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Timken Announces Second Quarter Results

Integration of Torrington on track

CANTON, Ohio, July 23 -- The Timken Company today announced second quarter and first half results, including The Torrington Company for the full quarter. Timken acquired Torrington on February 18, 2003.

For the quarter ended June 30, the company reported sales of $990.3 million, up 50% from $660.8 million in the year-ago period. Most of the increase was due to the acquisition of Torrington. Excluding Torrington, sales were up 5% with about half of this growth attributable to currency translation.

Net income for the quarter was $3.9 million or $0.05 per diluted share, which included net expense for special items of $0.13 per diluted share. Those special items include integration expenses, costs related to a plant closure and repayment of a small portion of antidumping receipts received under the U.S. Continued Dumping and Subsidy Offset Act.

Excluding these items, adjusted net income was $15.1 million or $0.18 per diluted share. Excluding the effects of the Torrington acquisition and the special items, Timken's adjusted second-quarter earnings per diluted share would have been $0.21. The company continues to expect the acquisition to be accretive to earnings this year.

For the second quarter of 2002, the company reported earnings of $0.07 per diluted share. Excluding restructuring and reorganization charges, the company reported earnings of $0.28 per diluted share in the second quarter of 2002.

Results in the second quarter were negatively impacted by high energy and raw material costs, higher costs associated with the implementation of the manufacturing strategy and rationalization programs in our automotive group, lower volume in industrial markets due to high levels of distributor inventories for Torrington products, and higher pension and benefits costs.

The company ended the second quarter with a debt-to-capital ratio of 51%, unchanged from the end of the first quarter. In July the company's cash position was favorably affected by the sale of its interest in NTC, a joint venture with Japan-based NSK Ltd. Timken received approximately $146 million in cash, which it has used to pay down debt.

"While we continue to maintain our focus on integration and on a strong balance sheet, our operating performance in our base business was lower than last year. We are taking corrective actions to address those problems and expect to achieve higher levels of performance later in the year," said James W. Griffith, president and CEO. "Our integration of Torrington remains on track. We have achieved $5 million in pretax savings to date and expect to hit our target for achieving annualized pretax savings of $20 million by the end of 2003."

  Since the acquisition of Torrington, the company has:

   * Combined management organizations and consolidated sales forces.
   * Started rationalizing operations of the Darlington, England industrial
     bearing plant -- moving production to another facility in Ploiesti,
     Romania.
   * Launched global supply chain initiatives, resulting in purchasing
     savings.
   * Consolidated two distribution centers in England.
   * Announced the closing of three U.S. regional service centers to
     leverage on-line order and distribution capabilities of CoLinx --
     an e-business joint venture.
   * Announced the closing of the Rockford, Illinois industrial bearing
     plant.
   * Created an alliance with NSK to serve selected Japanese automotive
     customers globally with engineering solutions on needle bearings,
     following the sale of Timken's interest in NTC.

For the first half, sales were $1.8 billion, compared with $1.3 billion in 2002. Earnings per fully diluted share for the first six months were $0.19 in 2003 versus $0.01 in 2002. Excluding special items, first-half earnings per diluted share were $0.37 in 2003 versus $0.51 in 2002.

Excluding the effects of the Torrington acquisition, first-half sales were $1.4 billion, up 9% over the first six months of 2002, while adjusted earnings were $0.40 per diluted share.

The segment results that follow exclude special charges for all periods. They also reflect for all periods a reorganization of the Automotive and Industrial Groups that occurred in the first quarter of 2003. Automotive distribution operations are now reported as part of the Industrial Group. Additionally, company sales to emerging markets - principally in central and eastern Europe and Asia - previously were reported as part of the Industrial Group. Emerging market sales to automotive original equipment manufacturers are now included in the Automotive Group.

Automotive Group Results

For the second quarter, Automotive Group sales were $376.5 million, up 92% from $196.1 million during the year-ago period. EBIT (earnings before interest and taxes) was $7.0 million, compared to breakeven a year earlier. Excluding Torrington, sales were $205.0 million, which were slightly up from last year excluding currency translation, and the group reported a loss of $1.1 million before interest and taxes.

The Automotive Group benefited from continued strength in light truck production and new platform launches. It was negatively affected by weakening passenger car production, increases in pension and benefits expenses and inefficiencies related to the implementation of manufacturing strategy initiatives. Problems in implementing the Timken manufacturing strategy and postponement by Torrington of a rationalization program during the acquisition process delayed the benefits expected from these initiatives.

