The Auto Channel
The Largest Independent Automotive Research Resource
The Largest Independent Automotive Research Resource
Official Website of the New Car Buyer

Aeroquip-Vickers Reports Fourth-Quarter and 1998 Results

28 January 1999

Aeroquip-Vickers Reports Fourth-Quarter and 1998 Results

    MAUMEE, Ohio--Jan. 28, 1999--Aeroquip-Vickers, Inc. today announced 1998 fourth-quarter net income of $7.4 million, or 27 cents per share, after a restructuring charge of $5 million ($3.1 million net of tax), or 11 cents per share. Fourth-quarter 1997 net income was $31.4 million, or $1.11 per share. 1998 fourth-quarter sales were $519.1 million, compared with $522.8 million in 1997. On December 14, the company announced that it expected 1998 fourth-quarter earnings per share to be between 25 cents and 30 cents (before the restructuring charge of 11 cents), which was below the then consensus estimate of 85 cents per share. The per-share improvement above this forecast was due to better-than-anticipated sales and margin performance in December.
    As announced earlier this week, Aeroquip-Vickers has changed its reporting segments to its two operating companies - Aeroquip Corporation and Vickers, Incorporated. In addition to this segment reporting, Aeroquip-Vickers will supply sales and operating income for the markets it serves - industrial, aerospace and automotive.
    "Our sales in the fourth quarter were led by an improvement year-over-year in Aeroquip's sales, as sales in each of Aeroquip's major markets improved from the 1997 fourth quarter," said Darryl F. Allen, Aeroquip-Vickers' chairman, president and chief executive officer. "Vickers' sales declined from the 1997 fourth quarter, but sales to Vickers' aerospace markets improved. Aeroquip and Vickers continued to win a majority share of the aerospace business they bid on for their primary product lines, testimony to their product quality, reliability and customer service.
    "As we announced in December, our lower earnings in the fourth quarter compared to a year ago are principally related to sales in Vickers' industrial markets which began to slow in the third quarter," Mr. Allen said. "In the U.S., agriculture, an important sector for Vickers, continued its steep decline, with orders nearly non-existent. This led to a 16.4% decrease in Vickers' U.S. industrial sales in the 1998 fourth quarter compared with a year ago. The Brazilian economy also began to weaken in the fourth quarter, and Asia-Pacific markets continued to be depressed.
    "In response to these market conditions, in the 1998 fourth quarter we recorded restructuring expenses amounting to $5 million ($3.1 million net of tax), or 11 cents per share, to resize operations to reflect current business levels. These expenses are principally for incurred severance costs and other costs associated with reconfiguring the business. During 1999, we will continue our cost-reduction efforts to improve manufacturing and operating efficiencies."

The Year 1998
    Sales in 1998 reached a new high of $2.15 billion, a 1.8% increase over a year ago. Sales increased 2.8% in the U.S., increased 2.3% in Europe and declined 12% in the Rest of the World, due almost entirely to the effect of exchange rate changes. Facilities sold or closed in 1997 as a result of exiting the automotive interior business contributed $67 million in 1997 sales. After excluding these sales, 1998 consolidated sales increased 5.1%.
    Operating income for the year 1998 was $186.4 million, and compares with operating income for the year 1997 of $221.6 million before a special charge of $30 million to exit the automotive interior plastics business.
    In 1998, as required by new accounting rules, Aeroquip-Vickers recognized the cumulative effect of an accounting change of $4.8 million ($3.3 million net of tax), or 12 cents per share, to charge to income previously deferred start-up costs for new facilities. 1998 income per share was $3.67 before the cumulative effect of accounting change of 12 cents per share and the fourth-quarter restructuring charge of 11 cents per share. This compares with income of $4.14 before a special charge of 63 cents per share in 1997.

