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Johnson Controls Reports Record Third-Quarter Results Provides Fourth-Quarter and Full-Year EPS Guidance

MILWAUKEE, July 21 -- Johnson Controls, Inc. (JCI) the leading supplier of automotive systems and facility management and control, today reported record results for the third quarter of fiscal 2005 with earnings of $1.31 per diluted share (EPS) from continuing operations, up 21% over $1.08 for the prior year.

"We are pleased with our record performance for the third quarter," said John M. Barth, Johnson Controls Chairman and Chief Executive Officer. "Our disciplined approach to innovation, cost reduction and continuous improvement has enabled us to stay ahead of changes in the market environment and to support our customers. We also continued to make progress on our growth strategies, which were advanced by recent controls and battery-related acquisitions that expanded the scope of our product and service offerings and geographic capabilities."

Mr. Barth added "We expect to complete fiscal 2005 with a strong performance that is in line with our expectations. Our controls and battery businesses are in excellent shape and enable us to overcome challenges in the current automotive market. We extend our thanks to all Johnson Controls employees around the world for their dedication and outstanding performance."

For the fourth quarter and full year of 2005, Johnson Controls expects:

-Fourth-quarter consolidated sales of approximately $7 billion, an estimated 8-9% increase over $6.4 billion for 2004; full-year sales of nearly $28 billion, up from $25.4 billion for 2004.

-Fourth-quarter EPS from continuing operations of $1.48 to $1.52, approximately 21% to 25% higher than $1.22 for 2004. For the 2005 full-year, EPS from continuing operations of $4.39 to $4.43, a 16-17% increase from $3.79 for 2004.

A footnote provides non-GAAP reconciliations regarding pension, restructuring and one-time tax benefits.

Third-Quarter Results

Sales for the 2005 third quarter increased 9 percent, to $7.1 billion, from $6.5 billion in the 2004 quarter, reflecting growth by each of its businesses. Operating income for the 2005 quarter was $368 million, up 7% from $343 million. Income from continuing operations increased 22%, to $255 million versus $209 million.

On April 1, 2005, a seating and interiors joint venture was deconsolidated due to a change in operating control. The deconsolidation, which had no impact on after-tax income from continuing operations, reduced third quarter sales and operating income as the company's interest in the joint venture is now reported as equity income.

All 2004 amounts have been restated to reflect the 2005 divestitures of the company's engine electronics and World Services businesses. The results for these businesses are reported separately as discontinued operations in the Consolidated Financial Statements.

The company's financial position continues to strengthen. Total debt to total capitalization was 28.0% at June 30, 2005 versus 28.5% at the end of the second quarter of 2005, even after the completion of the controls-related acquisition of United Systems Integrators (USI) and the incurrence of debt to fund the Delphi battery acquisition, which closed on July 1, 2005.

Capital expenditures in the 2005 third quarter were $104 million, down from $186 million the prior year. For the first nine months of 2005, capital expenditures totaled $396 million, down from the $595 million for the same period of 2004. The anticipated decline in spending from the unusually high 2004 level of capital projects also reflects the company's focus on improving the productivity of its existing assets.

Third-Quarter Business Highlights

While auto industry production in North America and Europe decreased by an estimated 1% in the 2005 quarter, Johnson Controls seating and interiors sales increased 8% to $5.0 billion from $4.6 billion, with new volume more than offsetting the effect of the joint-venture deconsolidation. Operating income declined 9% to $199 million from $219 million as the deconsolidation impact more than offset the favorable effects of higher volume and operational improvements.

Battery sales for the third quarter were $665 million, up 24 percent from $535 million in the 2004 period, due primarily to the increase in ownership and consolidation of a Latin American battery joint venture in the fourth quarter of 2004, and higher original equipment and aftermarket unit shipments. Operating income was $76 million, up 35 percent from $56 million, as a result of the higher sales as well as improved quality and cost reductions.

Controls sales to the nonresidential buildings market rose 6 percent to $1.4 billion from $1.3 billion last year. The increase was primarily due to higher systems renovation activity and technical services revenues. Operating income rose 37 percent to $93 million from $68 million in 2004, as a result of the higher sales and an improved performance by the North American branch network. The USI acquisition, which expands the range of services in the company's facility management offering, had no material impact on the quarter's results.

The backlog of uncompleted control system installation and service contracts at June 30, 2005 increased 7% over the prior year amount. Orders increased in the quarter, reflecting growth in technical service and systems renovation contracts in North America.

