<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
For the transition period from _____________________ to ____________________
Commission File No. 1-2917
THE STANDARD PRODUCTS COMPANY
------------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)
Ohio 34-0549970
- ------------------------------ ------------------
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
2401 South Gulley, Dearborn, MI 48124
-----------------------------------------------------
(Address of Principal Executive Offices and Zip Code)
Registrant's telephone number, including area code (313) 561-1100
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 and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
------ -----
Number of common shares outstanding as of April 27, 1995: 16,723,028.
-----------
<PAGE> 2
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
- ------- --------------------
The following consolidated financial statements are
submitted in accordance with the Securities and Exchange
Commission's rules and regulations for Form 10-Q.
These consolidated financial statements reflect all
adjustments, consisting only of normal recurring adjustments,
which are, in the opinion of management, necessary to present
fairly the financial position and results of operations for
the interim periods presented.
-2-
<PAGE> 3
<TABLE>
THE STANDARD PRODUCTS COMPANY AND SUBSIDIARY COMPANIES
Consolidated Balance Sheets
(Unaudited)
(Thousands of Dollars)
<CAPTION>
March 31, June 30,
1995 1994
-------- --------
<S> <C> <C>
ASSETS
Current Assets:
Cash and cash equivalents.................................................. $ 7,881 $ -
Receivables, less allowances of $4,857 at March 31 and
$3,627 at June 30......................................................... 206,699 202,363
Inventories................................................................ 68,790 53,018
Prepaid insurance, taxes, etc. ............................................ 12,027 15,305
--------- ---------
Total current assets...................................................... 295,397 270,686
--------- ---------
Property, Plant and Equipment, at cost....................................... 476,175 422,576
Less - Accumulated depreciation............................................ (208,609) (180,567)
--------- ---------
267,566 242,009
Goodwill, net................................................................ 63,932 62,564
Other Assets................................................................. 59,167 49,055
--------- ---------
$ 686,062 $ 624,314
========= =========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Short-term notes payable................................................... $ 17,040 $ 10,373
Current maturities of long-term debt....................................... 1,580 1,690
Accounts payable........................................................... 97,205 94,514
Accrued payrolls........................................................... 25,071 24,433
Accrued expenses........................................................... 48,527 48,919
Dividend payable........................................................... 2,843 2,835
--------- ---------
Total current liabilities................................................. 192,266 182,764
--------- ---------
Long-term Debt, net of current maturities.................................... 174,520 135,381
--------- ---------
Other Postretirement Benefits................................................ 25,793 25,649
--------- ---------
Deferred Income Taxes and Other Credits...................................... 34,697 37,843
--------- ---------
Commitments and Contingent Liabilities
Shareholders' Equity:
Serial preferred shares, without par value, authorized 6,000,000 voting
and 6,000,000 non-voting shares, none issued.............................. - -
Common shares, par value $1 per share; authorized 50,000,000 shares,
issued and outstanding, 16,721,744 shares at March 31 and
16,674,016 at June 30..................................................... 16,722 16,674
Paid-in capital............................................................ 96,069 95,614
Retained earnings.......................................................... 149,352 142,871
Foreign currency translation adjustments................................... (1,234) (10,359)
Minimum pension liability.................................................. (2,123) (2,123)
--------- ---------
Total shareholders' equity................................................ 258,786 242,677
--------- ---------
$ 686,062 $ 624,314
========= =========
<F/N>
The accompanying notes are an integral part of these statements.
