<PAGE> 1
================================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
------------------------
AMENDMENT NO. 1
<TABLE>
<C> <S>
(MARK ONE)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM ____________ TO ____________
</TABLE>
COMMISSION FILE NUMBER 1-12374
ALUMAX INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
<TABLE>
<S> <C>
DELAWARE 13-2762395
(STATE OF INCORPORATION) (I.R.S. EMPLOYER
IDENTIFICATION NUMBER)
</TABLE>
3424 PEACHTREE ROAD, N.E., SUITE 2100
ATLANTA, GEORGIA 30326
(PRINCIPAL EXECUTIVE OFFICES)
TELEPHONE NUMBER: (404) 846-4600
------------------------
SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:
<TABLE>
<S> <C>
NAME OF EACH EXCHANGE
TITLE OF EACH CLASS: ON WHICH REGISTERED:
Common Stock, $0.01 par value per share New York Stock Exchange
(including Stock Purchase
Rights relating thereto)
</TABLE>
SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
NONE
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
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 at least the past 90 days. Yes X No ____
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of the registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [ X ]
As of February 28, 1998, 53,455,062 shares of the common stock of the
registrant were issued and outstanding. The aggregate market value of the common
stock held by non-affiliates of the registrant was $1,939,778,087 as determined
by the February 28, 1998 closing price of $37.0625 for one share of common stock
on the New York Stock Exchange.
================================================================================
<PAGE> 2
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULES. The Company's
financial statements, the notes thereto and the report of the independent
accountants are set forth on pages 33 through 53 of this Form 10-K.
The following report and additional financial data should be read in
conjunction with the Company's financial statements:
Independent Accountant's Report of Coopers & Lybrand L.L.P. dated January
27, 1998 on the Company's financial statement schedule filed as a part
hereof for the fiscal years ended December 31, 1997, 1996 and 1995.
Schedule II -- Valuation and Qualifying Accounts for the fiscal years ended
December 31, 1997, 1996 and 1995.
Schedules other than the one referred to above are omitted because they are
not required or the information is included in the financial statements or the
notes thereto.
EXHIBITS. Unless otherwise indicated, exhibits are incorporated by
reference to the exhibits filed with the Company's Registration Statement on
Form S-1 (Commission File No. 33-69442).
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
------- -----------
<C> <S>
2.02 Agreement and Plan of Distribution, dated as of May 24,
1993, by and between AMAX Inc. and Alumax Inc.
2.03 Tax Disaffiliation Agreement, dated as of May 24, 1993, by
and between AMAX Inc. and Alumax Inc.
2.04 Amendment No. 1 to the Agreement and Plan of Distribution,
dated as of November 15, 1993, by and between AMAX Inc.
and Alumax Inc.*
3.01 Restated Certificate of Incorporation of the Company*
3.02 Restated By-laws of Alumax Inc., as amended on September 5,
1996, filed as Exhibit 3.01 to the Company's Quarterly
Report on Form 10-Q for the quarterly period ended
September 30, 1996 and incorporated herein by reference.
4.01 Form of Common Stock Certificate
4.02 Rights Agreement, dated as of February 22, 1996, between
Alumax Inc. and Chemical Mellon Shareholder Services,
L.L.C., as Rights Agent, including as Exhibit A the forms
of Rights Certificate and Election to Exercise and as
Exhibit B the form of Certificate of Designation and Terms
of Participating Preferred Stock of the Company, filed as
Exhibit 4 to the Company's Current Report on Form 8-K,
dated February 22, 1996 and incorporated herein by
reference.