Change in Segment Reporting

Johnson Controls will begin reporting its financial results in five segments in its August 9, 2005 10-Q filing with the U.S. Securities and Exchange Commission. On that day, the company will also file amended 2004 10-K and 2005 10-Qs with the revised segment data, as well as an 8-K presenting quarterly data retroactive to the first quarter of 2004.

The restatement has no effect on the Consolidated Statement of Financial Position, Cash Flows, or the liquidity of the company. The restatement relates only to the company's segment information; therefore, the previously reported amounts in the Consolidated Statement of Income, including net sales, operating income, net income and earnings per share, remain unchanged.

The reporting segments of the company will be: Controls, Battery, Seating and Interiors-North America, Seating and Interiors-Europe, and Seating and Interiors-Asia.

   Supplemental Fiscal 2005 Full-Year Financial Estimates
   (Dollars in millions)

   Interest expense,
    net of interest income                                $100-105
   Base effective income tax rate                         26.5%
   Minority interests in net earnings of subsidiaries     $50-55
   Capital expenditures                                   $625-675
   Depreciation                                           $620-630
   Total debt to total capitalization                     Approximately 25%
   Euro/U.S. Dollar assumption                            $1.20

Johnson Controls is a global market leader in automotive systems and facility management and control. In the automotive market, it is a major supplier of integrated seating and interior systems, and batteries. For nonresidential facilities, Johnson Controls provides control systems and services including comfort, energy and security management. Johnson Controls , founded in 1885, has headquarters in Milwaukee, Wisconsin.

                          JOHNSON CONTROLS, INC.

                     CONSOLIDATED STATEMENT OF INCOME
             (in millions, except per share data; unaudited)

                                      (GAAP)                 (GAAP)
                                   Three Months           Nine Months
                                  Ended June 30,         Ended June 30,
                                 2005        2004      2005         2004

  Net sales
    Products and systems*      $6,322.6    $5,755.4  $18,628.8    $16,733.4
    Services*                     739.5       720.2    2,354.3      2,191.0
                                7,062.1     6,475.6   20,983.1     18,924.4
  Cost of sales
    Products and systems        5,570.1     5,014.2   16,486.2     14,600.4
    Services                      591.7       587.5    1,914.5      1,797.0
                                6,161.8     5,601.7   18,400.7     16,397.4

    Gross profit                  900.3       873.9    2,582.4      2,527.0

  Selling, general and
   administrative expenses        532.2       530.8    1,706.1      1,693.8
  Restructuring costs               -           -        210.0         82.4
  Japanese pension gain             -           -          -          (84.4)
    Operating income              368.1       343.1      666.3        835.2

  Interest income                   4.9         3.3       12.4          9.0
  Interest expense                (27.3)      (24.5)     (88.9)       (78.4)
  Equity income                    19.5        18.4       47.8         52.5
  Miscellaneous - net              (8.5)      (20.7)     (24.0)       (51.7)
    Other income (expense)        (11.4)      (23.5)     (52.7)       (68.6)

  Income from continuing
   operations before
    income taxes and minority
     interests                    356.7       319.6      613.6        766.6

  Income tax provision             94.6        91.1      108.4        200.9
  Minority interests in net
   earnings of subsidiaries         7.4        19.3       40.5         53.5

  Income from continuing
   operations                     254.7       209.2      464.7        512.2

  Income from discontinued
   operations, net
   of income taxes                  -          13.0       16.1         32.2

  Gain on sale of discontinued
   operations, net
   of income taxes                  -           -        144.8          -

  Net income                     $254.7      $222.2     $625.6       $544.4

  Earnings available for
   common shareholders           $254.7      $222.2     $625.6       $542.7

  Earnings per share from
   continuing operations
    Basic                         $1.33       $1.10      $2.43        $2.73
    Diluted                       $1.31       $1.08      $2.39        $2.66

  Earnings per share
    Basic                         $1.33       $1.17      $3.27        $2.90
    Diluted                       $1.31       $1.15      $3.22        $2.83

                                                        (NON-GAAP)
                                                       Nine Months
                                                      Ended June 30,
                                                 2005               2004

  Net sales
    Products and systems*                     $18,628.8          $16,733.4
    Services*                                   2,354.3            2,191.0
                                               20,983.1           18,924.4
  Cost of sales
    Products and systems                       16,486.2           14,600.4
    Services                                    1,914.5            1,797.0
                                               18,400.7           16,397.4

