FIBERMARK INC
8-K, 1997-05-05
PAPERBOARD MILLS
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                                 UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C.  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): 

                                April 24, 1997



                               FiberMark, Inc.              


   Delaware                 0-20231               82-0429330    
(State or other        (Commission File      (IRS Employer
jurisdiction of            Number)           Identification No.)
incorporation)


                   Brudies Road, Brattleboro, Vermont  05302   
              (Address of principal executive offices) (Zip Code)



              Registrant's telephone number, including area code:

                                 (802) 257-0365
<PAGE>

Item 5.  Other Events

     On April 24, 1997 FiberMark, Inc. (the "Company") announced a three-for-
     two stock split (the "Stock Split") on its common stock in the form of a
     stock dividend.  The stock split will be effective May 13, 1997, for
     shareholders of record at the close of business on May 6, 1997.  The
     Board of Directors of the Company authorized the Executive Committee of
     the Company to declare the Stock Split on February 20, 1997, and the
     Executive Committee adopted resolutions on April 24, 1997 authorizing the
     Stock Split.
     Item 7.  Financial Statements and Exhibits

     (c)  Exhibits.

          99.3 Press Release dated April 24, 1997.
<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 hereunto duly authorized.


                                FIBERMARK, INC.




Date  5/05/97                 By:/s/ Bruce P. Moore         
                                   Bruce P. Moore
                                   Vice President and
                                   Chief Financial Officer
<PAGE>


FOR IMMEDIATE RELEASE    Contact:  Janice C. Warren
                                   Corporate Communications
                                   Manager
                                   FiberMark, Inc.
                                   (802) 257-5981


                              FIBERMARK ANNOUNCES
                  RECORD EARNINGS FOR THE FIRST QUARTER 1997
               THREE FOR TWO STOCK SPLIT EFFECTIVE MAY 13, 1997

____________________________________________________________


BRATTLEBORO, VERMONT (April 24, 1997) -- FiberMark, Inc. (NYSE:FMK) today
announced record results for the quarter ended March 31, 1997.

The Company also announced a three for two stock split on its common stock to
be effective May 13, 1997, for shareholders of record at the close of business
on May 6, 1997.  This split will increase the outstanding shares of FiberMark
to 6,064,638 from its current level of 4,043,092 shares.  Alex Kwader,
President and Chief Executive Officer of FiberMark, commented that "this stock
split should facilitate investment in FiberMark and result in improved
liquidity".

Net earnings for the first quarter of 1997 were $2.7 million or $.68 per
share--a record high in Company quarterly earnings.  First quarter results
represent an 8% increase over the previous earnings record established in the
fourth quarter of 1996 and are more than two and one-half times the level for
the comparable quarter of 1996, during which the Company earned $1.0 million
or $.26 per share.

Net sales for the quarter were $59.4 million as compared to $24.9 million for
the comparable quarter in 1996.  $32.3 million of this increase is
attributable to the October 31, 1996 acquisition of Custom Papers Group and
Arcon Coating Mills.  First quarter sales for the markets in which the Company
was established prior to the acquisitions were $27.1 million, up 8.8% from the
comparable quarter in 1996.  Sales in the office products market increased
12.5% to $14.4 million, compared to $12.8 million in the first quarter of
1996.  Durable specialty sales increased 7.7% to $8.4 million versus $7.8
million in the comparable 1996 quarter.  The book cover component of our
technical specialty sales increased 2.5% to $3.9 million as compared to $3.8
million in the first quarter of 1996.

"Strong earnings were helped by stable raw material costs, productivity
improvements, and overall market strength," according to Kwader.  "Looking
ahead, we anticipate continued strength, despite some selective softening of
order levels relative to the strong conditions experienced during the last two
quarters.  On the raw material side, prices may increase slightly during both
the second and third quarters.  Relative to the acquisitions we made last
fall, we are moving forward with elimination of redundant corporate overhead,
consolidation of facilities, and reconfiguration of our production to optimize
manufacturing efficiencies".