4.03 Credit Agreement, dated as of September 14, 1990, as amended
as of November 13, 1990 and as further amended as of
February 19, 1991, by and among Aluminerie Lauralco, Inc.,
as Borrower, Canalco, Inc., as Continuing Guarantor, and
Bank of Montreal and National Westminster Bank PLC, as
Arrangers, Bank of Montreal, as Agent, and the Banks named
therein
4.04 Amended and Restated Credit Agreement, dated as of October
9, 1997, among Alumax Inc., Royal Bank of Canada, as
Agent, Arranger and Letter of Credit Issuer, Canadian
Imperial Bank of Commerce, as Administrative Agent, and
the Banks signatory thereto, filed as Exhibit 4.01 to the
Company's Quarterly Report on Form 10-Q for the quarterly
period ended September 30, 1997 and incorporated herein by
reference
</TABLE>
-1-
<PAGE> 3
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
------- -----------
<C> <S>
Note: No other long-term debt instrument issued by the Company
exceeds 10% of the consolidated total assets of the
Company and its subsidiaries. In accordance with paragraph
4(iii) of Item 601 of Regulation S-K, the Company will
furnish to the Commission upon request copies of long-term
debt instruments and related agreements
10.01 Form of Alumax Inc. Excess Benefit Plan**(-)
10.02 1993 Long-Term Incentive Plan (as Amended and Restated and
as Further Amended on October 3, 1996)**(-)
10.03 Deferred Compensation Plan (as Amended on October 3,
1996)**(-)
10.04 1993 Annual Incentive Plan (as Amended and Restated and as
Further Amended on October 3, 1996)**(-)
10.05 Executive Separation Policy (as amended and restated on
March 5, 1998), filed as Exhibit 5 to the Company's
Solicitation/Recommendation Statement on Schedule 14D-9
filed with the Commission on March 13, 1998 and
incorporated herein by reference
10.06 Non-Employee Directors Stock Compensation Plan (as Amended
on October 3, 1996)**(-)
10.07 Non-Employee Directors Deferred Compensation Plan (as
Amended on October 3, 1996)**(-)
10.08 Participation Agreement, dated as of November 25, 1997,
among Alumax Mill Products, Inc., Alumax Inc., BMO Leasing
(U.S.), Inc. and Bank of Montreal***
10.09 Master Lease, Deed of Trust and Security Agreement, dated as
of November 25, 1997, among BMO Leasing (U.S.), Inc.,
Alumax Mill Products, Inc. and Ward Williford, Esq.***
10.10 Restated Sales Agreement, dated as of January 1, 1986, as
amended and supplemented as of April 8, 1992 and April 9,
1992, by and between Alcoa of Australia Limited and Alumax
Inc. (Certain portions of this agreement have been deleted
and filed separately with the Secretary of the Securities
and Exchange Commission pursuant to a request for
confidential treatment.)
10.11 Power Sales Agreement, dated September 28, 1995, as amended,
between Intalco Aluminum Corporation and Bonneville Power
Administration (Certain portions of this agreement have
been deleted and filed separately with the Secretary of
the Securities and Exchange Commission pursuant to a
request for confidential treatment.)****
10.12 Power Sales Agreement, dated as of October 1, 1995, between
British Columbia Power Exchange Corporation and Intalco
Aluminum Corporation (Certain portions of this agreement
have been deleted and filed separately with the Secretary
of the Securities and Exchange Commission pursuant to a
request for confidential treatment.)****
10.13 Electric Service Agreement, dated as of November 11, 1994,
between Eastalco Aluminum Company and The Potomac Edison
Company, filed as Exhibit 10.02 to the Company's Quarterly
Report on Form 10-Q for the quarterly period ended June
30, 1997 and incorporated herein by reference
10.14 Amendment No. 1 to Electric Service Agreement, dated October
10, 1997, between Eastalco Aluminum Company and The
Potomac Edison Company***
10.15 Agreement, dated as of July 1, 1997, by and between the
South Carolina Public Service Authority and Alumax of
South Carolina, Inc., filed as Exhibit 10.01 to the
Company's Quarterly Report on Form 10-Q for the quarterly
period ended June 30, 1997 and incorporated herein by
reference
10.16 Electricity Contract, dated February 1, 1990, as amended on
October 15, 1992, by and between Aluminerie Lauralco, Inc.
and Hydro-Quebec (Certain portions of this agreement have
been deleted and filed separately with the Secretary of
the Securities and Exchange Commission pursuant to a
request for confidential treatment.)