For the first half, Automotive Group sales were $674.7 million, compared to $379.5 million in 2002's first six months. EBIT for the first half was $15.9 million, compared with $7.5 million in 2002. Excluding effects of the Torrington acquisition, first half sales in 2003 were $416.1 million, and EBIT was $2.2 million.

Industrial Group Results

For the second quarter, Industrial Group sales were $389.7 million, up 55% from $251.2 million during the year-ago period. EBIT was $30.6 million, compared to $20.0 million a year earlier. Excluding Torrington, sales were $267.4 million, which were slightly up from last year excluding currency translation, and EBIT was $30.3 million.

Industrial Group results were favorably impacted by growth in the automotive distribution business, improved pricing and the exiting of low-margin business. Working against these positives were persistent weakness in industrial markets, increased costs for pensions and benefits and high levels of distributor inventories for Torrington industrial products. Improvement in distribution sales is expected in the second half as these inventories are lowered.

For the first half, Industrial Group sales were $694.9 million, compared to $484.4 million in 2002's first six months. EBIT for the first half was $48.4 million, compared with $31.1 million in 2002. Excluding Torrington, first half sales in 2003 were $510.6 million and EBIT was $47.5 million.

Steel Group Results

For the second quarter, Steel Group sales were $256.8 million, about even with 2002's second period. The group recorded a loss of $2.7 million before interest and taxes, compared with EBIT of $14.6 million a year earlier.

The group's results were hurt by high raw material and energy costs. The company also saw margins decline due to a change in product mix.

Plant operations were curtailed intermittently to avoid extremely high energy costs, and the group reduced inventories to generate cash. Steps were also taken to recover a portion of high raw material costs through surcharges and price increases. The company does not expect these actions to fully offset these higher costs for the remainder of the year as market prices for steel continue to be under pressure.

For the first half, Steel Group sales were $532.6 million compared to $493.7 million in 2002's first six months. EBIT was $3.8 million compared with $26.7 million in 2002.

Outlook

The company's outlook has changed from the first quarter when it assumed continued strength in automotive markets, some improvement in industrial markets and some reduction in scrap and energy costs. An assumption was made that positive economic recovery would occur in the last six months of the year. For the remainder of the year, the company now expects some softening in North American production of automotive light vehicles, particularly passenger cars, versus the second half of last year. The company also assumes industrial markets will remain flat and energy and raw material costs will be higher. As a result of these issues as well as the higher costs associated with the manufacturing strategy and rationalization initiatives, the company is lowering the earnings estimate for the full year to between $0.80 and $0.95 per diluted share, excluding special items. The company expects third quarter earnings per diluted share to be between $0.10 and $0.15, excluding special items.

"We continue to be excited about the acquisition of Torrington and the long-term prospects of the new Timken Company," said Mr. Griffith. "Integrating Torrington while completing a major manufacturing restructuring has challenged our organization and we have not performed up to our expectations for the first half of 2003. We remain confident in the positive impact that both activities will have on the company. We are focused on moving rapidly with the integration of Torrington and achieving our targeted synergies. While we are behind on earnings, we are on track on integration. We are ahead on debt reduction and expect that to be reflected on our year-end balance sheet."

On Thursday, July 24, The Timken Company will host a conference call for investors and securities analysts to discuss the financial results.

  CONSOLIDATED STATEMENT OF INCOME         AS REPORTED
  (Thousands of U.S.
  dollars, except share data)                       Six Months  Six Months
                                 2Q 03       2Q 02         03          02
  Net sales                    $990,253    $660,829  $1,828,260  $1,276,586
  Cost of products sold         825,573     533,746   1,529,626   1,028,562
  Integration/Reorganization
   expenses - cost of
   products sold                  6,611       2,782      10,299       5,081
      Gross Profit             $158,069    $124,301    $288,335    $242,943
  Selling, administrative &
   general expenses (SG&A)      127,040      90,965     226,936     174,213
  Integration/Reorganization
   expenses - SG&A                8,157       2,040      13,532       4,784
  Impairment and
   restructuring                    853      14,226         853      17,283
      Operating Income          $22,019     $17,070     $47,014     $46,663
  Other expense                    (302)     (1,607)     (1,895)     (9,075)
  Special charges - other
   income (expense)              (2,276)          -       3,171           -
      Earnings Before
       Interest and Taxes
       (EBIT)                   $19,441     $15,463     $48,290     $37,588
  Interest expense              (13,114)     (7,889)    (23,275)    (15,924)
  Interest income                   208         317         418         697
      Income Before Income
       Taxes and Cumulative
        Effect of Change in
         Accounting
         Principle               $6,535      $7,891     $25,433     $22,361
  Provision for income taxes      2,614       3,931      10,173       9,213
      Income Before
       Cumulative Effect of
       Change in
        Accounting Principle     $3,921      $3,960     $15,260     $13,148
  Cumulative effect of
   change in accounting
        principle (net of
         income tax benefit
         of $ 7,786)                  -           -           -      12,702
      Net Income                 $3,921      $3,960     $15,260        $446
     Earnings Per Share:
       Income before
        accounting change         $0.05       $0.07       $0.19       $0.22
       Cumulative effect of
        accounting change             -           -           -      ($0.21)
     Earnings Per Share           $0.05       $0.07       $0.19       $0.01

