<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
____________________________
F O R M 10-Q
For the Quarter Ended March 30, 1996 Commission File Number 1-5315
____________________________
S P R I N G S I N D U S T R I E S, I N C.
(Exact name of registrant as specified in its charter)
SOUTH CAROLINA 57-0252730
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
205 North White Street
Fort Mill, South Carolina 29715
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(803) 547-1500
____________________________
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 at least the past 90 days.
Yes X No
----- -----
____________________________
As of May 8, 1996, there were 12,616,478 shares of Class A Common Stock and
7,529,579 shares of Class B Common Stock of Springs Industries, Inc.
outstanding.
____________________________
There are 16 pages in the sequentially numbered, manually signed original of
this report.
- 1 -
<PAGE> 2
TABLE OF CONTENTS TO FORM 10-Q
<TABLE>
<CAPTION>
PART I - FINANCIAL INFORMATION
- ------------------------------
ITEM PAGE
- ---- ----
<S> <C>
1. FINANCIAL STATEMENTS 3
2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS 8
PART II - OTHER INFORMATION
- ---------------------------
4. SUBMISSION OF MATTERS TO A VOTE 10
OF SECURITY HOLDERS
6. EXHIBITS 11
SIGNATURES 12
EXHIBIT INDEX 13
</TABLE>
- 2 -
<PAGE> 3
PART I
ITEM I - FINANCIAL STATEMENTS
SPRINGS INDUSTRIES, INC.
Condensed Consolidated Statement of Operations
and Retained Earnings
(In thousands except per share data)
(Unaudited)
<TABLE>
<CAPTION>
THIRTEEN WEEKS ENDED
----------------------------
MARCH 30, APRIL 1,
---------- ----------
<S> <C> <C>
OPERATIONS
Net sales . . . . . . . . . . . . . . . . . . . $ 583,493 $ 483,136
Cost of goods sold . . . . . . . . . . . . . 477,755 396,028
Selling, general and
administrative expenses . . . . . . . . . . 78,652 64,010
---------- ----------
Operating income . . . . . . . . . . . . . 27,086 23,098
Interest expense . . . . . . . . . . . . . . 7,834 7,252
Other (income) expense . . . . . . . . . . . (939) (835)
---------- ----------
Income before income taxes . . . . . . . . . . 20,191 16,681
Income taxes . . . . . . . . . . . . . . . . . 7,885 6,813
---------- ----------
Net income . . . . . . . . . . . . . . . . $ 12,306 $ 9,868
========== ==========
Per share:
Net income . . . . . . . . . . . . . . . . $ .60 $ .55
========== ==========
Cash dividends declared:
Class A shares . . . . . . . . . . . . . $ .33 $ .30
========== ==========
Class B shares . . . . . . . . . . . . . $ .30 $ .27
========== ==========
Weighted average shares of
common stock . . . . . . . . . . . . . . . . 20,389 17,807
========== ==========
RETAINED EARNINGS
Retained earnings at beginning
of period . . . . . . . . . . . . . . . . . . $ 616,347 $ 568,403
Net income . . . . . . . . . . . . . . . . . . 12,306 9,868
Cash dividends declared . . . . . . . . . . . . (6,417) (5,046)
---------- ----------
Retained earnings at end of period . . . . . . $ 622,236 $ 573,225
========== ==========
</TABLE>
See Notes to Condensed Consolidated Financial Statements.
- 3 -
<PAGE> 4
SPRINGS INDUSTRIES, INC.