</TABLE>
-2-
<PAGE> 4
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
------- -----------
<C> <S>
10.17 Employment Agreement, as Amended and Restated as of December
5, 1996, between Alumax Inc. and C. Allen Born**(-)
10.18 Employment Agreement, dated as of December 4, 1997, between
Alumax Inc. and Thomas G. Johnston***(-)
10.19 Agreement, dated as of November 15, 1993, as amended as of
February 3, 1994, among AMAX Inc., Alumax Inc. and Helen
M. Feeney*(-)
10.20 Agreement, dated as of March 10, 1994, between Alumax Inc.
and Helen M. Feeney, amending the Agreement, dated as of
November 15, 1993, as amended as of February 3,
1994*****(-)
10.21 Grantor Trust Agreement, dated as of April 1, 1997, between
Alumax Inc. and The Chase Manhattan Bank***(-)
10.22 Purchase Agreement, dated as of June 24, 1996, between
Euramax International, Ltd. and Alumax Inc., filed as
Exhibit 10.01 to the Company's Quarterly Report on Form
10-Q for the quarterly period ended June 30, 1996 and
incorporated herein by reference.
10.23 Agreement, dated as of June 28, 1996, by and between Minas
Penoles, S.A. de C.V. and The Fresnillo Company, filed as
Exhibit 10.01 to the Company's Quarterly Report on Form
10-Q for the quarterly period ended June 30, 1996 and
incorporated herein by reference.
11.01 Calculation of Earnings per Common Share***
21.01 Subsidiaries of the Company***
23.01 Consent of Coopers & Lybrand L.L.P.***
24.01 Power of Attorney***
27.01 Financial Data Schedule for the twelve months ended December
31, 1997*** (For SEC use only)
27.02 Restated Financial Data Schedule for the nine months ended
September 30, 1997****** (For SEC use only)
27.03 Restated Financial Data Schedule for the six months ended
June 30, 1997****** (For SEC use only)
27.04 Restated Financial Data Schedule for the three months ended
March 31, 1997****** (For SEC use only)
27.05 Restated Financial Data Schedule for the twelve months ended
December 31, 1996****** (For SEC use only)
27.06 Restated Financial Data Schedule for the nine months ended
September 30, 1996****** (For SEC use only)
27.07 Restated Financial Data Schedule for the six months ended
June 30, 1996****** (For SEC use only)
</TABLE>
- ---------------
* Previously filed as an exhibit to the Company's 1993 Annual Report on
Form 10-K and incorporated herein by reference.
** Previously filed as an exhibit to the Company's 1996 Annual Report on
Form 10-K and incorporated herein by reference.
*** Previously filed as an exhibit to the Company's 1997 Annual Report on
Form 10-K and incorporated herein by reference.
**** Previously filed as an exhibit to Amendment No. 1 to the Company's 1995
Annual Report on Form 10-K/A and incorporated herein by reference.
-3-
<PAGE> 5
***** Previously filed as an exhibit to Amendment No. 1 to the Company's 1993
Annual Report on Form 10-K/A and incorporated herein by reference.
****** Filed herewith.
(-) Management contract or compensatory plan or arrangement required to be filed
as an exhibit pursuant to Item 601 of Regulation S-K.
REPORTS ON FORM 8-K. During the quarter ended December 31, 1997, the
Company filed a Report on Form 8-K, dated October 1, 1997, reporting under Item
5 the United States Tax Court's decision in favor of the Internal Revenue
Service in a suit against Alumax regarding an alleged income tax deficiency.
-4-
<PAGE> 6
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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, on March 31, 1998.
Alumax Inc.
By /s/ HELEN M. FEENEY
------------------------------------
HELEN M. FEENEY
Vice President and Secretary
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities indicated on March 31, 1998.
<TABLE>
<CAPTION>
SIGNATURE TITLE
--------- -----
<S> <C>
* Chairman, Chief Executive Officer and Director
- ----------------------------------------------------- (Principal Executive Officer)
ALLEN BORN
* Director
- -----------------------------------------------------
J. DENNIS BONNEY
* Director
- -----------------------------------------------------
HAROLD BROWN
* Director
- -----------------------------------------------------
L. DON BROWN
* Director
- -----------------------------------------------------
PIERRE DES MARAIS II
* Director
- -----------------------------------------------------
JAMES C. HUNTINGTON, JR.
