534.6 3 3
Other Int'l Markets 170.9 154.5 11 11 557.8 520.7 7 7
----- ----- ------- -------
550.2 501.8 10 10 2,273.5 2,094.1 9 9
===== ===== ======= =======
Revenue:
North America $197.9 $177.6 11 11 $ 954.9 $ 858.6 11 11
Europe 114.9 114.8 -- -- 477.5 467.2 2 (1)
Other Int'l Markets 91.5 76.8 19 24 294.9 265.7 11 22
------ ------ -------- -------
$404.3 $369.2 10 10 $1,727.3 $1,591.5 9 9
====== ====== ======== ========
Operating income:
North America $ 37.4 $ 33.7 11 11 $ 274.1 $ 252.9 8 8
Europe 14.7 13.8 7 5 98.7 97.1 2 --
Other Int'l Markets 13.0 10.4 25 31 45.3 40.5 12 24
------ ------ -------- --------
65.1 57.9 12 13 418.1 390.5 7 8
Corporate/Research
& Development (25.7) (24.4) (5) (5) (73.5) (70.0) (5) (5)
------ ------ -------- --------
$ 39.4 $ 33.5 18 18 $ 344.6 $ 320.5 8 8
Interest expense 4.7 6.6 29 26 18.1 20.6 12 9
Other (income)
expense (0.7) (3.3) (79) (73) 2.7 0.2 NM NM
Mark-to-market
(gain) loss 6.0 (10.8) NM NM 9.8 (11.1) NM NM
------ ------ -------- --------
Income before
income taxes 29.4 41.0 (28) (27) 314.0 310.8 1 1
Tax expense 10.0 15.7 36 36 120.7 121.4 1 --
Effective tax rate 34.0% 38.3% 4.3pp 4.3pp 38.4% 39.1% 0.7pp0.7pp
------ ------ -------- --------
Net income $ 19.4 $ 25.3 (23) (21) $ 193.3 $ 189.4 2 3
====== ====== ======== ========
Net income excl.
mark-to-market $ 22.9 $ 18.9 21 25 $ 199.1 $ 182.9 9 9
====== ====== ======== ========
Per share development:
Earnings before
mark-to-market $ 0.19 $ 0.16 19 27 $ 1.64 $ 1.52 8 9
Mark-to-market
gain (loss) (0.03) 0.05 NM NM (0.05) 0.05 NM NM
------ ------ -------- --------
Net income $ 0.16 $ 0.21 (24) (22) $ 1.59 $ 1.57 1 2
====== ====== ======== ========
<FN>
* Performance - adjusted for foreign exchange (i.e., foreign currency
translation, defined as the impact of translating the income statement from
local currency to U.S. dollars).
/TABLE
<PAGE>
<PAGE> 9
OVERVIEW
Earnings for the third quarter ended March 30, 1996 were $23 million or $0.19
per share before an unrealized accounting loss (which resulted from "marking
to market" the Company's forward foreign currency contracts for intercompany
purchases), an increase of 19% from $0.16 per share (before an unrealized
accounting gain) in the year-earlier quarter. This improvement reflects
double-digit gains in worldwide alkaline volume, revenue and operating income,
led by strong performances in North America and Other International Markets.
Inclusive of the accounting loss, 1996 third quarter net income totaled $19
million, or $0.16 per share. These amounts were below 1995's net income of
$25 million or $0.21 per share solely as a result of the unrealized accounting
loss in 1996 versus a significant unrealized accounting gain in 1995.
Exclusive of the unrealized accounting impact, net income for the nine months
ended March 30, 1996 increased 9% to a record $199 million, or $1.64 per share,
versus income of $183 million, or $1.52 per share, in the prior year period.
This growth was driven by gains in worldwide alkaline volume, sales and
operating income of 9%, 9% and 8% respectively. Including the unrealized
accounting impact, earnings for the nine months were $193 million, or $1.59
per share, versus income of $189 million, or $1.57 per share, in the year
earlier period.
THIRD QUARTER ENDED MARCH 30, 1996
NORTH AMERICA
Alkaline volume grew 14% reflecting market growth and expansion of warehouse
club business, while sales grew 11%. Sales grew slower than volume due to the
shift towards multi-packs and expanded warehouse club business, partially
offset by the price increase implemented during the fourth quarter of fiscal
1995 and increased sales of rechargeable battery packs. Operating income rose
11%, driven by the revenue gain and leveraging of operating expenses, partially
offset by the mix impact.