Condensed Consolidated Balance Sheet
(In thousands except share data)
(Unaudited)
<TABLE>
<CAPTION>
MARCH 30, DECEMBER 30,
1996 1995
---------- -----------
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents . . . . . . . . . . . . . . . $ 2,152 $ 2,606
Accounts receivable . . . . . . . . . . . . . . . . . . 368,850 351,669
Inventories . . . . . . . . . . . . . . . . . . . . . . 393,874 384,730
Other . . . . . . . . . . . . . . . . . . . . . . . . . 28,156 30,300
---------- ----------
Total current assets . . . . . . . . . . . . . . . . 793,032 769,305
---------- ----------
Property, plant and equipment . . . . . . . . . . . . . . 1,392,834 1,380,659
Accumulated depreciation . . . . . . . . . . . . . . . (784,287) (766,700)
---------- ----------
Property, plant and equipment, net . . . . . . . . . 608,547 613,959
---------- ----------
Other assets and deferred charges . . . . . . . . . . . . 141,909 144,280
---------- ----------
Total . . . . . . . . . . . . . . . . . . . . . . . $1,543,488 $1,527,544
========== ==========
LIABILITIES AND SHAREOWNERS' EQUITY
Current liabilities:
Short-term borrowings . . . . . . . . . . . . . . . . . $ 55,500 $ 21,900
Current maturities of long-term debt . . . . . . . . . 7,852 13,078
Accounts payable . . . . . . . . . . . . . . . . . . . 86,577 103,737
Other accrued liabilities . . . . . . . . . . . . . . . 120,146 124,275
---------- ----------
Total current liabilities . . . . . . . . . . . . . . 270,075 262,990
---------- ----------
Noncurrent liabilities:
Long-term debt . . . . . . . . . . . . . . . . . . . . 329,021 326,949
Deferred compensation and benefit plans . . . . . . . . 156,028 154,673
Deferred income taxes and other deferred
credits . . . . . . . . . . . . . . . . . . . . . . . 47,728 48,410
---------- ----------
Total noncurrent liabilities . . . . . . . . . . . . 532,777 530,032
---------- ----------
Shareowners' equity:
Class A common stock- $.25 par value
(12,718,922 and 12,642,903 shares
issued in 1996 and 1995, respectively) . . . . . . . 3,180 3,161
Class B common stock- $.25 par value
(7,529,579 and 7,604,579 shares issued
in 1996 and 1995, respectively) . . . . . . . . . . . 1,882 1,901
Additional paid-in capital . . . . . . . . . . . . . . 109,972 109,840
Retained earnings . . . . . . . . . . . . . . . . . . . 622,236 616,347
Cost of Class A shares in treasury
(108,055 and 110,526 shares
in 1996 and 1995, respectively) . . . . . . . . . . . (2,403) (2,449)
Currency translation adjustment and other . . . . 5,769 5,722
---------- ----------
Shareowners' equity . . . . . . . . . . . . . . . . . 740,636 734,522
---------- ----------
Total . . . . . . . . . . . . . . . . . . . . . . . $1,543,488 $1,527,544
========== ==========
</TABLE>
See Notes to Condensed Consolidated Financial Statements.
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<PAGE> 5
SPRINGS INDUSTRIES, INC.
Condensed Consolidated Statement of Cash Flows
(In thousands)
(Unaudited)
<TABLE>
<CAPTION>
THIRTEEN WEEKS ENDED
----------------------------------
MARCH 30, APRIL 1,
1996 1995
---------- ---------
<S> <C> <C>
Operating activities:
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 12,306 $ 9,868
Adjustments to reconcile net income to net
cash provided (used) by operating activities:
Depreciation and amortization . . . . . . . . . . . . . . . . . 26,568 23,304
Changes in operating assets and liabilities, . . . . . . . . . .
net of effects of business acquisitions and
sale of business . . . . . . . . . . . . . . . . . . . . . . . (35,658) (37,250)
Other, net . . . . . . . . . . . . . . . . . . . . . . . . . . . (2,251) (6,669)
--------- ---------
Net cash provided (used) by operating
activities . . . . . . . . . . . . . . . . . . . . . . . . . 965 (10,747)
--------- ---------
Investing activities:
Purchases of property, plant and
equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . (19,549) (19,727)
Business acquisitions . . . . . . . . . . . . . . . . . . . . . . . (1,900) -
Proceeds from sales of business and other
assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,648 43
--------- ---------
Net cash (used) by investing activities . . . . . . . . . . . (18,801) (19,684)
--------- ---------
Financing activities:
Proceeds from short-term borrowings, net . . . . . . . . . . . . 33,600 44,500
Proceeds from long-term borrowings . . . . . . . . . . . . . . . 2,261 9,959
Repayment of long-term debt . . . . . . . . . . . . . . . . . . . (5,645) (13,484)
Cash dividends paid . . . . . . . . . . . . . . . . . . . . . . . (12,834) (10,171)
--------- ----------
Net cash provided by financing activities . . . . . 17,382 30,804
--------- ----------
Increase (decrease) in cash and cash equivalents . . . . . . . . . $ (454) $ 373
========= ==========
</TABLE>
See Notes to Condensed Consolidated Financial Statements.