</TABLE>
-3-
<PAGE> 4
<TABLE>
THE STANDARD PRODUCTS COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF INCOME
For the Nine Month Periods Ended March 31, 1995 and 1994
(Unaudited)
(Thousands of Dollars Except Share Data)
<CAPTION>
Three Months Nine Months
-------------------------- --------------------------
1995 1994 1995 1994
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Net Sales........................................... $265,013 $222,676 $729,748 $622,702
-------- -------- -------- --------
Cost of Goods Sold:
Materials, wages and other manufacturing costs... 229,277 187,203 630,183 522,846
Research, engineering and development expenses... 9,721 7,323 25,567 20,918
-------- -------- -------- --------
238,998 194,526 655,750 543,764
-------- -------- -------- --------
Gross Income........................................ 26,015 28,150 73,998 78,938
Selling, General and Administrative Expenses........ 15,135 15,297 44,594 42,896
-------- -------- -------- --------
10,880 12,853 29,404 36,042
Other Income (Deductions):
Royalty and dividend income...................... 405 376 723 595
Interest expense, net............................ (3,347) (2,463) (9,413) (7,594)
Other, net....................................... 836 978 (1,718) (7)
-------- -------- -------- --------
(2,106) (1,109) (10,408) (7,006)
-------- -------- -------- --------
Income before Taxes on Income....................... 8,774 11,744 18,996 29,036
Provision for Taxes on Income....................... 1,923 3,566 3,916 9,819
-------- -------- -------- --------
Net Income.......................................... $ 6,851 $ 8,178 $ 15,080 $ 19,217
======== ======== ======== ========
Earnings Per Common Share........................... $.41 $.49 $.90 $1.16
Average Shares Outstanding.......................... 16,720 16,650 16,705 16,615
====== ====== ====== ======
<F/N>
The accompanying notes are an integral part of these statements.
</TABLE>
-4-
<PAGE> 5
<TABLE>
THE STANDARD PRODUCTS COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
FOR THE NINE MONTH PERIODS ENDED MARCH 31, 1995 AND 1994
(Unaudited)
(Thousands of Dollars)
<CAPTION>
Foreign Total
Currency Minimum Share-
Common Paid-In Retained Translation Pension holders'
Shares Capital Earnings Adjustments Liability Equity
------- ------- -------- ----------- ------- --------
<S> <C> <C> <C> <C> <C> <C>
Balance, June 30, 1994.................... $16,674 $95,614 $142,871 $ (10,359) $(2,123) $242,677
Net income................................ - - 15,080 - - 15,080
Cash dividends ($.51 per share)........... - - (8,599) - - (8,599)
Foreign currency translation adjustments - - - 9,125 - 9,125
Sale of 47,728 shares to option holders.. 48 303 - - - 351
Restricted stock awards................... - 152 - - - 152
------- ------- -------- ----------- ------- --------
Balance, March 31, 1995................... $16,722 $96,069 $149,352 $ (1,234) $(2,123) $258,786
======= ======= ======== =========== ======= ========
Balance, June 30, 1993.................... $16,552 $94,083 $120,660 $ (6,650) $ (209) $224,436
Net income................................ - - 19,217 - - 19,217
Cash dividends ($.48 per share)........... - - (7,986) - - (7,986)
Foreign currency translation adjustments.. - - - (10,225) - (10,225)
Restricted stock awards................... - 306 - - - 306
Sale of 102,844 shares to option holders.. 103 715 - - - 818
Minimum pension liability................. - - - - 11 11
------- ------- -------- ----------- ------- --------
Balance, March 31, 1994................... $16,655 $95,104 $131,891 $ (16,875) $ (198) $226,577
======= ======= ======== =========== ======= ========
<F/N>
The accompanying notes are an integral part of these statements.