FiberMark is recognized as a leader in the use of recycled materials and is a
leading manufacturer and converter of specialty fiber-based materials serving
a wide range of industrial and consumer needs.  Key products include
pressboard and edge binding tapes used in filing products and report covers
for office and school use, filtration materials for car and truck engines,
insulation materials for power transformers and printed circuit boards, and
<PAGE>
saturated base materials for masking tapes and book covers.  The Company has
ten manufacturing locations throughout the United States which focus on niche
markets worldwide, applying its specialty fibers expertise and versatile
manufacturing capabilities.

(Tables to follow.)



FIBERMARK IS NOW ON-LINE AT ITS NEW ADDRESS:  "HTTP://WWW.FIBERMARK.COM".
<PAGE>
                                FIBERMARK, INC.
                       CONSOLIDATED STATEMENTS OF INCOME

                    (IN THOUSANDS EXCEPT PER SHARE AMOUNTS)
                                   UNAUDITED

<TABLE>
                                                      THREE MONTHS ENDED MARCH 31

                                                     1997                     1996
                                                    Actual                   Actual
 <S>                                                   <C>                      <C>     
 Net Sales                                             $ 59,442                 $ 24,859
 Cost of Sales                                           48,177                   21,356

 Gross Profit                                            11,265                    3,503
 General and Administrative Expenses                      4,416                    1,961

 Income from Operations                                   6,849                    1,542

 Other (Income) Expenses, Net                                72                     (328)
 Interest Expense                                         2,258                      180

 Income Before Income Taxes                               4,519                    1,690

 Provision for Income Taxes                               1,786                      642

 Net Income Applicable to Common Shares                $  2,733                 $  1,048

 Net Income Per Common Share                           $   0.68                 $   0.26   

 Average Number of Shares Outstanding                     4,042                    4,033

</TABLE>
<PAGE>
                                FIBERMARK, INC.
                          CONSOLIDATED BALANCE SHEETS
                                (IN THOUSANDS)
                                   UNAUDITED

<TABLE>
                                                  March 31,             March 31,
                                                    1997                  1996
 <S>                                                   <C>                   <C>   
                   ASSETS
 CURRENT ASSETS:
       Cash                                            10,651                   488
       Accounts Receivable                             24,235                10,583
       Cogen Receivable                                 1,785                 1,680
       Inventories                                     31,137                16,814
       Other                                            1,879                   753
       Deferred Income Taxes                            2,090                      
               TOTAL CURRENT ASSETS                    71,777                30,318

 LONG TERM COGEN RECEIVABLE                              -                    1,832
 PROPERTY, PLANT AND EQUIPMENT, NET                    91,801                34,863
 GOODWILL, NET                                         46,553                   496
 ORGANIZATIONAL AND FINANCING COSTS                     5,915                 2,012
 DEFERRED INCOME TAXES                                   -                    4,128

 TOTAL ASSETS                                         216,046                73,649

    LIABILITIES AND STOCKHOLDERS' EQUITY

 CURRENT LIABILITIES:
       Accounts Payable                                17,835                 6,808
       Accrued Liabilities                             23,681                 5,978
       Current Portion of Long Term Debt                                      1,750
               TOTAL CURRENT LIABILITIES               41,516                14,536

 LONG TERM LIABILITIES:
       Senior Term Debt                               100,000                 3,411
               TOTAL LONG TERM DEBT                   100,000                 3,411

       Deferred Gain                                   12,174                13,892
       Deferred Income Tax                             11,510                      
               TOTAL LONG TERM
               LIABILITIES                            123,684                17,303

 STOCKHOLDERS' EQUITY:
       Common Stock                                         4                     4
       Additional Paid in Capital                      44,753                44,698
       Unearned Compensation                                                    (79)
       Accumulated Earnings (Deficit)                   6,089                (2,813)
               TOTAL STOCKHOLDERS' EQUITY              50,846                41,810

 TOTAL LIABILITY AND STOCKHOLDERS' EQUITY             216,046                73,649

</TABLE>




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