- 5 -
<PAGE> 6
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. Significant Accounting Policies:
These condensed consolidated financial statements should be read in
conjunction with the financial statements presented in the Springs
Industries, Inc. ("Springs" or "the Company") 1995 Annual Report on Form
10-K.
In the opinion of the management of Springs, these unaudited condensed
consolidated financial statements contain all adjustments of a normal
recurring nature necessary for their fair presentation. The results for
interim periods reflect estimates for certain items which can be
definitively determined only on an annual basis. These items include the
valuation of a substantial portion of inventories on a LIFO cost basis and
the provision for income taxes. These interim financial statements reflect
applicable portions of the estimated annual amounts for such items.
The results of operations for interim periods are not necessarily
indicative of operating results to be expected for the remainder of the
year.
The Company has an incentive stock plan ("The Plan") designed to achieve
the objectives of the long-term component of the Company's compensation
program. The Plan provides for the awards of stock options, stock
appreciation rights, restricted stock, unrestricted stock, deferred stock,
performance units, and other stock-based awards. The Company has elected
to continue to account for such transactions under Accounting Principles
Board Opinion No. 25, "Accounting for Stock Issued to Employees." As
required by Statement of Financial Accounting Standards No. 123,
"Accounting for Stock-Based Compensation," the Company will include in the
notes to its 1996 annual financial statements pro forma net income and
earnings per share information as if the Company had applied the fair value
method of accounting.
2. Inventory:
Inventories are summarized as follows (in thousands):
<TABLE>
<CAPTION>
Mar. 30, Dec. 30,
1996 1995
--------- ---------
<S> <C> <C>
Standard cost (which approximates
average cost) or average cost:
Finished goods . . . . . . . . . . . . . . . . . . . $ 263,247 $ 251,277
In process . . . . . . . . . . . . . . . . . . . . . 186,880 192,094
Raw materials and supplies . . . . . . . . . . . . . 77,753 74,195
--------- ---------
527,880 517,566
Less LIFO reserve . . . . . . . . . . . . . . . . . . . (134,006) (132,836)
--------- ---------
Total . . . . . . . . . . . . . . . . . . . . . . . . $ 393,874 $ 384,730
========= =========
</TABLE>
3. Commitments:
The Company enters into forward delivery contracts and futures contracts
for raw material purchases, consistent with the size of its business, to
reduce the Company's exposure to price volatility. Management assesses
these contracts on a continuous basis to determine if contract prices will
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<PAGE> 7
be recovered through subsequent sales. At March 30, 1996, the aggregate
market value of the contracts approximated the contract prices.
4. Acquisitions and Divestitures:
On April 17, 1996, the Company sold all of the outstanding stock in Fort
Mill A Inc. ("Fort Mill") to Clark-S Acquisition Corporation, a Delaware
corporation ("Clark-S Acquisition"). Fort Mill's sole asset consisted of
all the outstanding stock of Clark-Schwebel, Inc. ("Clark-Schwebel"), which
owned minority interests in CS-Interglas AG and Asahi-Schwebel Co., Ltd.,
and a fifty percent (50%) interest in Clark-Schwebel Tech-Fab Company.
Clark-S Acquisition is controlled by Vestar Equity Partners, L.P. Clark-S
Acquisition elected to pay in cash the full purchase price of approximately
$193 million. The Company expects to report a second quarter gain on the
sale of Fort Mill of approximately $50 million, net of taxes. During the
first quarter of 1996, Clark-Schwebel contributed about 10 percent of
Springs' sales of $583.5 million and had record earnings representing about
35 percent of Springs' $28 million of earnings before interest expense and
taxes. During the five years ended in 1995, Clark-Schwebel's average
contribution was 13 percent of Springs' sales and 9 percent of its earnings
before interest expense and taxes.