</TABLE>
-5-
<PAGE> 6
<TABLE>
THE STANDARD PRODUCTS COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF CASH FLOW
FOR THE NINE MONTH PERIODS ENDED MARCH 31, 1995 AND 1994
(Unaudited)
(Thousands of Dollars)
<CAPTION>
1995 1994
--------- ---------
<S> <C> <C>
Net cash provided by (used for) operating activities:
Net income............................................................ $ 15,080 $ 19,217
Adjustments to reconcile net income to net cash provided by
operating activities:
Depreciation and amortization..................................... 33,888 30,902
Deferred taxes and other credits.................................. (3,798) (2,743)
Equity in loss of non-consolidated affiliate...................... (1,317) (230)
Effect of changes in foreign currency............................. (8,190) (981)
Other operating items............................................. (5,476) (5,854)
--------- ---------
Net cash provided by continuing operations..................... 30,187 40,311
--------- ---------
Net cash provided by (used for) changes in operating assets and
liabilities:
Receivables........................................................ (4,368) (1,660)
Inventories........................................................ (15,772) (13,284)
Accounts payable and accrued expenses.............................. 4,396 (5,629)
Other.............................................................. 3,278 4,330
--------- ---------
Net cash used for changes in operating assets and liabilities... (12,466) (16,243)
--------- ---------
Net cash provided by operating activities....................... 17,721 24,068
--------- ---------
Net cash used for investments:
Purchase of property, plant and equipment, net......................... (47,882) (40,067)
Investments in affiliates.............................................. (1,937) (1,500)
--------- ---------
Net cash used for investments.................................. (49,819) (41,567)
--------- ---------
Net cash provided by (used for) financing:
Proceeds of long-term borrowings...................................... 40,000 135,343
Net increase in short-term borrowings................................. 6,667 640
Repayment of long-term borrowings..................................... (1,626) (102,107)
Cash dividends........................................................ (8,599) (7,986)
--------- ---------
Net cash provided by financing................................. 36,442 25,890
--------- ---------
Effect of exchange rate changes on cash................................. 3,537 383
--------- ---------
Increase (decrease) in cash and cash equivalents........................ 7,881 8,774
Cash and cash equivalents at the beginning of the period................ - 5,548
--------- ---------
Cash and cash equivalents at the end of the period...................... $ 7,881 $ 14,322
========= =========
<F/N>
The accompanying notes are an integral part of these statements.
</TABLE>
-6-
<PAGE> 7
THE STANDARD PRODUCTS COMPANY AND SUBSIDIARY COMPANIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 1995
1. ACCOUNTING POLICIES
--------------------
A. Principles of Consolidation
The accompanying consolidated financial statements include the
accounts of the Company and its wholly owned subsidiaries. Major intercompany
items have been eliminated.
B. Inventories
Inventories are stated at the lower of cost or market. The majority
of domestic inventories are valued using the last-in, first-out (LIFO) method
and the remaining inventories are valued using the first-in, first-out (FIFO)
method. The major components of inventory at March 31, 1995 and June 30, 1994
are as follows:
<TABLE>
<CAPTION>
March 31 June 30
-------- --------
(Thousands of Dollars)
<S> <C> <C>
Raw materials.................................... $26,183 $20,477
Work-in-process and finished goods............... 42,607 32,541
------- -------
Totals...................................... $68,790 $53,018
======= =======
</TABLE>
2. DEBT
----
Long-term debt at March 31, 1995 and June 30, 1994 consisted of the
following:
<TABLE>
<CAPTION>
March 31 June 30
-------- --------
(Thousands of Dollars)
<S> <C> <C>
Senior Notes.................................... $100,000 $100,000
Revolving credit agreement...................... 70,000 30,000
First mortgage industrial revenue bonds......... 481 537
Other debt...................................... 5,619 6,534
-------- --------
Total........................................... 176,100 137,071
Less - current maturities....................... 1,579 1,690
-------- --------
$174,521 $135,381
======== ========
</TABLE>
At March 31, 1995, Senior Notes outstanding of $100,000,000 include
two issues, $75,000,000 and $25,000,000. The $75,000,000 Senior Notes, placed
directly with three affiliated insurance companies, are unsecured and accrue
interest at 6.55%. Interest payments are payable semi-annually, and annual
principal payments of $12,500,000 begin in December 1998 through December 2002,
with the balance due on maturity in December 2003.
Coinciding with the issuance of the $75,000,000 fixed rate Senior
Notes, the Company entered into a currency and interest rate swap transaction
to establish fixed interest rates on intercompany borrowings of its French
subsidiary. The nominal amount of 150,000,000 FF is payable by the Company to
a bank, and the amount due from the bank to the Company is $25,350,256. The
term of the agreement extends to November 2000 with periodic payments made over
this term. Interest rates are fixed with a rate of 6.5% on payments to the
bank and a rate of 5.8% on payments from the bank. Exchange rate fluctuations
of the French franc payable to the bank are offset by the French franc
receivable from the subsidiary. This interest rate of the intercompany
receivable is 6.5%.
The $25,000,000 Senior Notes are also unsecured notes placed directly
with the holders. The interest rate is 9.81%, interest is paid semiannually
and the notes are payable July 1, 1999.
Each of the Senior Note agreements require the Company to maintain
certain financial covenants as to net worth, leverage and working capital.