* Director
- -----------------------------------------------------
W. LOEBER LANDAU
* Director
- -----------------------------------------------------
PAUL W. MACAVOY
Director
- -----------------------------------------------------
PETER J. POWERS
* Director
- -----------------------------------------------------
ANNE WEXLER
* Vice President and Chief Financial Officer
- ----------------------------------------------------- (Principal Financial Officer)
MICHAEL T. VOLLKOMMER
* Vice President and Controller (Principal
- ----------------------------------------------------- Accounting Officer)
KEVIN J. KRAKORA
*By /s/ HELEN M. FEENEY
-------------------------------------------------
HELEN M. FEENEY
As Attorney-in-Fact for each
of the persons indicated
</TABLE>
-5-
<PAGE> 7
EXHIBIT INDEX
Unless otherwise indicated, exhibits are incorporated by reference to
exhibits filed with the Company's Registration Statement on Form S-1 (Commission
File No. 33-69442).
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
------- -----------
<C> <S>
2.02 Agreement and Plan of Distribution, dated as of May 24,
1993, by and between AMAX Inc. and Alumax Inc.
2.03 Tax Disaffiliation Agreement, dated as of May 24, 1993, by
and between AMAX Inc. and Alumax Inc.
2.04 Amendment No. 1 to the Agreement and Plan of Distribution,
dated as of November 15, 1993, by and between AMAX Inc.
and Alumax Inc.*
3.01 Restated Certificate of Incorporation of the Company*
3.02 Restated By-laws of Alumax Inc., as amended on September 5,
1996, filed as Exhibit 3.01 to the Company's Quarterly
Report on Form 10-Q for the quarterly period ended
September 30, 1996 and incorporated herein by reference
4.01 Form of Common Stock Certificate
4.02 Rights Agreement, dated as of February 22, 1996, between
Alumax Inc. and Chemical Mellon Shareholder Services,
L.L.C., as Rights Agent, including as Exhibit A the forms
of Rights Certificate and Election to Exercise and as
Exhibit B the form of Certificate of Designation and Terms
of Participating Preferred Stock of the Company, filed as
Exhibit 4 to the Company's Current Report on Form 8-K,
dated February 22, 1996, and incorporated herein by
reference
4.03 Credit Agreement, dated as of September 14, 1990, as amended
as of November 13, 1990 and as further amended as of
February 19, 1991, by and among Aluminerie Lauralco, Inc.,
as Borrower, Canalco, Inc., as Continuing Guarantor, and
Bank of Montreal and National Westminster Bank PLC, as
Arrangers, Bank of Montreal, as Agent, and the Banks named
therein
4.04 Amended and Restated Credit Agreement, dated as of October
9, 1997 among Alumax Inc., Royal Bank of Canada, as Agent,
Arranger And Letter of Credit Issuer, Canadian Imperial
Bank of Commerce, as Administrative Agent, and the Banks
signatory thereto, filed as Exhibit 4.01 to the Company's
Quarterly Report on Form 10-Q for the quarterly period
ended September 30, 1997 and incorporated herein by
reference
Note: No other long-term debt instrument issued by the Company
Exceeds 10% of the consolidated total assets of the
Company and its subsidiaries. In accordance with paragraph
4(iii) of Item 601 of Regulation S-K, the Company will
furnish to the Commission upon request copies of long-term
debt instruments and related agreements
10.01 Form of Alumax Inc. Excess Benefit Plan**(-)
10.02 1993 Long-Term Incentive Plan (as Amended and Restated and
as Further Amended on October 3, 1996)**(-)
10.03 Deferred Compensation Plan (as Amended on October 3,
1996)**(-)
10.04 1993 Annual Incentive Plan (as Amended and Restated and as
Further Amended on October 3, 1996)**(-)
10.05 Executive Separation Policy (as amended and restated on
March 5, 1998), filed as Exhibit 5 to the Company's
Solicitation/Recommendation Statement on Schedule 14D-9
filed with the Commission on March 13, 1998 and
incorporated herein by reference
10.06 Non-Employee Directors Stock Compensation Plan (as Amended
on October 3, 1996)**(-)
10.07 Non-Employee Directors Deferred Compensation Plan (as
Amended on October 3, 1996)**(-)
</TABLE>
-6-
<PAGE> 8
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
------- -----------
<C> <S>
10.08 Participation Agreement, dated as of November 25, 1997,
among Alumax Mill Products, Inc., Alumax Inc., BMO Leasing
(U.S.), Inc. and Bank of Montreal***
10.09 Master Lease, Deed of Trust and Security Agreement, dated as
of November 25, 1997, among BMO Leasing (U.S.), Inc.,
Alumax Mill Products, Inc. and Ward Williford, Esq.***
10.10 Restated Sales Agreement, dated as of January 1, 1986, as
Amended and supplemented as of April 8, 1992 and April 9,
1992, by and between Alcoa of Australia Limited and Alumax
Inc. (Certain portions of this agreement have been deleted
and filed separately with the Secretary of the Securities
and Exchange Commission pursuant to a request for
confidential treatment.)