    Gross profit                                2,582.4            2,527.0

  Selling, general and administrative
   expenses                                     1,706.1            1,693.8
  Restructuring costs                               -                  -
  Japanese pension gain                             -                  -
    Operating income                              876.3              833.2

  Interest income                                  12.4                9.0
  Interest expense                                (88.9)             (78.4)
  Equity income                                    47.8               52.5
  Miscellaneous - net                             (24.0)             (51.7)
    Other income (expense)                        (52.7)             (68.6)

  Income from continuing operations
   before
    income taxes and minority interests           823.6              764.6

  Income tax provision                            215.7              217.6
  Minority interests in net earnings of
   subsidiaries                                    43.9               53.5

  Income from continuing operations               564.0              493.5

  Income from discontinued operations,
   net
    of income taxes                                16.1               32.2

  Gain on sale of discontinued
   operations, net
    of income taxes                                 -                  -

  Net income                                     $580.1             $525.7

  Earnings available for common
   shareholders                                  $580.1             $523.9

  Earnings per share from continuing
   operations
    Basic                                         $2.94              $2.63
    Diluted                                       $2.91              $2.56

  Earnings per share
    Basic                                         $3.03              $2.80
    Diluted                                       $2.99              $2.73

   * Products and systems consist of Seating & Interiors products and
     systems, Battery Group products, and Controls Group installed systems.
     Services are Controls Group technical and facility management services.

                          JOHNSON CONTROLS, INC.

               CONSOLIDATED STATEMENT OF FINANCIAL POSITION
                         (in millions; unaudited)

                                          June 30,   September 30,  June 30,
                                            2005         2004         2004
    ASSETS
    Cash and cash equivalents               $385.2      $169.5      $120.8
    Accounts receivable - net              4,228.9     3,992.1     3,648.8
    Costs and earnings in excess of
     billings on uncompleted contracts       300.5       271.8       274.5
    Inventories                              915.0       885.8       840.5
    Assets of discontinued operations          -         579.8       561.2
    Other current assets                     895.2       774.5       763.3
           Current assets                  6,724.8     6,673.5     6,209.1

    Property, plant and equipment - net    3,293.6     3,463.5     3,140.3
    Goodwill - net                         3,669.9     3,578.7     3,148.3
    Other intangible assets - net            274.1       291.0       259.7
    Investments in partially-owned
     affiliates                              419.5       314.9       429.0
    Other noncurrent assets                  779.4       769.2       786.0
           Total assets                  $15,161.3   $15,090.8   $13,972.4

    LIABILITIES AND SHAREHOLDERS'
     EQUITY
    Short-term debt                         $392.7      $813.3      $415.5
    Current portion of long-term debt        220.9       226.8        21.8
    Accounts payable                       3,544.3     3,608.4     3,438.2
    Accrued compensation and benefits        747.1       606.2       583.1
    Accrued income taxes                      27.3        47.1        62.9
    Billings in excess of costs and
     earnings on uncompleted contracts       225.5       197.2       195.3
    Liabilities of discontinued
     operations                                -         228.5       184.7
    Other current liabilities              1,124.1       875.6       876.3
           Current liabilities             6,281.9     6,603.1     5,777.8

    Long-term debt                         1,632.1     1,630.6     1,834.7
    Postretirement health and other
     benefits                                158.5       164.1       167.4
    Minority interests in equity of
     subsidiaries                            142.9       267.2       248.6
    Other noncurrent liabilities           1,168.8     1,219.5     1,026.3
    Shareholders' equity                   5,777.1     5,206.3     4,917.6
           Total liabilities and
            shareholders' equity         $15,161.3   $15,090.8   $13,972.4

                          JOHNSON CONTROLS, INC.