-7-
<PAGE> 8
The Revolving Credit Agreement (Credit Agreement) represents
borrowings from a group of banks that have committed to make available for
borrowing up to $125,000,000 until January 1997 with provisions for extending
the agreement beyond that date upon satisfaction of certain requirements. The
Company has the right to convert up to $50,000,000 of revolving loans to a
five-year term loan with quarterly repayments thereafter. The loans may be
denominated in either U.S. dollars or certain other currencies based upon
Eurodollar interest rates or the agent bank's base rate. At March 31, 1995,
borrowings under the Credit Agreement bear interest at 6.75%. A commitment fee
of .25% is due on the unused portion of the agreement. The terms of the Credit
Agreement also require the Company to maintain certain financial covenants as
to net worth, leverage and working capital.
Under the most restrictive covenants of the Company's various loan
agreements, principally the Credit Agreement, $62,300,000 of retained earnings
were not restricted at March 31, 1995 for the payment of dividends, and the
ratio of current assets to current liabilities was 1.53 to 1, in excess of the
minimum requirement of 1.25 to 1.
Item 2. Management's Discussion and Analysis of
- ------- ---------------------------------------
Results of Operations and Financial Condition
---------------------------------------------
Results of Operations
---------------------
Sales for the third quarter of fiscal 1995 were $265,013,000, an
increase of $42,337,000, or 19% over the third quarter of fiscal 1994. Net
income for the third quarter of fiscal 1995 was $6,851,000, or $.41 a share,
compared to $8,178,000, or $.49 a share recorded in last year's third quarter
period. For the nine month period of fiscal 1995, sales were $729,748,000, an
increase of $107,046,000, or 17.2%, and net income was $15,080,000, or $.90 a
share. In the nine month period of fiscal 1994, sales were $622,702,000, and
net income was $19,217,000, or $1.16 a share.
For the third quarter of fiscal 1995, sales of the Transportation
Equipment Segment amounted to $234,640,000, an increase of 20.6% over the third
quarter sales of fiscal 1994 of $194,585,000. In North America, third quarter
automotive sales increased by 18.9% to $142,228,000. The Company's Canadian
operations were fully engaged in the production of parts for the General
Motors' Lumina/Monte Carlo models. A year ago, these models were in the
preliminary stages of the launch process, and sales of the Company's parts were
extremely low. North American sales in fiscal 1995 also benefited from full
production rates on other 1994 new model introductions including the Chrysler
Neon and Ford Windstar and from new model introductions in 1995 such as the
Chrysler Cirrus. Partially offsetting these favorable factors were the ending
of production of parts for the Ford Explorer and Tempo/Topaz and General Motors
J Car (Cavalier and Sunbird). For the third quarter period of fiscal 1995,
North American car build increased 5% over the production of the year earlier
third quarter.
In Europe, sales advanced 28% over last year's third quarter to
$67,471,000 in the current year third quarter period. The European sales
increase reflected increased automotive sales, the stronger European economy
and favorable acceptance of new models using parts manufactured by the
Company's European subsidiaries. Also included in the European sales increase
is the effect of the decline of the U.S. dollar in relation to the British
pound sterling and the French franc. Exchange rate variations accounted for
$6,718,000 of the sales increase.
Holm Industries, Inc., the Company's subsidiary that supplies the
appliance and building products industries, posted 1995 third quarter sales of
$24,941,000, an 11% increase over the year earlier third quarter period.
Appliance industry sales have been very strong during the third quarter, and
consequently, the demand for the products which Holm supplies was strong in the
third quarter period.
-8-
<PAGE> 9
For the nine month period of fiscal 1995, sales of the
Transportation Equipment Segment were $634,144,000, an increase of 18.2%. The
same sales trends discussed for the third quarter period of fiscal 1995 were
those which have affected the nine month period in comparison to the similar
period of fiscal 1994. The primary cause of increased sales in fiscal 1995
compared to fiscal 1994 is the return to full production of the General Motors
Canadian assembly plants producing the Lumina/Monte Carlo models. A year ago,
the nine month period sales were depressed as model changeover began at these
plants causing very low sales levels of the Company's parts. In Europe, sales
for the nine month period of fiscal 1995 reflected the stronger European
economy, increased car sales and strong acceptance of new car models which use
the Company's parts. Strong appliance sales have paced the sales improvements
at Holm Industries for the nine month period of fiscal 1995.