Aeroquip
    Aeroquip's 1998 fourth-quarter sales increased 3.9%, with about 40% of the increase due to the effect of exchange rate changes. U.S. sales improved 4% from a year ago, with increases in each of Aeroquip's major markets. European sales increased 3.1%, as a decline in fourth-quarter sales volumes in industrial and automotive markets was more than offset by an increase in aerospace sales volume and the favorable effect of exchange rate changes. Aeroquip's sales in the Rest of the World increased due to an acquisition made in 1998.
    An increase in Aeroquip's U.S. manufacturing income and operating income was more than offset by declines in Europe and the Rest of the World. 1998 fourth-quarter operating income was $25.3 million, compared with $29.2 million in 1997.
    "Aeroquip had record sales and operating income for the year 1998, led by best-ever results in Aeroquip's industrial and aerospace markets," Mr. Allen said. "The continuous improvement initiatives throughout Aeroquip's global operations have made processes more reliable, reduced costs and dramatically increased on-time delivery. These initiatives were recognized globally through numerous customer and governmental quality awards in 1998."

Vickers
    Vickers' 1998 fourth-quarter sales declined 5.2%. U.S. sales declined 8.3%, as an increase in aerospace sales was more than offset by a decline in industrial sales. Vickers' European sales increased 17.6%, with about 20% of the increase due to the effect of exchange rate changes. European sales increased in both industrial and aerospace markets. Vickers' sales in the Rest of the World declined compared with the 1997 fourth quarter.
    Vickers' 1998 fourth-quarter manufacturing income declined significantly from the prior year, as an increase in Europe was more than offset by a decline in the U.S. and the Rest of the World year over year. 1998 fourth-quarter operating income was $3.1 million, compared with $36.6 million in 1997. Operating income declined in the U.S., Europe and the Rest of the World compared with a year ago.
    Lower global demand, combined with the fact that Vickers essentially eliminated its past due industrial orders in the first half of 1998, reduced pump production levels by 40% in the second half of the year. This significant reduction occurred just as Vickers commenced pump manufacturing operations at a new facility in Greenwood, South Carolina.
    "For the year 1998, Vickers' performance in its aerospace markets was its best ever, as Vickers continued to win a significant majority of the business it bid on," Mr. Allen said. "Vickers' industrial business has work to do to get back on track for profitable growth. Initiatives have been implemented to reduce costs and resize operations to reflect demand and market conditions, and we will continue to evaluate additional restructuring alternatives."

Industrial Market
    Sales to industrial markets declined significantly in the 1998 fourth quarter from the previous year. A 10.5% increase in European sales (37% of the increase due to the effect of exchange rate changes) was more than offset by decreases in the U.S. and the Rest of the World.
    In U.S. industrial markets, sales to truck & bus and air conditioning & refrigeration customers improved from a year ago, while sales to distributors, construction and agricultural equipment, stationary equipment and electronic systems customers declined. In Europe, sales to distributors and electronic systems customers improved, while sales to construction equipment, stationary equipment and truck & bus customers declined. Sales in Europe also improved due to the acquisition of an air conditioning & refrigeration business in 1998.
    The operating loss in industrial markets was $5.0 million, compared with operating income of $22.2 million in the 1997 fourth quarter.
    "Although certain sectors of global industrial markets have weakened, we are confident that our strong customer and supplier relationships, our improving manufacturing processes and our dedicated employees will foster growth in our industrial markets," Mr. Allen said.

Aerospace Market
    Sales to aerospace markets increased 6.3% in the 1998 fourth quarter from the previous year. Sales improved 4.5% in the U.S. and 17% in Europe. Aerospace sales increased to commercial OEM customers, while sales to military customers were flat.
    Aerospace operating income declined to $21.8 million from $29.2 million in the 1997 fourth quarter. 1998 fourth-quarter aerospace operating income includes a charge of $2.0 million for product warranty claims, while the 1997 fourth quarter includes a gain of $4.3 million from recovery of previously incurred development and pre-production costs with an aerospace customer. Margins for the 1998 fourth quarter were also weakened by a change in product mix and startup costs for a machining center in Charleston, South Carolina.
    "Sales in our aerospace markets should remain near or above 1998's levels, and the market should continue as a strong profit contributor in 1999," Mr. Allen said. "We also expect an additional boost in the future as the new military programs begin to increase production."