                   CONSOLIDATED STATEMENT OF CASH FLOWS
                         (in millions; unaudited)

                                         Three Months        Nine Months
                                        Ended June 30,      Ended June 30,
                                      2005         2004   2005        2004
  Operating Activities

  Net income                          $254.7    $222.2    $625.6    $544.4
  Gain and income from discontinued
   operations                             -      (13.0)   (160.9)    (32.2)
  Income from continuing operations    254.7     209.2     464.7     512.2

  Adjustments to reconcile income from
   continuing operations to cash
   provided by operating activities
    Depreciation                       144.4     139.9     464.8     421.1
    Amortization of intangibles          5.4       4.5      17.0      13.9
    Equity in earnings of
     partially-owned affiliates,
     net of dividends received         (13.7)     29.3     (39.7)      8.9
    Minority interests in net
     earnings of subsidiaries            7.4      19.3      40.5      53.5
    Deferred income taxes               88.5      15.7      (7.1)     68.4
    Japanese pension settlement gain      -         -         -      (84.4)
    Non cash restructuring costs          -         -       45.8       6.6
    Other                               18.5      10.8      21.8      (0.5)
   Changes in working capital,
    excluding acquisitions & divestitures
    of businesses
     Receivables                      (120.2)    (66.9)   (354.4)   (192.6)
     Inventories                       (61.7)    (39.3)    (62.1)    (26.2)
     Other current assets              (13.5)     30.1     (79.2)     34.0
     Restructuring reserves            (29.5)    (14.5)    134.7      51.2
     Accounts payable and accrued
      liabilities                       22.4     114.8     136.5      40.0
     Accrued income taxes               46.8      (1.1)    (18.4)     32.6
     Billings in excess of costs and
      earnings on uncompleted contracts (4.4)     (7.7)     27.1       4.5
       Cash provided by operating
         activities                    345.1     444.1     792.0     943.2

  Investing Activities
  Capital expenditures                (104.3)   (186.2)   (396.3)   (594.5)
  Sale of property, plant and
   equipment                             2.8       3.9      10.7      22.4
  Acquisition of businesses,
   net of cash acquired                (72.7)       -     (105.8)    (36.6)
  Recoverable customer engineering
   expenditures                          5.0        -       (0.9)    (43.7)
  Proceeds from sale of discontinued
   operations                             -         -      687.2        -
  Changes in long-term investments    (137.9)   (19.7)    (115.8)    (21.7)
  Cash (used) provided by investing
   activities                         (307.1)  (202.0)      79.1    (674.1)

  Financing Activities
  Increase (decrease) in short-term
   debt - net                           20.6   (241.0)    (413.6)    265.0
  Increase in long-term debt             2.6     86.8       16.1     203.8
  Repayment of long-term debt           (9.0)  (147.4)    (107.3)   (678.0)
  Payment of cash dividends            (48.1)   (42.6)    (143.8)   (127.9)
  Other                                 30.9     (0.9)      50.4      29.2
  Cash used by financing activities     (3.0)  (345.1)    (598.2)   (307.9)
  Cash (used) provided by discontinued
   operations                              -     (2.6)     (57.2)     23.5

  Increase (decrease) in cash and
   cash equivalents                    $35.0  $(105.6)    $215.7    $(15.3)

                                FOOTNOTES

  1. Earnings Per Share

Basic earnings per share (EPS) are computed by dividing net income, after deducting dividend requirements on the Series D Convertible Preferred Stock, by the weighted average number of common shares outstanding. Diluted earnings are computed by deducting from net income the after-tax compensation expense which would arise from the assumed conversion of the Series D Convertible Preferred Stock, which was $0 and $0.1 million for the nine months ended June 30, 2005 and 2004, respectively. Effective December 31, 2003, the Company converted all the outstanding Series D Convertible Preferred Stock and accordingly there was no after-tax compensation expense for the three or nine months ended June 30, 2005. Diluted weighted average shares assume the conversion of the Series D Convertible Preferred Stock, if dilutive, plus the dilutive effect of common stock equivalents which would arise from the exercise of stock options.

                          Three Months                Nine Months
                         Ended June 30,             Ended June 30,
  (in millions)           (unaudited)                (unaudited)
                         2005      2004            2005       2004
  Weighted Average
   Shares
  Basic                   192.2     190.2            191.5      186.9
  Diluted                 194.5     192.9            194.1      192.5

  Outstanding at period
   end                                               192.3      190.3

  2. Business Highlights

                             Three Months               Nine Months
                            Ended June 30,             Ended June 30,
   (in millions)             (unaudited)                (unaudited)
                           2005      2004   %         2005       2004   %
   Sales
   Controls Group      $1,406.6  $1,320.8    6%   $4,216.4   $3,892.6    8%
   Seating & Interiors  4,990.3   4,620.2    8%   14,701.7   13,391.6   10%
   Battery Group          665.2     534.6   24%    2,065.0    1,640.2   26%
   Total               $7,062.1  $6,475.6        $20,983.1  $18,924.4