In the Company's Tread Rubber Segment, sales advanced 8% to
$30,373,000 for the third quarter of fiscal 1995 compared to the prior year.
For the nine month period, sales were 11% ahead of the prior year, reaching
$95,604,000. Oliver Rubber Company, the Company's subsidiary which supplies
retread tire rubber, increased selling prices by 3%, contributing approximately
$1,100,000 for the third quarter period and $2,100,000 for the nine month
period. The remainder of the increase represented additional volume of mold
cure and precure retread material sold to retread shops across North America.
European sales declined by $1,563,000 for the third quarter and $2,017,000 for
the nine month period compared to the prior year. The Company had previously
announced its departure from the European market.
Consolidated gross margins in the third quarter of fiscal 1995 were
9.4% versus 12.6% in the third quarter of fiscal 1994. For the nine month
period, consolidated gross margins were 10.1% in fiscal 1995 and 12.7% in
fiscal 1994. In the third quarter of fiscal 1995, margins in the
Transportation Equipment Segment continued the trend of improvement at several
locations involved in new car model introductions. The most notable
improvement was the Canadian and European operations with the return to full
production of the Canadian plants supplying General Motors and the improving
economy on resurging automobile sales in Western Europe. Overall improvements
of the Transportation Equipment Segment plant operations on improved volumes
and product launch activities represented 3.2% of sales. The improvements were
offset by problems at the Company's Spartanburg, South Carolina manufacturing
plant. The Spartanburg problem represented .8% of sales, and is expected to
impact the Company's fourth quarter to an extent at least equal to the third
quarter. The Company experienced raw material cost increases which adversely
reduced gross margins in the third quarter. The effect of the raw material
cost increases were 1.9% of sales, and the effect will also impact the
Company's fourth quarter. The effect of the raw material cost increases is
expected to be lessened to some extent as the Company pursues selling price
increases to neutralize rising costs. Research, engineering and development
expenses continued the increase noted in previous quarters and represented .8%
of sales for the third quarter. These expenses reflected the high level of
effort directed toward new programs for future years' business.
The Tread Rubber Segment margins for the third quarter of fiscal
1995 improved as manufacturing problems of the year ago period were steadily
overcome. The effect of improved manufacturing operations was .5% of third
quarter sales. Raw material cost increases, however, more than offset
manufacturing improvements and negatively impacted third quarter margins. The
effect of raw material cost increases was partially offset by increased selling
prices. The net effect of raw material cost increases were 1% of third quarter
sales. The higher volumes of product sales also improved margins in this
segment.
For the nine month period of fiscal 1995, consolidated gross
margins were adversely affected by new product launches which occurred early in
the fiscal year, the raw material cost increases and the Spartanburg problem
mentioned earlier.
Selling, general and administrative expenses for the third quarter
of fiscal 1995 were consistent with the spending levels of the year earlier
third quarter period. As a percent of sales, these expenses have declined to
5.7% compared to 6.9% a year ago. For the nine month period, selling, general
and administrative expenses were 6% of sales versus 6.9% a year ago.
Net interest expense for the third quarter of fiscal 1995 was
$3,347,000 compared to $2,463,000 a year ago. In this year's third quarter,
interest expense was $3,584,000 and interest income was $237,000. A year ago,
for the quarter, interest expense was $2,635,000 and interest income was
$172,000.
-9-
<PAGE> 10
For the nine month period of fiscal 1995, net interest expense was
$9,413,000 versus $7,594,000 a year ago. Interest expense in fiscal 1995 was
$10,207,000 and interest income was $794,000. In the nine month period of last
year, interest expense was $8,027,000 and interest income was $433,000.
Interest expense for the third quarter and nine month periods of
fiscal 1995 has increased compared to the comparable periods of fiscal 1994.
Interest rates on funds borrowed under the Company's Revolving Credit Agreement
have risen from the rates of the prior year. In addition, borrowed funds have
risen over last year's level as the Company funds its capital expenditures and
working capital requirements.