The Company acquired three businesses during 1995. Effective May 27, 1995,
the Company purchased all of the outstanding stock of Dundee Mills,
Incorporated, a leading manufacturer of towels, infant and toddler bedding,
knitted infant apparel, and health care products. The purchase price was
$119.6 million, $21.2 million of which was paid in cash and the remainder
through the issuance of approximately 2.5 million shares of Springs Class A
common stock with a fair value of $98.4 million. Effective May 28, 1995,
the Company purchased substantially all of the assets of Dawson Home
Fashions, Inc., a leading manufacturer of shower curtains and bath fashions
accessories. Springs paid $39 million in cash for the business. On July
28, 1995, the Company purchased from Apogee Enterprises, Inc.,
substantially all of the assets of its Nanik Window Coverings Group, a
leading manufacturer of wood window blinds and interior shutters. The
acquisitions were accounted for using the purchase method of accounting.
The costs of the businesses acquired were allocated on the basis of the
fair value of the assets acquired and liabilities assumed. The operating
results of Dundee, Dawson and Nanik are included in the Company's
consolidated results of operations from the dates of acquisition.
5. Legal and Environmental:
As disclosed in the 1995 Annual Report on Form 10-K, Springs is involved
in certain administrative proceedings alleging violations of environmental
laws and regulations, including proceedings under the Comprehensive
Environmental Response, Compensation, and Liability Act. In connection
with these proceedings, the Company has accrued an amount which represents
management's best estimate of Springs' probable liability.
Springs is also involved in various other legal proceedings and claims
incidental to its business. Springs is defending its position in all such
proceedings.
In the opinion of management, based on the advice of counsel, the
likelihood that the resolution of the above matters would have a material
adverse impact on either the financial condition or the future results of
operations of Springs is remote.
- 7 -
<PAGE> 8
ITEM 2. - MANAGEMENT'S DISCUSSION AND ANALYSIS
RESULTS OF OPERATIONS
Sales
Springs generated record first quarter net sales of $583.5 million, an increase
of almost 21 percent from net sales of $483.1 million in the first quarter of
1995. Without the acquisitions, sales for the first quarter would have grown
by approximately four percent from first quarter 1995. In the home furnishings
segment, first quarter sales increased by 25 percent over the prior year's
first quarter, principally due to the three 1995 acquisitions. The specialty
fabrics segment reported sales nine percent higher than last year's, as both
industrial fabrics and finished fabrics achieved volume growth.
Earnings
Springs reported net income during the first quarter of $12.3 million, a 25
percent increase from last year's first quarter net income of $9.9 million.
Earnings per share rose to $.60 from $.55 a year ago when 2.6 million fewer
shares were outstanding. Consolidated operating income advanced to $27.1
million, up 17 percent from a year ago. The improvement came on the strength
of specialty fabrics segment earnings as the home furnishings segment
encountered a sluggish retail market at the onset of the quarter. The home
furnishings segment's operating income declined somewhat from 1995 due
primarily to the mix of sales in the first three months of 1996. Stronger
demand for electronics fiberglass fabrics and for finished fabrics resulted in
an improvement over last year's specialty fabrics segment operating income.
CAPITAL RESOURCES AND LIQUIDITY
On April 17, 1996, the Company sold all of the outstanding stock in Fort Mill A
Inc. ("Fort Mill") to Clark-S Acquisition Corporation, a Delaware corporation
("Clark-S Acquisition"). Fort Mill's sole asset consisted of all the
outstanding stock of Clark-Schwebel, Inc. ("Clark-Schwebel"), which owned
minority interests in CS-Interglas AG and Asahi-Schwebel Co., Ltd., and a fifty
percent (50%) interest in Clark-Schwebel Tech-Fab Company. Clark-S Acquisition
is controlled by Vestar Equity Partners, L.P. Clark-S Acquisition elected to
pay in cash the full purchase price of approximately $193 million. The Company
expects to report a second quarter gain on the sale of Fort Mill of
approximately $50 million, net of taxes. During the first quarter of 1996,
Clark-Schwebel contributed about 10 percent of Springs' sales of $583.5 million
and had record earnings representing about 35 percent of Springs' $28 million
of earnings before interest expense and taxes. During the five years ended in
1995, Clark-Schwebel's average contribution was 13 percent of Springs' sales
and 9 percent of its earnings before interest expense and taxes. The Company
intends to use the proceeds from the sale to meet strategic objectives, which
might include repurchase of stock, debt reduction, and further investments in
the Company's home furnishings segment.