10.11 Power Sales Agreement, dated September 28, 1995, as amended,
Between Intalco Aluminum Corporation and Bonneville Power
Administration (Certain portions of this agreement have
been deleted and filed separately with the Secretary of
the Securities and Exchange Commission pursuant to a
request for confidential treatment.)****
10.12 Power Sales Agreement, dated as of October 1, 1995, between
British Columbia Power Exchange Corporation and Intalco
Aluminum Corporation (Certain portions of this agreement
have been deleted and filed separately with the Secretary
of the Securities and Exchange Commission pursuant to a
request for confidential treatment.)****
10.13 Electric Service Agreement, dated as of November 11, 1994,
between Eastalco Aluminum Company and The Potomac Edison
Company, filed as Exhibit 10.02 to the Company's Quarterly
Report on Form 10-Q for the quarterly period ended June
30, 1997 and incorporated herein by reference
10.14 Amendment No. 1 to Electric Service Agreement, dated October
10, 1997, between The Potomac Edison Company and Eastalco
Aluminum Company***
10.15 Agreement, dated as of July 1, 1997, by and between the
South Carolina Public Service Authority and Alumax of
South Carolina, Inc., filed as Exhibit 10.01 to the
Company's Quarterly Report on Form 10-Q for the quarterly
period ended June 30, 1997 and incorporated herein by
reference.
10.16 Electricity Contract, dated February 1, 1990, as amended on
October 15, 1992, by and between Aluminerie Lauralco, Inc.
and Hydro-Quebec (Certain portions of this agreement have
been deleted and filed separately with the Secretary of
the Securities and Exchange Commission pursuant to a
request for confidential treatment.)
10.17 Employment Agreement, As Amended and Restated as of December
5, 1996, between Alumax Inc. and C. Allen Born**(-)
10.18 Employment Agreement, dated as of December 4, 1997, between
Alumax Inc. and Thomas G. Johnston***(-)
10.19 Agreement, dated as of November 15, 1993, as amended as of
February 3, 1994, among AMAX Inc., Alumax Inc. and Helen
M. Feeney*(-)
10.20 Agreement, dated as of March 10, 1994, between Alumax Inc.
and Helen M. Feeney, amending the Agreement, dated as of
November 15, 1993, as amended as of February 3,
1994*****(-)
10.21 Grantor Trust Agreement, dated as of April 1, 1997, between
Alumax Inc. and The Chase Manhattan Bank***(-)
10.22 Purchase Agreement, dated as of June 24, 1996, between
Euramax International, Ltd. and Alumax Inc., filed as
Exhibit 10.01 to the Company's Quarterly Report on Form
10-Q for the quarterly period ended June 30, 1996 and
incorporated herein by reference.
</TABLE>
-7-
<PAGE> 9
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
------- -----------
<C> <S>
10.23 Agreement, dated as of June 28, 1996, by and between Minas
Penoles, S.A. de C.V. and The Fresnillo Company, filed as
Exhibit 10.01 to the Company's Quarterly Report on Form
10-Q for the quarterly period ended June 30, 1996 and
incorporated herein by reference.