Other income (expense), net was income of $1,241,000 for the third
quarter and expense of $995,000 for the nine month periods of fiscal 1995. A
year ago, the Company recorded other income, net of $1,354,000 for the third
quarter and $588,000 for the nine month period. In the third quarter, the
Company's share of the operating results of its joint ventures were $1,245,000
compared to $1,149,000 a year ago. For the nine month period, other income
(expense) reflects a provision of a closing reserve of $2,309,000 related to
the decision of its subsidiary, Oliver Rubber Company, to close its European
operations. The reserve, recorded in the first quarter of fiscal 1995, is for
potential losses of inventory, accounts receivable and closure expenses.
The Company's effective tax rate for the third quarter of fiscal
1995 was 21.9% versus 30.4% a year ago. The level of earnings of the Company's
United Kingdom subsidiary, Standard Products Limited (SPL), has steadily risen
during the year. The tax provision on the earnings of SPL has been offset by
operating loss carryforwards, reducing the third quarter's effective rate. For
the nine months, the effective rate of 20.6% reflects SPL's operating loss
carryfoward and the tax benefit related to Oliver's closing of its European
subsidiary. Excluding the Oliver benefit, the year to date effective rate was
32.7% in fiscal 1995 compared to 33.8% a year ago.
Financial Condition
-------------------
For the nine month period of fiscal 1995, funds provided by
operations were $24,388,000. Additions to property, plant and equipment were
$47,882,000, and funds invested in new affiliates in Brazil and Mexico for
plant construction were $1,937,000. Dividend requirements were $8,599,000, and
proceeds of borrowed funds were $40,000,000, offset by borrowing repayments of
$1,626,000.
At March 31, 1995, the ratio of current assets to current
liabilities was 1.53 to 1. Capitalization amounted to $433,306,000 with debt
representing 40.3% and equity 59.7%. Debt has gradually risen during the
course of fiscal 1995. Working capital requirements, capital expenditures and
investments in affiliates in Brazil and Mexico have required that the Company
borrow funds to finance these needs. Considering internal working capital to
be generated and funds available to borrow with the current lending
limitations, management of the Company believes that the Company has adequate
resources to finance its upcoming needs for capital expenditures and its
foreign investments.
-10-
<PAGE> 11
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
- ------- --------------------------------
(a) Exhibits:
---------
<TABLE>
<CAPTION>
Exhibit No.
Under Reg. S-K Form 10-Q
Item 601 Exhibit No. Description
-------------- ----------- --------------------------
<S> <C> <C>
27 27 Financial Data Schedule
</TABLE>
(b) Reports on Form 8-K:
-------------------
No reports on Form 8-K have been filed during the quarter for which
this report on Form 10-Q is filed.
-11-
<PAGE> 12
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 thereunto duly authorized.
THE STANDARD PRODUCTS COMPANY
----------------------------------
(REGISTRANT)
Dated: April 28, 1995 /s/ Aubrey E. Arndt
-------------- -----------------------------------
Aubrey E. Arndt
Vice President-Finance
Principal Financial Officer
/s/ Thomas J. Stecz
-----------------------------------
Thomas J. Stecz
Corporate Controller
Chief Accounting Officer
-12-
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-30-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> MAR-31-1995
<CASH> 7,881
<SECURITIES> 0
<RECEIVABLES> 211,556
<ALLOWANCES> 4,857
<INVENTORY> 68,790
<CURRENT-ASSETS> 295,397
<PP&E> 476,175
<DEPRECIATION> 208,609
<TOTAL-ASSETS> 686,062
<CURRENT-LIABILITIES> 192,226
<BONDS> 174,520
<COMMON> 16,722
0
0
<OTHER-SE> 242,064
<TOTAL-LIABILITY-AND-EQUITY> 686,062
<SALES> 729,748
<TOTAL-REVENUES> 729,748
<CGS> 655,750
<TOTAL-COSTS> 700,344
<OTHER-EXPENSES> 995
<LOSS-PROVISION> 1,415
<INTEREST-EXPENSE> 9,413
<INCOME-PRETAX> 18,996
<INCOME-TAX> 3,916
<INCOME-CONTINUING> 15,080
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 15,080
<EPS-PRIMARY> .90
<EPS-DILUTED> .90
</TABLE>