A normal seasonal increase in accounts receivable and inventories since
year-end resulted in increased short-term borrowings. Management expects to
spend approximately $100 million on capital expenditures during 1996, and
believes that cash from operations and borrowings from commercial paper and
short-term loans will provide for the Company's 1996 operating cash needs.
- 8 -
<PAGE> 9
OTHER
In October 1995, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") No. 123, "Accounting for
Stock-Based Compensation." The provisions of this statement encourage, but do
not require, the Company to adopt the fair value method of accounting for
employee stock-based compensation. The Company has elected to continue to
account for employee stock-based compensation under Accounting Principles Board
Opinion No. 25, "Accounting for Stock Issued to Employees." As required by
SFAS No. 123, the Company will include in the notes to its 1996 annual
financial statements pro forma net income and earnings per share information as
if the Company had applied the fair value method of accounting.
- 9 -
<PAGE> 10
PART II - OTHER INFORMATION
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
(a) The annual meeting of the security holders of the Company was
held on April 29, 1996.
(b) During the annual meeting, the security holders of the Company
elected the following directors to hold office until the next annual meeting of
the security holders and until a successor is duly elected and qualified:
John F. Akers John H. McArthur
Crandall Close Bowles Aldo Papone
John L. Clendenin Donald S. Perkins
Leroy S. Close Robin B. Smith
Charles W. Coker Sherwood H. Smith, Jr.
Walter Y. Elisha Stewart Turley
(c)
<TABLE>
<CAPTION>
Description of Matter Against or
Voted Upon For Withheld Abstentions
<S> <C> <C> <C>
(i)
Annual election of directors:
John F. Akers 38,088,835 55,671
Crandall Close Bowles 37,901,836 242,670
John L. Clendenin 38,092,265 52,211
Leroy S. Close 37,921,832 222,672
Charles W. Coker 38,092,965 51,541
Walter Y. Elisha 37,921,127 223,379
John H. McArthur 38,092,815 51,691
Aldo Papone 37,921,965 222,541
Donald S. Perkins 38,092,310 52,196
Robin B. Smith 38,093,011 51,495
Sherwood H. Smith, Jr. 38,092,702 51,804
Stewart Turley 38,092,657 51,849
(ii)
Ratification of the appointment
of Deloitte & Touche as the 38,092,321 14,406 37,779
Company's auditors
(iii)
Adoption of amendments to the
Company's 1991 Incentive Stock 34,776,218 3,305,006 38,282
Plan
</TABLE>
(d) N/A
- 10 -
<PAGE> 11
ITEM 6 - EXHIBITS
The following exhibits are filed as part of this report:
(10) Material Contracts
(a) Amendments to Springs Industries, Inc. 1991 Incentive
Stock Plan approved by shareholders at annual meeting on April 29, 1996, is
filed herewith (2 pages)
(27) Financial Data Schedule (for SEC purposes)
- 11 -
<PAGE> 12
SIGNATURES
Pursuant to the requirements of Securities Exchange Act of 1934, Springs
Industries, Inc. has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.
SPRINGS INDUSTRIES, INC.
By: /s/ James F. Zahrn
--------------------------------
James F. Zahrn
Senior Vice President and
Chief Financial Officer
(Duly Authorized Officer and
Principal Financial Officer)
DATED: May 14, 1996
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<PAGE> 13
EXHIBIT INDEX
<TABLE>
<CAPTION>
Item Page Number
---- -----------
<S> <C> <C>
(10) Amendments to Springs Industries, Inc. 1991 Incentive Stock 14
Plan approved by shareholders at annual meeting on April 29,
1996, is filed herewith (2 pages)
(27) Financial Data Schedule (for SEC purposes) 16
</TABLE>
- 13 -
<PAGE> 1
SPRINGS INDUSTRIES, INC.
