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Cooper Industries Reports Q2 Earnings

24 July 1997

Cooper Industries Reports Net Income Up 20% Second-quarter share earnings up 12%

    HOUSTON, July 24, 1997 -- Second-quarter fully diluted share
earnings of Cooper Industries, Inc. rose 12% to 86 cents from
77 cents a share in the same quarter of 1996. Revenues increased 2% to
$1.38 billion from $1.35 billion in the second quarter of 1996. Second-quarter
earnings before taxes rose 14% to $170.2 million from $149.6 million in the
  second quarter of 1996.  Net income increased 20% to $105.5 million from
$88.3 million in the comparable period of 1996.
    During the second quarter, Cooper Industries completed the sale of its
Kirsch window coverings business, which affected the year-to-year revenue
comparisons.  Excluding Kirsch, second-quarter revenues increased by 5%.
Additionally, the sale of Kirsch resulted in a pre-tax gain of $69.8 million
during the quarter.  The company also recorded $70.5 million of nonrecurring
pre-tax charges related to information systems technology that will be
replaced as Cooper complies with Year 2000 requirements, international plant
consolidations and the exiting of certain lower-margin automotive product
lines.
    For the six months ended June 30, 1997, Cooper's revenues rose 2% to
$2.7 billion, up from $2.6 billion in the same period of 1996.  Excluding
Kirsch, revenues increased 4%.  Earnings before taxes increased 16% to $295.5
million compared with $255.3 million in the second quarter of 1996.  Fully
diluted share earnings increased 14% to $1.52, compared with $1.33 during the
first half of 1996.
    "It was another outstanding quarter for Cooper Industries," said H. John
Riley, Jr., Chairman, President and Chief Executive Officer.  "The results can
be attributed to continued strong momentum in our Electrical Products business
and a rebound in the performance of our Tools & Hardware segment.  In
addition, our Automotive Products business is holding its own in a very
difficult worldwide market," he added.
    Revenues for the Electrical Products segment were up 8% during the
quarter, driven by double digit sales gains in the circuit protection and
power systems businesses. Tools & Hardware revenues, excluding Kirsch,
increased 9% in the quarter.  Strong aerospace and automotive markets enabled
the power tools business to achieve record performance levels. A new, fully
operational hand tools distribution center helped that business improve its
results over the same period in 1996.  Revenues for the Automotive Products
segment were down 2% in the quarter, reflecting a continued soft automotive
aftermarket and generally weak demand for wiper and temperature control
products.
    "During the second quarter, we took additional decisive actions to firmly
position Cooper for future success.  As part of our continuing efforts to
improve the profitability of our Automotive Products segment, we made a
decision to exit certain lower-margin product lines.  Most recently, we signed
a letter of intent to exchange our temperature control product lines for the
brake business of Standard Motor Products.  In addition, our Moog Automotive
business became the first of several of our operations to install a fully
integrated business system and is now beginning to realize productivity gains.
We expect actions like these to lead to significant margin improvement in our

Automotive Products segment," Riley said.
    "In Electrical Products, our power systems business will benefit from the
recent acquisition of Kearney Company and the implementation of a major
restructuring of distribution transformer manufacturing processes.  In
addition, a new, centralized customer service and distribution center for our
lighting products business became fully operational in the quarter and will
soon lead to significantly enhanced service levels and reduced costs.
    "For our Tools & Hardware segment, a recently announced facilities
consolidation in Brazil and an ongoing facilities rationalization program in
Europe will help us continue to enhance our performance.  Additionally, a
program to implement fully integrated business systems throughout the segment
is now underway," Riley said.
    During the quarter, the company purchased approximately one million of
its shares totaling $50 million as part of a $275 million common stock
repurchase program announced in June. As the quarter ended, the company had
reduced its debt-to-total capital ratio to 34%.
    "All of these actions position Cooper to achieve our 1997 objectives and
generate continued earnings growth in the years ahead," Riley added.
    Comparisons of 1997 and 1996 second-quarter and first-half results appear
on the following pages.
    Cooper Industries, with 1996 revenues of $5.3 billion, is a diversified,
worldwide manufacturer of electrical products, tools and hardware, and
automotive products.  Additional information about Cooper is available on the
 company's World Wide Web site: http://www.cooperindustries.com.

