VALCOR INC
8-K, 1994-07-28
PREFABRICATED WOOD BLDGS & COMPONENTS
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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



                                 July 28, 1994                   
                (Date of Report, date of earliest event reported)




                                   VALCOR, INC.                       
             (Exact name of Registrant as specified in its charter)


             Delaware              33-63044             74-2678674     
            (State or other        (Commission         (IRS Employer
             jurisdiction of        File Number)        Identification
             incorporation)                             No.) 


             5430 LBJ Freeway, Suite 1700, Dallas, TX     75240-2697  
             (Address of principal executive offices)     (Zip Code)



                                (214) 233-1700                        
              (Registrant's telephone number, including area code)



                                Not applicable                        
             (Former name or address, if changed since last report)

Item 5:  Other Events

         On July 28, 1994, the Registrant issued the press release attached
hereto as Exhibit 99.1 which is incorporated herein by reference.  

Item 7:  Financial Statements,  Pro Forma  Financial Information
         and Exhibits

    (c)  Exhibit

         Item No.                    Exhibit Index               

           99.1        Press release dated July 28, 1994
                       issued by the Registrant

                                   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.



                              VALCOR, INC.
                              (Registrant)



                              By: /s/ Steven L. Watson           
                                  Steven L. Watson
                                  Vice President & Secretary



Date:  July 28, 1994




                                                           EXHIBIT 99.1



                  VALCOR REPORTS HIGHER SECOND QUARTER EARNINGS


    DALLAS, TEXAS . . July 28, 1994 . . Valcor, Inc.'s operating income for the
second quarter of 1994 increased 41% to $18.9 million on a 13% increase in sales
to $98 million.  For the first six months of the year, operating income
increased 29% to $30.7 million and sales increased 10% to $183 million.  The
improvements in sales, earnings and margins, driven by higher volumes in the
Company's forest products and hardware products segments, were also enhanced by
higher average selling prices for medium density fiberboard, the Company's
principal forest product.  In the fast food segment, results comparable to the
1993 periods were achieved despite a slightly lower average number of stores.

    The Company's higher operating earnings more than offset higher 1994
interest expense resulting from the Company's recapitalization during the last
half of 1993.  The Company's net income increased 18% to $9.1 million for the
second quarter while net income of $13.3 million for the first six months of
1994 approximated that of the first half of last year.

    Valcor, Inc., a wholly-owned subsidiary of Valhi, Inc. (NYSE:VHI), is
engaged through subsidiaries in the forest products, hardware products and fast
food industries.  In connection with the registration of its 95/8% Senior Notes
Due 2003, Valcor files periodic reports with the Securities and Exchange
Commission.

                                    * * * * *

                                  VALCOR, INC.

                       SUMMARY OF CONSOLIDATED OPERATIONS

                                   (UNAUDITED)

                                  (IN MILLIONS)

<TABLE>
<CAPTION>

                                                    Three months ended            Six months ended
                                                         June 30,                     June 30,     
                                                           1993        1994             1993         1994 

<S>                                                       <C>         <C>              <C>          <C>
Net sales
  Forest products                                         $43.9       $53.4            $ 83.5       $ 93.4
  Hardware products                                        16.0        17.5              30.4         35.5
  Fast food                                                27.3        27.6              53.4         54.3

                                                          $87.2       $98.5            $167.3       $183.2

Operating income
  Forest products                                         $ 7.4       $11.6            $ 12.8       $ 16.7
  Hardware products                                         3.9         5.0               7.0         10.1

  Fast food                                                 2.1         2.3               4.0          3.9

    Total operating income                                 13.4        18.9              23.8         30.7

Disposition of business unit                                -           -                  .5          -  
Interest expense                                            (.9)       (4.3)             (1.9)        (8.6)

    Income before income taxes                             12.5        14.6              22.4         22.1

Provision for income taxes                                  4.8         5.5               8.6          8.8

      Net income                                          $ 7.7       $ 9.1            $ 13.8       $ 13.3

</TABLE>

                                  VALCOR, INC.

                      CONDENSED CONSOLIDATED BALANCE SHEETS

                                  (IN MILLIONS)

<TABLE>
<CAPTION>

                                                                           December 31,         June 30,
                                                                               1993               1994  
                                                                                               (Unaudited)

<S>                                                                                <C>               <C>
Current assets                                                                     $ 70.6            $ 79.0
Timber and timberlands                                                               51.9              53.6
Other noncurrent assets                                                              33.2              34.0
Property and equipment                                                              116.8             133.2

                                                                                   $272.5            $299.8


Current liabilities                                                                $ 46.7            $ 57.9
Long-term debt                                                                      185.7             189.2
Other noncurrent liabilities                                                         26.2              27.4
Stockholder's equity                                                                 13.9              25.3

                                                                                   $272.5            $299.8
</TABLE>


                   CONDENSED CONSOLIDATED CASH FLOW STATEMENTS

                     SIX MONTHS ENDED JUNE 30, 1993 AND 1994
                                   (UNAUDITED)

                                  (IN MILLIONS)
<TABLE>
<CAPTION>

                                                                                           1993        1994 

<S>                                                                                       <C>         <C>
Cash provided by operating activities:
  Before working capital changes                                                          $ 22.2      $ 22.7
  Changes in assets and liabilities                                                          1.5          .2
                                                                                            23.7        22.9
Cash provided (used) by investing and financing activities:
  Capital expenditures                                                                      (9.2)      (25.9)
  Net borrowings (repayments)                                                               (8.1)       10.2
  Dividends                                                                                (11.4)       (1.5)
  Other, net                                                                                  .9         (.1)

    Net cash provided (used)                                                              $ (4.1)     $  5.6

</TABLE>



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