   Operating Income
   Controls Group         $93.0     $67.8   37%     $179.7     $159.6   13%
   Seating & Interiors    199.4     219.1   -9%      461.2      501.6   -8%
   Battery Group           75.7      56.2   35%      235.4      172.0   37%
   Total                 $368.1    $343.1           $876.3     $833.2

   Restructuring costs       -         -            (210.0)     (82.4)
   Japanese pension
    gain                     -         -                -        84.4
   Consolidated
    Operating Income     $368.1    $343.1           $666.3     $835.2

Controls Group - Provides facility systems and services including comfort, energy and security management for the non-residential buildings market.

Seating & Interiors - Designs and manufactures interior systems and products for passenger cars and light trucks, including vans, pick-up trucks and sport/crossover utility vehicles.

Battery Group - Designs and manufactures batteries for the replacement and original equipment markets.

3. Discontinued Operations

On March 1, 2005, the Company announced it completed the sale of its engine electronics business to Valeo for approximately 323 million euro, or approximately $427 million, subject to adjustments. The engine electronics business generated revenues of approximately $436 million in fiscal 2004. This non-core business was a part of the Sagem SA automotive electronics business that was acquired in fiscal 2002.

On March 30, 2005, the Company announced it completed the sale of its Johnson Controls World Services Inc. subsidiary to IAP Worldwide Services Inc. for approximately $260 million, subject to adjustments. The Johnson Controls World Services Inc. subsidiary generated revenues of approximately $754 million in fiscal 2004.

Both the engine electronics business and the Johnson Controls World Services Inc. subsidiary are reported as discontinued operations in the Consolidated Financial Statements in accordance with SFAS No. 144, "Accounting for the Impairment or Disposal of Long-Lived Assets."

4. Restructuring Costs

In the second quarter of 2005, the Company recorded a restructuring charge of $210 million involving cost structure reduction actions, primarily relating to severance costs and facility consolidations. The majority of the actions are concentrated on the Seating & Interiors operations in Europe as the Company focuses on further improving the profitability in the region.

5. Non GAAP Reconciliations

The following tables reconcile the Company's Non-GAAP amounts included in the press release to the most directly comparable GAAP amounts:

                                                          Nine Months
                                                         Ended June 30,
  (in millions)                                           (unaudited)
                                                       2005         2004
  Non-GAAP operating income                           $876           $833
  Japanese pension gain                                  -             84
  Restructuring costs                                 (210)           (82)
  GAAP operating income                               $666           $835

                                                          Nine Months
                                                         Ended June 30,
  (in millions)                                           (unaudited)
                                                       2005         2004
  Non-GAAP income from
   continuing operations                              $564           $493
  Japanese pension gain                                  -             60
  Restructuring costs                                 (180)           (58)
  One-time tax credits                                  81             17
  GAAP income from
   continuing operations                              $465           $512

                                                           Nine Months
                                                          Ended June 30,
  (in millions)                                            (unaudited)
                                                        2005         2004
  Non-GAAP diluted EPS from
   continuing operations                              $2.91          $2.56
  Japanese pension gain                                   -           0.31
  Restructuring costs                                 (0.92)         (0.30)
  One-time tax credits                                 0.40           0.09
  GAAP diluted EPS from
   continuing operations                              $2.39          $2.66

                                           Fourth Quarter Earnings Per Share
  (in millions)                                         (unaudited)
                                                2005          2004
                                             (estimate)     (actual)    %
  Non-GAAP EPS from continuing operations  $1.48 to $1.52    $1.22    21-25%
  One-time tax credits                              -         0.09

  GAAP EPS from continuing operations      $1.48 to $1.52    $1.31

                                       Full Year Earnings Per Share Guidance
  (in millions)                                          (unaudited)
                                                 2005        2004
                                              (estimate)   (actual)     %
  Non-GAAP EPS from continuing operations  $4.39 to $4.43   $3.79     16-17%
  Japanese pension gain                              -       0.31
  Restructuring costs                             (0.92)    (0.30)
  One-time tax credits                             0.40      0.18
  GAAP EPS from continuing operations       $3.87 to $3.91  $3.98*

   * Due to the use of weighted -average shares outstanding for each quarter
     for computing earnings per share, the sum of the quarterly per share
     amounts may not equal the per share amount for the year.