                    CONSOLIDATED RESULTS OF OPERATIONS

                                Quarter Ended June 30,          % Change
                                1997           1996(1)
                             (in millions where applicable)

    Revenues:
     Electrical Products        $   660.7      $   611.3          8.1%
     Tools & Hardware               195.7          178.9          9.4%
     Kirsch(2)                       41.8           66.2           NA
     Automotive Products            486.7          495.0         -1.7%
            Total Revenues        1,384.9        1,351.4          2.5%

    Cost of sales                   938.4          919.3          2.1%
    Selling & administrative
     expenses                       238.8          232.8          2.6%
    Goodwill amortization            16.1           16.4         -1.8%
    Nonrecurring charges             70.5            8.3           NA
    Other(income)expense, net       (70.4)         (11.8)          NA
    Interest expense                 21.3           36.8        -42.1%

     Income Before Income Taxes     170.2          149.6         13.8%

    Income Taxes                     64.7           61.3          5.5%

     Net Income                  $  105.5      $    88.3         19.5%

    Net Income Per Common Share:
        Primary                  $    .88      $     .82          7.3%
        Fully Diluted(3 )        $    .86      $     .77         11.7%

    Shares Utilized in Computation
     of Income Per Common Share:
        Primary               120.0 million        107.7 million
        Fully Diluted         123.1 million        124.4 million


                              PERCENTAGE OF REVENUES

                               Quarter Ended June 30,
                                  1997       1996

    Revenues                     100.0%    100.0%
    Cost of sales                 67.8%     68.0%
    Selling & administrative
     expenses                    17.2%     17.2%
    Goodwill amortization         1.2%      1.2%
    Nonrecurring charges          5.1%      0.6%
    Other(income)expense, net    -5.1%     -0.9%
    Interest expense              1.5%      2.7%

     Income Before Income Taxes  12.3%    11.1%
    Income Taxes                  4.7%      4.5%
       Net Income                 7.6%      6.5%

  (1) Certain amounts have been reclassified to conform to the 1997
      presentation.
  (2) Kirsch revenues represent the revenues prior to the sale to
      Newell Co. on May 30, 1997.
  (3) The calculations assume conversion of the 7.05% Convertible
      Subordinated Debentures to Common stock.  As a result, interest on the
      debentures ($0.1 million in 1997 and $7.3 million in 1996, net of tax)
      was added back to net income in the computation of fully diluted
      earnings per share.

                   CONSOLIDATED RESULTS OF OPERATIONS

                            Six Months Ended June 30,         % Change
                            1997              1996(1)
                         (in millions where applicable)
    Revenues:
     Electrical Products     $1,273.4          $1,185.8           7.4%
     Tools & Hardware           375.8             355.5           5.7%
     Kirsch(2)                   97.4             125.9            NA
     Automotive Products        957.2             975.9          -1.9%
        Total Revenues        2,703.8           2,643.1           2.3%

    Cost of sales             1,844.1           1,816.4           1.5%
    Selling & administrative
     expenses                   479.6             466.4           2.8%
    Goodwill amortization        32.1              32.6          -1.5%
    Nonrecurring charges         70.5              19.2            NA
    Other(income)expense, net   (68.9)            (21.2)           NA
    Interest expense             50.9              74.4         -31.6%
       Income Before
     Income Taxes               295.5             255.3          15.7%

    Income Taxes                112.3             104.9           7.1%
       Net Income            $  183.2          $  150.4          21.8%

    Net Income Per Common Share:
        Primary              $   1.59          $   1.40          13.6%
        Fully Diluted(3)     $   1.52          $   1.33          14.3%

    Shares Utilized in Computation
     of Income Per Common Share:
        Primary               115.1 million        107.5 million
        Fully Diluted         124.0 million        124.4 million

                         PERCENTAGE OF REVENUES


                                        Six Months Ended June 30,
                                        1997                1996
    Revenues                           100.0%             100.0%
    Cost of sales                       68.2%              68.7%
    Selling & administrative expenses   17.7%              17.6%
    Goodwill amortization                1.2%               1.2%
    Nonrecurring charges                 2.6%               0.7%
    Other(income)expense, net           -2.5%              -0.8%
    Interest expense                     1.9%               2.8%
       Income Before Income Taxes       10.9%               9.7%
    Income Taxes                         4.2%               4.0%
       Net Income                        6.8%               5.7%

  (1) Certain amounts have been reclassified to conform to the 1997
      presentation.
  (2) Kirsch revenues represent the revenues prior to the sale to
      Newell Co. on May 30, 1997.
  (3) The calculations assume conversion of the 7.05% Convertible
      Subordinated Debentures to Common stock.  As a result, interest on the
      debentures ($5.8 million in 1997 and $14.6 million in 1996, net of tax)
      was added back to net income in the computation of fully diluted
      earnings per share.

    This press release contains forward-looking statements made in reliance
upon the safe harbor of the Private Securities Litigation Reform Act of 1995.
Such forward-looking statements involve a number of assumptions, risks and
uncertainties that could cause actual results of the company to differ
materially from those matters expressed in or implied by such forward-looking
statements.  See "Business Outlook for 1997" set forth in the Company's
Current Report on Form 8-K dated July 24, 1997.

SOURCE  Cooper Industries, Inc.