EUROPE
Alkaline volume increased 2%, driven by renewed business with a major retail
account and expansion into Emerging Markets (notably Poland and Russia),
partially offset by continued weakness in Italy (aggravated by competitors'
pricing) and the non-repeat of a large technical order in the U.K. Revenue
was flat as the modest volume gains were offset by the effects of the move to
multi-packs and defensive pricing actions in the U.K. Operating income growth
of 7% reflects control of expenses as well as operating expense leverage.
OTHER INTERNATIONAL MARKETS
Alkaline volume growth resulted from additional distribution in China as well
as the benefits of increased alkaline penetration in Taiwan. These gains were
partially offset by weakness in Mexico (where volume was down 12%) following
the December 1994 peso crisis. Excluding Mexico, volumes grew 15%. Revenue
grew faster than alkaline volume due to pricing actions in most markets, higher
prices due to the switch to a direct sales force in Hong Kong, Korea and parts
of China, and increased sales of rechargeable batteries. Operating income
growth of 25% reflects the revenue increase and the benefits of price increases,
mitigated by higher spending in support of geographic expansion.
<PAGE>
<PAGE> 10
INCOME TAX EXPENSE
The third quarter decrease results from lower earnings before taxes (entirely
due to mark-to-market), and a lower effective tax rate. The effective tax rate
decreased due to the non-recurrence of one time expenses in fiscal 1995 related
to increased statutory tax rates in Italy.
NINE MONTHS ENDED MARCH 30, 1996
NORTH AMERICA
Volume gains reflect market growth (i.e., device growth) in mass merchandise
outlets and expansion of warehouse club volumes, strong battery orders from
original equipment manufacturers, and the benefit of renewed business with a
major Canadian account. Revenue growth resulted from the alkaline volume
gains, increased rechargeable sales and the benefit of the fourth quarter fiscal
1995 price increase, partially offset by unfavorable product mix. Although
operating income grew slower than revenue as a result of the impact of the
adverse product mix, operating income was up 8% due to the sales growth and
operating expense leverage.
EUROPE
Alkaline volume increased 3% as new distribution into Emerging Markets,
comparison to a weak prior year in Spain and renewed business with a major
retailer in France were mitigated by the impact of unfavorable economic
conditions in Italy and Germany. Sales grew as a result of the higher volumes,
partially offset by unfavorable mix. On a performance basis, operating income
was flat as the impact of lower sales (excluding favorable currency translation)
and unfavorable mix were offset by leveraging of operating expenses.
OTHER INTERNATIONAL MARKETS
Expanded distribution in China and Taiwan, combined with continued stable
economic conditions in Brazil, were partially offset by weakness in Mexico
and the impact of efforts to control product diversion in the
Middle East/Africa, resulting in alkaline volume and sales increases of 7%
and 11%, respectively. Excluding Mexico, volume grew 14%. Operating income
growth reflects the revenue growth and the benefits of price increases,
mitigated by higher spending in support of geographic expansion.
INCOME TAX EXPENSE
The provision for income taxes decreased as the lower effective tax rate more
than offset higher pre-tax earnings.
<PAGE>
<PAGE> 11
SUBSEQUENT ACQUISITION
On April 15, 1996 Duracell purchased Eveready South Africa ("ERSA"), a
manufacturer and distributor of consumer batteries in South Africa, for
approximately $135 million. ERSA is not affiliated with U.S.-based Eveready
Battery Company. The acquisition is expected to dilute fourth quarter earnings
by about $0.03 per share, due mainly to the significant charge which will
result from writing up acquired inventory to its fair value. Beginning in
fiscal 1997 ERSA's results are expected to positively impact the Company's
earnings and cash flows.
This acquisition, combined with Duracell's existing marketing operations,
gives Duracell a significant portion of the consumer battery market in South
Africa. Duracell has positioned itself as the clear leader in this potentially
significant market. Duracell believes this is a strategically attractive
investment for several reasons, including:
- - South Africa is the largest battery market in Southern Africa;
approximately the size of Canada's battery market.
- - The South African government plans to steadily reduce import duties on
consumer electronics, which are currently as high as 70%. The duty
reduction should help expand the portable device base.
- - Per capita battery consumption in South Africa is among the lowest in
the Duracell world. As South Africa's economy strengthens, the per
capita battery consumption level should increase.
There are also certain risks associated with an investment in South Africa.
They include the potential for political instability; slower-than-expected
economic development; and failure by the South African government to implement
the proposed reduction in import duties or take other actions to stimulate the
planned economic growth.