Automotive Market
    Sales to automotive markets increased 5.4%, with about half of the increase due to the effect of exchange rate changes. Part of the increase in sales volume was due to the acquisition of a South African fluid connectors business in 1998. Sales to U.S. automotive markets were flat with a year ago, and a 2.5% increase in European automotive markets was due to the effect of exchange rate changes. Sales for automotive air conditioning and power-assisted steering fluid connectors continued strong.
    Operating income in automotive markets was $11.6 million in the 1998 fourth quarter, compared with $14.4 million in 1997.
    "Sales to our automotive markets should continue to grow in 1999 based on booked business and automotive manufacturers' planned production," Mr. Allen said. "With the further expansion of our capabilities through initiatives in South Africa, Germany and the U.S. in 1998, we have additional leverage to increase our automotive sales worldwide."

Forward-Looking Statements
    Portions of this release, which are not historical in nature, are forward-looking statements. These statements are based on projections and estimates of the company and its customers regarding automotive and aircraft production and shipment schedules which are dependent on the performance of the domestic and international economies and the industrial, aerospace and automotive industries in which Aeroquip-Vickers does business. The company's actual performance may differ from that contemplated by the forward-looking statements as a result of unexpected changes in the production and shipment schedules of the company's customers. Other factors which could affect Aeroquip-Vickers' actual performance include its ability to continually improve margins by achieving anticipated cost reductions in manufacturing processes, to consistently win new business in each of its industries by delivering quality product and maintaining competitive pricing, and to successfully implement its growth strategies.

    Aeroquip-Vickers is two companies, Aeroquip Corporation and Vickers, Incorporated, world leaders in the design, manufacture and distribution of engineered components and systems to industrial, aerospace and automotive markets.

Consolidated Results
(dollars in millions, except per share data; all per share amounts
are reported on a diluted basis)

                          4Q 98      4Q 97      3Q 98      2Q 98
                          -----      -----      -----      -----

Sales                    $519.1     $522.8     $509.0     $574.3
Operating Income           21.2(a)    58.3(b)    42.3       65.1
Operating Margin            4.1%(a)   11.1%(b)    8.3%      11.3%
Income before
 Cumulative Effect of
 Accounting Change(f)       7.4(a)    31.4(b)    23.9       37.8
Income Per Share before
 Cumulative Effect of
 Accounting Change(f)       .27(a)    1.11(b)     .85       1.33

                          1Q 98     Year 98      Year 97
                          -----     -------      -------

Sales                    $547.1    $2,149.5     $2,112.3
Operating Income           57.8       186.4(a)     191.6(b)(d)
Operating Margin           10.6%        8.7%(a)      9.1%(b)(d)
Income before
 Cumulative Effect of
 Accounting Change(f)      31.2(c)    100.3(a)(c)  100.9(b)(d)(e)
Income Per Share before
 Cumulative Effect of
 Accounting Change(f)      1.10(c)     3.56(a)(c)   3.51(b)(d)(e)

(a)  Includes a restructuring charge of $5 million ($3.1 million net
     of tax), or 11 cents per share.
(b)  Includes a gain of $1.7 million ($1 million net of tax), or 4
     cents per share, the net effect of income from recovery of
     previously incurred development and pre-production costs arising
     from the termination of a component design and production supply
     contract and a charge to recognize a product liability claim from
     an industrial customer for a unique product that is no longer
     manufactured.
(c)  Includes a charge of $2.5 million ($1.5 million net of tax), or 
     5 cents per share, for the early retirement of debt.
(d)  Includes a special charge of $30.0 million ($18.5 million net of
     tax), or 63 cents per share, to exit the automotive interior
     plastics business. Before the special charge, operating income
     and operating margin were $221.6 million and 10.5%, respectively,
     for the year 1997.
(e)  Includes a charge of $1.5 million ($900,000 net of tax), or 
     3 cents per share, for the early retirement of convertible debt.
(f)  The cumulative effect of accounting change amounted to $4.8
     million ($3.3 million net of tax), or 12 cents per share.