11.01 Calculation of Earnings per Common Share***
21.01 Subsidiaries of the Company***
23.01 Consent of Coopers & Lybrand L.L.P.***
24.01 Power of Attorney***
27.01 Financial Data Schedule for the twelve months ended December
31, 1997*** (For SEC use only)
27.02 Restated Financial Data Schedule for nine months ended
September 30, 1997****** (For SEC use only)
27.03 Restated Financial Data Schedule for the six months ended
June 30, 1997****** (For SEC use only)
27.04 Restated Financial Data Schedule for the three months ended
March 31, 1997****** (For SEC use only)
27.05 Restated Financial Data Schedule for the twelve months ended
December 31, 1996****** (For SEC use only)
27.06 Restated Financial Data Schedule for the nine months ended
September 30, 1996****** (For SEC use only)
27.07 Restated Financial Data Schedule for the six months ended
June 30, 1996****** (For SEC use only)
</TABLE>
- ---------------
* Previously filed as an exhibit to the Company's 1993 Annual Report on
Form 10-K and incorporated herein by reference.
** Previously filed as an exhibit to the Company's 1996 Annual Report on
Form 10-K and incorporated herein by reference.
*** Previously filed as an exhibit to the Company's 1997 Annual Report on
Form 10-K and incorporated herein by reference.
**** Previously filed as an exhibit to Amendment No. 1 to the Company's 1995
Annual Report on Form 10-K/A and incorporated herein by reference.
***** Previously filed as an exhibit to Amendment No. 1 to the Company's 1993
Annual Report on Form 10-K/A and incorporated herein by reference.
****** Filed herewith.
(-) Management contract or compensatory plan or arrangement required to be filed
as an exhibit pursuant to Item 601 of Regulation S-K.
-8-
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS RESTATED FINANCIAL DATA SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM THE FORM 10-Q OF ALUMAX INC. FOR THE NINE MONTHS ENDED SEPTEMBER
30, 1997 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 60
<SECURITIES> 0
<RECEIVABLES> 475
<ALLOWANCES> 14
<INVENTORY> 555
<CURRENT-ASSETS> 1,162
<PP&E> 3,136
<DEPRECIATION> 1,116
<TOTAL-ASSETS> 3,447
<CURRENT-LIABILITIES> 392
<BONDS> 627
0
0
<COMMON> 1
<OTHER-SE> 1,630
<TOTAL-LIABILITY-AND-EQUITY> 3,447
<SALES> 2,150
<TOTAL-REVENUES> 2,150
<CGS> 1,650
<TOTAL-COSTS> 1,954
<OTHER-EXPENSES> (4)
<LOSS-PROVISION> 1
<INTEREST-EXPENSE> 41
<INCOME-PRETAX> 159
<INCOME-TAX> 172
<INCOME-CONTINUING> (14)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (14)
<EPS-PRIMARY> (0.25)
<EPS-DILUTED> (0.25)
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS RESTATED FINANCIAL DATA SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM THE FORM 10-Q OF ALUMAX INC. FOR THE SIX MONTHS ENDED JUNE 30,
1997 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-30-1997
<CASH> 27
<SECURITIES> 0
<RECEIVABLES> 462
<ALLOWANCES> 18
<INVENTORY> 543
<CURRENT-ASSETS> 1,109
<PP&E> 3,103
<DEPRECIATION> 1,080
<TOTAL-ASSETS> 3,320
<CURRENT-LIABILITIES> 399
<BONDS> 650
0
0
<COMMON> 1
<OTHER-SE> 1,706
<TOTAL-LIABILITY-AND-EQUITY> 3,320
<SALES> 1,433
<TOTAL-REVENUES> 1,433
<CGS> 1,106
<TOTAL-COSTS> 1,304
<OTHER-EXPENSES> (2)
<LOSS-PROVISION> 1
<INTEREST-EXPENSE> 27
<INCOME-PRETAX> 104
<INCOME-TAX> 42
<INCOME-CONTINUING> 63
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 63
<EPS-PRIMARY> 1.14
<EPS-DILUTED> 1.12