<PAGE>
<PAGE> 12
<TABLE>
FINANCIAL CONDITION
<CAPTION>
Nine Months Ended
---------------------------------
March 30, 1996 April 1, 1995
-------------- -------------
<S> <C> <C>
Cash provided by operating
activities . . . . . . . . . . . . . $234.1 $201.9
Capital expenditures . . . . . . . . 107.9 76.9
Dividends paid . . . . . . . . . . . 96.0 82.2
Purchases of treasury stock . . . . -- 41.2
Debt reduction net . . . . . . . . . 53.2 15.5
</TABLE>
CASH FLOW
Cash provided by operating activities was used principally for continued
investment in the business through capital expenditures and the payment of
cash dividends to shareholders. Cash provided by operating activities
increased as a result of increased earnings and control over inventory levels,
which increased less during the current year than in the corresponding prior
year period. Capital expenditures increased for alkaline capacity expansion
at existing manufacturing sites and the construction of new alkaline
manufacturing facilities in China and India.
The Company will rely on cash generated from operations to fund its future
working capital and capital expenditure requirements needed to support
continued alkaline growth, geographic expansion and investment in high power
rechargeable batteries. Funds available from unused bank credit facilities
will be used primarily to fund acquisitions and to fund seasonal working capital
during the year when receivables and inventories rise to meet operating
requirements.
Dividends paid increased 17%, as a result of the February 1996 per share
dividend increase from $0.26 per share to $0.29 per share. As of May 13, 1996,
3,000,000 shares remained of the Board of Directors' authorization for the
repurchase of up to 4,000,000 shares of the Company's common stock.
As of March 30, 1996, the Company had $817 million in contractually committed
lines of credit from long-term bank credit facilities under which $315 million
was outstanding. Commitments under the facilities are used to support
commercial paper, of which $272 million was outstanding at March 30, 1996. The
Company's commercial paper program is rated investment grade. Unused
borrowing capacity under its principal bank credit facilities at March 30, 1996
was $502 million.
<PAGE>
<PAGE> 13
PART II
OTHER INFORMATION
-----------------
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
(i) Statement re: computation of earnings per share.
(b) Reports on Form 8-K
The Company did not file any report on Form 8-K during
the three fiscal months ended March 30, 1996.
<PAGE>
<PAGE> 14
SIGNATURE
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.
DURACELL INTERNATIONAL INC.
May 13, 1996 By: Robert A. Burgholzer, Jr.
----------------------------
Robert A. Burgholzer, Jr.
Vice President and Controller
(Principal Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-30-1996
<PERIOD-END> MAR-30-1996
<CASH> 42
<SECURITIES> 0
<RECEIVABLES> 394
<ALLOWANCES> 21
<INVENTORY> 302
<CURRENT-ASSETS> 796
<PP&E> 707
<DEPRECIATION> 266
<TOTAL-ASSETS> 2427
<CURRENT-LIABILITIES> 336
<BONDS> 319
0
0
<COMMON> 1
<OTHER-SE> 1391
<TOTAL-LIABILITY-AND-EQUITY> 2427
<SALES> 1727
<TOTAL-REVENUES> 1727
<CGS> 629
<TOTAL-COSTS> 629
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 18
<INCOME-PRETAX> 314
<INCOME-TAX> 121
<INCOME-CONTINUING> 193
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 193
<EPS-PRIMARY> 1.59
<EPS-DILUTED> 0
</TABLE>
<PAGE> 1
EXHIBIT i
DURACELL INTERNATIONAL INC.
COMPUTATION OF EARNINGS PER SHARE OF COMMON STOCK
For the Three and Nine Fiscal Months Ended
March 30, 1996 and April 1, 1995
<TABLE>
<CAPTION>
Three Fiscal Months Nine Fiscal Months
Ended Ended
- --------------------------------------------------------------------------------
March 30, April 1, March 30, April 1,
In millions, except per share amounts 1996 1995 1996 1995
- --------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Primary Computations:
Weighted average number of
shares outstanding 119.0 116.9 118.5 117.3
Effect of outstanding stock options 2.7 3.2 2.8 3.5
----- ----- ----- -----
Weighted average number of shares
and share equivalents outstanding 121.7 120.1 121.3 120.8
===== ===== ===== =====
Per share amounts:
Net income (a) $0.16 $0.21 $1.59 $1.57
===== ===== ===== =====
Fully Diluted Computations:
Weighted average number of
shares outstanding 119.0 116.9 118.5 117.3
Effect of outstanding stock options 2.7 3.2 2.9 3.5
----- ----- ----- -----
Weighted average number of shares
and share equivalents outstanding 121.7 120.1 121.4 120.8
===== ===== ===== =====
Per share amounts:
Net income (a) $0.16 $0.21 $1.59 $1.57
===== ===== ===== =====
_________________________
(a) These calculations are submitted in accordance with Regulation
S-K item 601 (b)(11)
</TABLE>