Segment Analysis
(dollars in millions)

Aeroquip

                          4Q 98      4Q 97      3Q 98      2Q 98
                          -----      -----      -----      -----

Sales                    $269.1     $259.1     $255.7     $280.8
Operating Income           25.3       29.2(a)    28.1       38.5
Operating Margin            9.4%      11.3%(a)   11.0%      13.7%

                          1Q 98        Year 98         Year 97
                          -----        -------         -------

Sales                    $266.0       $1,071.6        $1,065.2
Operating Income           32.4          124.3            89.5(a)(b)
Operating Margin           12.2%          11.6%            8.4%(a)(b)

(a)  Includes a charge of $2.6 million to recognize a product
     liability claim from an industrial customer for a unique product
     that is no longer manufactured.
(b)  Includes a special charge of $30.0 million to exit the automotive
     interior plastics business. Before the special charge, operating
     income and operating margin were $119.5 million and 11.2%,
     respectively, for the year 1997.

Vickers

                          4Q 98      4Q 97      3Q 98      2Q 98
                          -----      -----      -----      -----

Sales                    $250.0     $263.7     $253.3     $293.5
Operating Income            3.1       36.6(a)    21.2       33.5
Operating Margin            1.2%      13.9%(a)    8.4%      11.4%

                          1Q 98        Year 98         Year 97
                          -----        -------         -------

Sales                    $281.1       $1,077.9        $1,047.1
Operating Income           32.7           90.4           132.6(a)
Operating Margin           11.6%           8.4%           12.7%(a)

(a)  Includes income of $4.3 million from recovery of previously
     incurred development and pre-production costs with an aerospace
     customer arising from the termination of a component design and
     production supply contract.

Market Analysis
(dollars in millions)

Industrial

                          4Q 98      4Q 97      3Q 98      2Q 98
                          -----      -----      -----      -----

Sales                    $264.9     $282.8     $275.5     $323.3
Operating Income           (5.0)      22.2(a)    12.9       33.5
Operating Margin           (1.9)%      7.8%(a)    4.7%      10.4%

                          1Q 98        Year 98         Year 97
                          -----        -------         -------

Sales                    $310.4       $1,174.2        $1,170.2
Operating Income           27.3           68.7           110.7(a)
Operating Margin            8.8%           5.9%            9.5%(a)

(a)  Includes a charge of $2.6 million to recognize a product
     liability claim from an industrial customer for a unique product
     that is no longer manufactured.

Aerospace

                          4Q 98      4Q 97      3Q 98      2Q 98
                          -----      -----      -----      -----

Sales                    $136.7     $128.6     $133.2    $ 142.8
Operating Income           21.8       29.2(a)    26.0       26.5
Operating Margin           15.9%      22.7%(a)   19.5%      18.6%

                          1Q 98        Year 98         Year 97
                          -----        -------         -------

Sales                    $134.9         $547.5          $488.0
Operating Income           24.7           99.0            91.4(a)
Operating Margin           18.3%          18.1%           18.7%(a)

(a)  Includes income of $4.3 million from recovery of previously
     incurred development and pre-production costs with an aerospace
     customer arising from the termination of a component design and
     production supply contract.

Automotive

                          4Q 98      4Q 97      3Q 98      2Q 98
                          -----      -----      -----      -----

Sales                    $117.5     $111.5     $100.3     $108.2
Operating Income           11.6       14.4       10.3       12.0
Operating Margin            9.9%      12.9%      10.3%      11.1%

                          1Q 98        Year 98         Year 97
                          -----        -------         -------

Sales                    $101.7         $427.8          $454.1
Operating Income           13.1           47.0            20.0(a)
Operating Margin           12.8%          11.0%            4.4%(a)

(a)  Includes a special charge of $30.0 million to exit the automotive
     interior plastics business. Before the special charge, automotive
     operating income and operating margin were $50.0 million and
     11.0%, respectively, for the year 1997.