     Earnings Per Share-
      assuming dilution:
       Income before
        accounting change         $0.05       $0.07       $0.19       $0.22
       Cumulative effect of
        accounting change             -           -           -      ($0.21)
     Earnings Per Share-
      assuming dilution           $0.05       $0.07       $0.19       $0.01

  Average Shares Outstanding 85,520,667  60,239,065  79,198,167  60,092,322
  Average Shares
   Outstanding-assuming
   dilution                  85,760,495  61,038,029  79,402,600  60,732,056

  CONSOLIDATED STATEMENT OF INCOME                        ADJUSTED (1)
  (Thousands of U.S.
  dollars, except share                              Six Months  Six Months
  data)                          2Q 03       2Q 02         03          02
  Net sales                    $990,253    $660,829  $1,828,260  $1,276,586
  Cost of products sold         825,573     533,746   1,529,626   1,028,562
  Integration/Reorganization
   expenses - cost of
   products sold                      -           -           -           -
      Gross Profit             $164,680    $127,083    $298,634    $248,024
  Selling, administrative &
   general expenses (SG&A)      127,040      90,965     226,936     174,213
  Integration/Reorganization
   expenses - SG&A                    -           -           -           -
  Impairment and
   restructuring                      -           -           -           -
      Operating Income          $37,640     $36,118     $71,698     $73,811
  Other expense                    (302)     (1,607)     (1,895)     (9,075)
  Special charges - other
   income (expense)                   -           -           -           -
      Earnings Before
       Interest and Taxes
       (EBIT)                   $37,338     $34,511     $69,803     $64,736
  Interest expense              (13,114)     (7,889)    (23,275)    (15,924)
  Interest income                   208         317         418         697
      Income Before Income
       Taxes and Cumulative
        Effect of Change in
         Accounting
         Principle              $24,432     $26,939     $46,946     $49,509
  Provision for income taxes      9,284      10,116      17,839      18,763
      Income Before
       Cumulative Effect of
       Change in
        Accounting Principle    $15,148     $16,823     $29,107     $30,746
  Cumulative effect of
   change in accounting
        principle (net of
         income tax benefit
         of $ 7,786)                  -           -           -           -
      Net Income                $15,148     $16,823     $29,107     $30,746
     Earnings Per Share:
       Income before
        accounting change         $0.18       $0.28       $0.37       $0.51
       Cumulative effect of
        accounting change             -           -           -           -
     Earnings Per Share           $0.18       $0.28       $0.37       $0.51

     Earnings Per Share-
      assuming dilution:
       Income before
        accounting change         $0.18       $0.28       $0.37       $0.51
       Cumulative effect of
        accounting change             -           -           -           -
     Earnings Per Share-
      assuming dilution           $0.18       $0.28       $0.37       $0.51

  Average Shares Outstanding 85,520,667  60,239,065  79,198,167  60,092,322
  Average Shares
   Outstanding-assuming
   dilution                  85,760,495  61,038,029  79,402,600  60,732,056

  BUSINESS SEGMENTS
  (Thousands of U.S.                                 Six Months  Six Months
   dollars)                    2Q 03       2Q 02         03          02
  Automotive Group (3)
  Net sales to external
   customers                   $376,525    $196,053    $674,654    $379,451
  Impairment and
   restructuring                      -           -           -           -
  Integration/Reorganization
   expenses                           -           -           -           -
  Earnings before interest
   and taxes (EBIT) * (2)        $6,989         $35     $15,857      $7,494
  EBIT Margin                      1.9%        0.0%        2.4%        2.0%