AMENDMENTS TO 1991 INCENTIVE STOCK PLAN
APPROVED BY SHAREHOLDERS AT ANNUAL MEETING
ON APRIL 29, 1996
Section 3 of the Plan is hereby amended by deleting paragraph (a)
thereof in its entirety and substituting the following new paragraph (a) in
lieu thereof:
(a) SHARES ISSUABLE. The maximum number of shares of
Stock reserved and available for distribution pursuant to Awards under the Plan
shall be 2,100,000 shares. Such shares of Stock may consist, in whole or in
part, of authorized and unissued shares or treasury shares. If (i) an Award
expires or terminates for any reason without being exercised in full or is
satisfied without the distribution of Stock or (ii) Stock distributed pursuant
to an Award is forfeited or reacquired by the Company, or is surrendered upon
exercise of an Award, the Stock subject to such Award or so forfeited,
reacquired or surrendered shall again be available for distribution for
purposes of the Plan.
Section 4 of the Plan is hereby amended by adding the following new
sentences after the existing sentence of Section 4:
No participant shall be granted during any fiscal year the right to
acquire pursuant to Awards granted under the Plan more than 250,000 shares of
Stock. If, during any fiscal year, a Stock Option or Stock Appreciation Right
is granted to a participant and, during the same fiscal year, such Option or
Right is canceled, terminated, or repriced, either by the Company or by the
participant, the shares of Stock issuable pursuant to such an Option or Right
shall continue to be applied to reduce the maximum number of shares issuable to
the participant for such fiscal year, and, solely for purposes of this Section
4 of the Plan, a repricing of Options or Rights during the fiscal year in which
they were granted shall be treated as the granting of new Options or Rights.
Section 5 of the Plan is hereby amended by: (a) deleting clause (iv)
in its entirety and adding a new clause (iv) to read as follows:
(iv) to establish the terms and conditions of any Award,
including, but not limited to:
(A) the share price;
(B) any restriction or limitation on the grant,
vesting or exercise of any Award (including, but not limited to,
- 14 -
<PAGE> 2
the attainment (and certification of the attainment) of one or more performance
goals based on one or more (or any combination) of the following business
criteria that may apply to the individual participant, a Company business unit,
or the Company as a whole: (1) Stock price, (2) market share, (3) sales, (4)
earnings, (5) earnings per share, (6) return on equity or assets, (7) costs,
and (8) total shareholder return based on stock price and dividends paid
assuming dividend reinvestment); and
(C) any waiver of vesting, acceleration or
forfeiture provisions regarding any Stock Option or other Award and the Stock
relating thereto, based on such factors as the Committee shall determine; and
To the extent permitted by applicable law, the Committee may delegate
its authorities under this Section 5 only as they pertain to individuals or
entities who are not subject to Section 16 of the Act, to the chief executive
officer of the Company or its officers designated by him; provided, however,
that the Committee will in all cases authorize the aggregate number of shares
to be subject to awards granted during any period.
- 15 -
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF SPRINGS INDUSTRIES, INC., FOR THE QUARTER ENDED
MARCH 30, 1996, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-28-1996
<PERIOD-START> DEC-31-1995
<PERIOD-END> MAR-30-1996
<CASH> 2,152
<SECURITIES> 0
<RECEIVABLES> 368,850
<ALLOWANCES> 0
<INVENTORY> 393,874
<CURRENT-ASSETS> 793,032
<PP&E> 1,392,834
<DEPRECIATION> 784,287
<TOTAL-ASSETS> 1,543,488
<CURRENT-LIABILITIES> 270,075
<BONDS> 329,021
5,062
0
<COMMON> 0
<OTHER-SE> 735,574
<TOTAL-LIABILITY-AND-EQUITY> 1,543,488
<SALES> 583,493
<TOTAL-REVENUES> 583,493
<CGS> 477,755
<TOTAL-COSTS> 477,755
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 7,834
<INCOME-PRETAX> 20,191
<INCOME-TAX> 7,885
<INCOME-CONTINUING> 12,306
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 12,306
<EPS-PRIMARY> 0.60
<EPS-DILUTED> 0.60
</TABLE>