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS RESTATED FINANCIAL DATA SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM THE FORM 10-Q OF ALUMAX INC. FOR THE THREE MONTHS ENDED MARCH
31, 1997 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1997
<CASH> 12
<SECURITIES> 0
<RECEIVABLES> 465
<ALLOWANCES> 17
<INVENTORY> 536
<CURRENT-ASSETS> 1,097
<PP&E> 3,076
<DEPRECIATION> 1,049
<TOTAL-ASSETS> 3,307
<CURRENT-LIABILITIES> 437
<BONDS> 650
0
0
<COMMON> 1
<OTHER-SE> 1,669
<TOTAL-LIABILITY-AND-EQUITY> 3,307
<SALES> 702
<TOTAL-REVENUES> 702
<CGS> 546
<TOTAL-COSTS> 644
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 1
<INTEREST-EXPENSE> 13
<INCOME-PRETAX> 45
<INCOME-TAX> 18
<INCOME-CONTINUING> 27
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 27
<EPS-PRIMARY> 0.49
<EPS-DILUTED> 0.48
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS RESTATED FINANCIAL DATA SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM THE FORM 10-K OF ALUMAX INC. FOR THE YEAR ENDED DECEMBER 31,
1996 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000,000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> DEC-31-1996
<CASH> 35
<SECURITIES> 0
<RECEIVABLES> 456
<ALLOWANCES> 17
<INVENTORY> 520
<CURRENT-ASSETS> 1,086
<PP&E> 3,064
<DEPRECIATION> 1,037
<TOTAL-ASSETS> 3,299
<CURRENT-LIABILITIES> 425
<BONDS> 672
0
0
<COMMON> 1
<OTHER-SE> 1,640
<TOTAL-LIABILITY-AND-EQUITY> 3,299
<SALES> 3,159
<TOTAL-REVENUES> 3,159
<CGS> 2,522
<TOTAL-COSTS> 2,927
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 5
<INTEREST-EXPENSE> 63
<INCOME-PRETAX> 423
<INCOME-TAX> 173
<INCOME-CONTINUING> 250
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 250
<EPS-PRIMARY> 5.26
<EPS-DILUTED> 4.53
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS RESTATED FINANCIAL DATA SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM THE FORM 10-Q OF ALUMAX INC. FOR THE NINE MONTHS ENDED SEPTEMBER
30, 1996 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> SEP-30-1996
<CASH> 68
<SECURITIES> 0
<RECEIVABLES> 470
<ALLOWANCES> 18
<INVENTORY> 524
<CURRENT-ASSETS> 1,165
<PP&E> 3,019
<DEPRECIATION> 1,016
<TOTAL-ASSETS> 3,343
<CURRENT-LIABILITIES> 499
<BONDS> 674
0
2
<COMMON> 0
<OTHER-SE> 1,627
<TOTAL-LIABILITY-AND-EQUITY> 3,343
<SALES> 2,463
<TOTAL-REVENUES> 2,463
<CGS> 1,970
<TOTAL-COSTS> 2,279
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 5
<INTEREST-EXPENSE> 50
<INCOME-PRETAX> 390
<INCOME-TAX> 159
<INCOME-CONTINUING> 231
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 231
<EPS-PRIMARY> 4.99
<EPS-DILUTED> 4.18
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS RESTATED FINANCIAL DATA SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM THE FORM 10-Q OF ALUMAX INC. FOR THE SIX MONTHS ENDED JUNE 30,
1996 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 24
<SECURITIES> 0
<RECEIVABLES> 538
<ALLOWANCES> 25
<INVENTORY> 614
<CURRENT-ASSETS> 1,396
<PP&E> 3,115
<DEPRECIATION> 1,066
<TOTAL-ASSETS> 3,617
<CURRENT-LIABILITIES> 827
<BONDS> 693
0
2
<COMMON> 0
<OTHER-SE> 1,569
<TOTAL-LIABILITY-AND-EQUITY> 3,617
<SALES> 1,654
<TOTAL-REVENUES> 1,654
<CGS> 1,312
<TOTAL-COSTS> 1,515
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 34
<INCOME-PRETAX> 292
<INCOME-TAX> 113
<INCOME-CONTINUING> 292
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 179
<EPS-PRIMARY> 3.88
<EPS-DILUTED> 3.23
</TABLE>