  Industrial Group (3)
  Net sales to external
   customers                   $389,580    $251,182    $694,543    $484,420
  Intersegment sales                154           -         346           -
  Total net sales              $389,734    $251,182    $694,889    $484,420
  Impairment and
   restructuring                      -           -           -           -
  Integration/Reorganization
   expenses                           -           -           -           -
  Earnings before interest
   and taxes (EBIT) * (2)       $30,578     $19,990     $48,388     $31,070
  EBIT Margin                      7.8%        8.0%        7.0%        6.4%

  Steel Group
  Net sales to external
   customers                   $224,148    $213,594    $459,063    $412,715
  Intersegment sales             32,692      41,759      73,556      81,032
  Total net sales              $256,840    $255,353    $532,619    $493,747
  Impairment and
   restructuring                      -           -           -           -
  Integration/Reorganization
   expenses                           -           -           -           -
  Earnings before interest
   and taxes (EBIT) * (2)       ($2,747)    $14,568      $3,783     $26,687
  EBIT Margin                     -1.1%        5.7%        0.7%        5.4%

  *Automotive Bearings, Industrial Bearings and Steel EBIT do not equal
  Consolidated EBIT due to intersegment adjustments which are eliminated
  upon consolidation.

  (1) "Adjusted" statements exclude the impact of impairment and
  restructuring and integration/reorganization charges for all quarters
  shown, special charges and cumulative effect of change in accounting
  principle recognized in 2002.

  (2)  EBIT is defined as operating income (loss) plus other income
  (expense).  EBIT Margin is EBIT as a percentage of net sales.  EBIT and
  EBIT margin on a segment basis exclude certain special items set
  forth above.  EBIT and EBIT Margin are important financial measures used
  in the management of the business, including decisions concerning the
  allocation of resources and assessment of performance.
  Management believes that reporting EBIT and EBIT Margin best reflect the
  performance of our business segments, and EBIT disclosures are responsive
  to investors.

  (3)  Automotive Group and Industrial Group 2002 segmented results have
  been adjusted for 2003 reclassification of Automotive Aftermarket and
  Emerging Markets' results.

            Reconciliation of GAAP net income and EPS - Basic
                   and Diluted as previously disclosed.

  This reconciliation is provided as additional relevant information about
  the company's performance.  Management believes that it is appropriate to
  compare GAAP net income to adjusted net income in light of
  special items related to impairment and restructuring and
  integration/reorganzation costs, one-time gains/losses on sales of assets,
  Continued Dumping and Subsidy Offset Act (CDSOA) receipts and
  payments and cumulative effect of change in accounting principle.

                                              2Q 03              2Q 02
  (Thousands of U.S. dollars, except
  share data)                              $           EPS      $      EPS

  Net income                               $3,921     $0.05   $3,960  $0.07
                                                                   -
  Integration expense - inventory
   write-up - cost of products sold         3,209 (1)  0.04        -    -
  Reorganization expense - cost of
   products sold                            3,402 (2)  0.04    2,782   0.05
  Integration/Reorganization expenses
   - SG&A                                   8,157      0.09    2,040   0.03
  Impairment and restructuring                853      0.01   14,226   0.23
  Special charges - other income
   (expense)
    Loss (Gain) on sale of assets           2,340      0.03        -      -
    CDSOA repayment                         2,808      0.03        -      -
    Acquisition-related unrealized
     currency exchange gains               (1,930)    (0.02)       -      -
    Prior restructuring accrual
     reversal                                (942)    (0.01)       -      -
  Tax effect of special items              (6,670)    (0.08)  (6,185) (0.10)
  Cumulative effect of change in
   accounting principle                         -         -        -      -

  Adjusted net income                     $15,148     $0.18  $16,823  $0.28
  Impact of Torrington acquisition
   (3)                                     (1,897)    $0.03
  Adjusted net income, excluding
   Torrington acquisition                 $13,251     $0.21

  Average shares outstanding,
   assuming dilution                   85,760,495
  Impact of Torrington acquisition
   (3)                                (22,097,534)
  Adjusted average shares outstanding
   - assuming dilution                 63,662,961

                                          Six Months 03      Six Months 02
  (Thousands of U.S. dollars, except
  share data)                              $           EPS      $      EPS

