VALCOR INC
8-K, 1996-11-01
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


                                  October 25, 1996
                -----------------------------------------------------

                  (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)
  
                                   (972) 233-1700
            ------------------------------------------------------------
                (Registrant's telephone number, including area code)


                           (214) 233-1700 (area code change only)
            ------------------------------------------------------------
               (Former name or address, if changed since last report)


          Item 5:  Other Events
                   ------------

                      On October 25,  1996, 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 October 25, 1996
                                                        ----------------

                                     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:  October 25, 1996
                 ----------------


   [COMPANY LOGO]
                      VALCOR REPORTS THIRD QUARTER RESULTS

     DALLAS, TEXAS . . October 25, 1996 . . Valcor, Inc. reported income from
continuing operations of $2.7 million for the third quarter of 1996 compared to
$2.1 million in the third quarter of 1995.  For the first nine months of 1996,
income from continuing operations was $6.8 million compared to $6.4 million in
1995.  Margins of the Company's component products business (ergonomic
workstation products, drawer slides and locks) improved in the third quarter in
part as a result of favorable changes in product mix and currency rates.  Fast
food comparable sales, up slightly in the third quarter, were up 2% in the year-
to-date period.

     Discontinued operations represents the results of Medite Corporation's
building products operations.  As previously-reported, the Company expects to
complete the sale of substantially all of Medite's assets in the fourth quarter
of 1996 at a estimated pre-tax gain of approximately $100 million.


                             SUMMARY OF OPERATIONS

                                  (Unaudited)

                                  (In millions)

<TABLE>
<CAPTION>
                                THREE MONTHS      NINE MONTHS 
                                   ENDED            ENDED
                                 SEPTEMBER 30,   SEPTEMBER 30,

                               1995*   1996      1995*  1996
<S>                             <C>    <C>       <C>     <C>
NET SALES
  Component products            $19.4  $21.8     $ 58.8  $ 64.7
  Fast food                      29.5   29.0       85.1    85.9
                                -----  -----     ------  ------


                                $48.9  $50.8     $143.9  $150.6
                                =====  =====     ======  ======

OPERATING INCOME
  Component products            $ 4.5  $ 5.4     $ 15.1  $ 14.8
  Fast food                       2.0    2.0        4.9     6.0
                                -----  -----     ------  ------


    TOTAL OPERATING INCOME        6.5    7.4       20.0    20.8
Interest expense                  2.9    3.0        8.7     8.9
Corporate items, net               .1    (.3)        .6     (.2)
                                -----  -----     ------  ------


    Income before income          3.5    4.7       10.7    12.1
taxes
Income taxes                      1.4    2.0        4.3     5.3
                                -----  -----     ------  ------


    Income from continuing        2.1    2.7        6.4     6.8
operations
Discontinued operations           1.5    2.0       10.7   (10.7)
                                -----  -----     ------  ------

                                                                                                                  DRAFT X - 09/12/95

      NET INCOME (LOSS)         $ 3.6  $ 4.7     $ 17.1  $ (3.9)
                                =====  =====     ======  ======
</TABLE>

<F1>
     *Reclassified for discontinued operations.

    Valcor Inc., a wholly-owned subsidiary of publicly-traded Valhi, Inc.
(NYSE: VHI), has continuing operations in the component products and fast food
industries.  In connection with the registration of its 9 5/8% Senior Notes due
2003, Valcor files periodic reports with the Securities and Exchange Commission.



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