  Net income                              $15,260     $0.19     $446  $0.01

  Integration expense - inventory
   write-up - cost of products sold         6,897 (1)  0.09        -    -
  Reorganization expense - cost of
   products sold                            3,402 (2)  0.04    5,081   0.08
  Integration/Reorganization expenses
   - SG&A                                  13,532      0.17    4,784   0.08
  Impairment and restructuring                853      0.01   17,283   0.28
  Special charges - other income
   (expense)
    Loss (Gain) on sale of assets          (3,107)    (0.04)       -    -
    CDSOA repayment                         2,808      0.03        -    -
    Acquisition-related unrealized
     currency exchange gains               (1,930)    (0.02)       -    -
    Prior restructuring accrual
     reversal                                (942)    (0.01)       -    -
  Tax effect of special items              (7,666)    (0.09)  (9,550) (0.15)
  Cumulative effect of change in
   accounting principle                         -       -     12,702   0.21

  Adjusted net income                     $29,107     $0.37  $30,746  $0.51
  Impact of Torrington acquisition
   (3)                                     (3,657)    $0.03
  Adjusted net income, excluding
   Torrington acquisition                 $25,450     $0.40

  Average shares outstanding,
   assuming dilution                   79,402,600
  Impact of Torrington acquisition
   (3)                                (15,775,740)
  Adjusted average shares outstanding
   - assuming dilution                 63,626,860

  (1)  Represents a one-time inventory write-up related to purchase price
  accounting.

  (2)  Costs associated with the British Timken plant closure.

  (3)  Impact of Torrington acquisition includes acquisition earnings,
  financing and synergies.

     Reconciliation of 2Q 03 Timken Company and Impact of Torrington
                    Acquisition for Business Segments

                                               2Q 03  Adjusted (4)
                                                    Impact of
                                          Timken    Torrington    Timken
                                         Company   Acquisition  Standalone

  Automotive Group
  Net sales to external customers         $376,525    $171,543    $204,982
  EBIT                                      $6,989      $8,135     ($1,146)
  EBIT Margin                                 1.9%        4.7%       -0.6%

  Industrial Group
  Net sales to external customers         $389,580    $122,335    $267,245
  Intersegment sales                           154           -         154
  Total net sales                         $389,734    $122,335    $267,399
  EBIT                                     $30,578        $298     $30,280
  EBIT Margin                                 7.8%        0.2%       11.3%

  Steel Group
  Net sales to external customers         $224,148         -      $224,148
  Intersegment sales                        32,692         -        32,692
  Total net sales                         $256,840         -      $256,840
  EBIT                                     ($2,747)        -       ($2,747)
  EBIT Margin                                -1.1%         -         -1.1%

  Consolidated
  Net sales to external customers         $990,253    $293,878    $696,375
  Total EBIT for reportable segments       $34,820       8,433     $26,387
    Intersegment adjustments                 2,518         -         2,518
  Total EBIT                               $37,338      $8,433     $28,905
  EBIT Margin                                 3.8%        2.9%        4.2%

  (4) "Adjusted" statements exclude the impact of impairment and
  restructuring and integration/reorganization expenses for all quarters
  shown and special items.

      Reconciliation of 2Q 03 Timken Company and Impact of Torrington
                     Acquisition for Business Segments

                                            Six Months 03 Adjusted (4)
                                                     Impact of
                                          Timken    Torrington    Timken
                                          Company   Acquisition Standalone

  Automotive Group
  Net sales to external customers          $674,654   $258,517     $416,137
  EBIT                                      $15,857    $13,682       $2,175
  EBIT Margin                                  2.4%       5.3%         0.5%

  Industrial Group
  Net sales to external customers          $694,543   $184,335     $510,208
  Intersegment sales                            346          -          346
  Total net sales                          $694,889   $184,335     $510,554
  EBIT                                      $48,388       $841      $47,547
  EBIT Margin                                  7.0%       0.5%         9.3%

  Steel Group
  Net sales to external customers          $459,063        -       $459,063
  Intersegment sales                         73,556        -         73,556
  Total net sales                          $532,619        -       $532,619
  EBIT                                       $3,783        -         $3,783
  EBIT Margin                                  0.7%        -           0.7%

  Consolidated
  Net sales to external customers        $1,828,260   $442,852   $1,385,408
  Total EBIT for reportable segments        $68,028     14,523      $53,505
    Intersegment adjustments                  1,775        -          1,775
  Total EBIT                                $69,803    $14,523      $55,280
  EBIT Margin                                  3.8%       3.3%         4.0%

  (4) "Adjusted" statements exclude the impact of impairment and
       restructuring and integration/reorganization expenses for all
       quarters shown and special items.

                   Reconciliation of Outlook Information

  Expected net income per diluted share for the full year and the third
  quarter exclude special items.  Examples of such special items include
  impairment and restructuring, integration/reorganization expenses and
  payments under the CDSOA.  It is not possible at this time to identify
  the potential amount or significance of these special items.  We cannot
  predict whether we will receive any payments under the CDSOA in 2003 and
  if so, in what amount.  If we do receive any CDSOA payments, they will be
  received in the fourth quarter.

  CONSOLIDATED STATEMENT OF CASH   For the three months For the six months
  FLOWS                                   ended                ended
                                    June 30   June 30    June 30   June 30
  (Thousands of U.S. dollars)           2003      2002       2003      2002
  Cash Provided (Used)
  OPERATING ACTIVITIES
  Net Income                          $3,921    $3,960    $15,260      $446
  Adjustments to reconcile net
   income to net cash provided
    by operating activities:
    Cumulative effect of accounting
     change                                -         -          -    12,702
    Depreciation and amortization     47,687    37,093     88,952    73,855
    Loss (Gain) on disposals of
     property, plant and equipment     3,780    (1,064)    (1,954)   (3,939)
    Provision for deferred income
     taxes                             5,992    14,761      3,892    24,033
    Stock issued in lieu of cash to
     employee benefit plans            1,565     4,385      2,280     5,416
    Changes in impairment and
     restructuring charges - net           -    (2,400)         -    (9,071)
    Changes in operating assets and
     liabilities:
      Accounts receivable             15,450   (19,467)   (39,164)  (69,329)
      Inventories                      3,714    (6,337)   (18,749)  (23,465)
      Other assets                     6,038   (19,941)    (4,163)  (17,304)
      Accounts payable and accrued
       expenses                      (52,559)   28,753      1,414    27,243
      Foreign currency translation    (7,864)    4,197     (9,723)    3,732
       Net Cash Provided by
        Operating Activities         $27,724   $43,940    $38,045   $24,319

  INVESTING ACTIVITIES
    Capital expenditures            ($28,709) ($18,393)  ($51,707) ($34,897)
    Proceeds from disposals of
     property, plant and equipment     2,183     4,285     12,078     5,726
    Other                              1,010     4,984     (1,054)   12,483
    Acquisitions                           -         -   (718,952)   (6,751)
       Net Cash Used by Investing
        Activities                  ($25,516)  ($9,124) ($759,635) ($23,439)

  FINANCING ACTIVITIES
    Cash dividends paid to
     shareholders                   ($11,124)  ($7,851)   (19,376)  (15,640)
    Issuance of common stock for
     acquisition                        (210)        -    180,010         -
    Accounts receivable
     securitization financing              -         -    125,000         -
    Payments on long-term debt       (49,098)        -    (49,222)   (1,727)
    Proceeds from issuance of long-
     term debt                           404       304    424,957       304
    Short-term debt activity - net    65,479   (14,392)    28,540    13,106
       Net Cash Provided (Used) by
        Financing Activities          $5,451   (21,939)  $689,909   ($3,957)

  Effect of exchange rate changes
   on cash                            $1,499     1,167      2,076       779

  Increase (decrease) in Cash and
   Cash Equivalents                    9,158    14,044    (29,605)   (2,298)
  Cash and Cash Equivalents at
   Beginning of Period               $43,287   $17,050    $82,050   $33,392

  Cash and Cash Equivalents at End
   of Period                         $52,445   $31,094    $52,445   $31,094

  CONSOLIDATED BALANCE SHEET                     June 30            Dec 31
  (Thousands of U.S. dollars)                       2003              2002
  ASSETS
  Cash & cash equivalents                        $52,445           $82,050
  Accounts receivable                            610,690           361,316
  Deferred income taxes                           34,510            36,003
  Inventories                                    744,352           488,923
      Total Current Assets                    $1,441,997          $968,292
  Property, plant & equipment                  1,650,127         1,226,244
  Goodwill                                       192,800           129,943
  Other assets                                   716,579           423,877
      Total Assets                            $4,001,503        $2,748,356

  LIABILITIES
  Accounts payable & other liabilities           512,012          $296,543
  Short-term debt & commercial paper             272,884           111,134
  Accrued expenses                               281,372           226,393
      Total Current Liabilities               $1,066,268          $634,070
  Long-term debt                                 744,523           350,085
  Accrued pension cost                           699,430           723,188
  Accrued postretirement benefits cost           494,083           411,304
  Other non-current liabilities                   26,273            20,623
      Total Liabilities                       $3,030,577        $2,139,270

  SHAREHOLDERS' EQUITY                           970,926           609,086
      Total Liabilities and
       Shareholders' Equity                   $4,001,503        $2,748,356
                                                      (0)               (0)