STATEMENT OF FINANCIAL POSITION
Aeroquip-Vickers, Inc.
(Dollars in thousands, except share data)
(Unaudited)

                                     December 31    December 31
                                        1998           1997
                                    ------------   ------------
ASSETS
CURRENT ASSETS
Cash and cash equivalents           $   17,310     $   18,736
Receivables                            341,825        348,822
Inventories                            302,236        294,767
Other current assets                    52,146         49,323
                                    ----------     ----------
TOTAL CURRENT ASSETS                   713,517        711,648
Plants and properties                1,119,557        993,002
Less accumulated depreciation          571,340        518,860
                                    ----------     ----------
                                       548,217        474,142
Goodwill                               124,890        111,905
Other assets                            72,177         78,901
                                    ----------     ----------
TOTAL ASSETS                        $1,458,801     $1,376,596
                                    ----------     ----------
                                    ----------     ----------

LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Notes payable                      $  101,829     $   84,044
Accounts payable                      113,698        111,800
Income taxes                           27,167         30,496
Other current liabilities             197,726        212,800
Current maturities of long-term
 debt                                   1,035          1,857
                                   ----------     ----------
TOTAL CURRENT LIABILITIES             441,455        440,997
Long-term debt                        278,343        256,707
Postretirement benefits other
 than pensions                        121,715        122,272
Other liabilities                      48,469         46,421

SHAREHOLDERS' EQUITY 
 Common stock - par value $5 a share
 Authorized - 100,000,000 shares 
 Outstanding - 27,600,520 and
  28,064,981 shares, respectively 
  (after deducting 6,680,326 and 
  6,215,865 shares, respectively,
  in treasury)                        138,003        140,325
Additional paid-in capital             47,841         41,288
Retained earnings                     419,178        366,676
Accumulated other comprehensive
  income - currency translation
  adjustments                         (36,203)       (38,090)
                                   ----------     ----------
TOTAL SHAREHOLDERS' EQUITY            568,819        510,199
                                   ----------     ----------
TOTAL LIABILITIES AND
 SHAREHOLDERS' EQUITY              $1,458,801     $1,376,596
                                   ----------     ----------
                                   ----------     ----------

CONDENSED STATEMENT OF INCOME
Aeroquip-Vickers, Inc.
(In thousands, except per share data)
(Unaudited)

                        Three Months Ended           Year Ended
                            December 31             December 31
                      ----------------------   ----------------------
                        1998         1997         1998         1997
                     ----------   ----------   ----------   ----------

Net sales           $  519,131   $  522,812   $2,149,474   $2,112,293
Cost of products
 sold                  409,190      379,105    1,619,905    1,554,668
                    ----------   ----------   ----------   ----------

MANUFACTURING INCOME   109,941      143,707      529,569      557,625

Selling and general
 administrative
 expenses               71,261       66,579      271,718      263,824
Engineering, research
 and development
 expenses               17,467       18,849       71,471       72,161
Special charge              --           --           --       30,000
                    ----------   ----------   ----------   ----------

OPERATING INCOME        21,213       58,279      186,380      191,640
Interest expense        (6,888)      (6,561)     (27,013)     (27,171)
Other expense - net     (3,433)      (4,793)     (11,830)     (16,316)
                    ----------   ----------   ----------   ----------

INCOME BEFORE INCOME
 TAXES AND CUMULATIVE
 EFFECT OF ACCOUNTING
 CHANGE                 10,892       46,925      147,537      148,153
Income taxes             3,500       15,500       47,200       47,300
                    ----------   ----------   ----------   ----------
INCOME BEFORE
 CUMULATIVE EFFECT
 OF ACCOUNTING CHANGE    7,392       31,425      100,337      100,853
Cumulative effect of
 accounting change, net
 of income tax benefit      --           --        3,283           --
                    ----------   ----------   ----------   ----------
NET INCOME          $    7,392   $   31,425   $   97,054   $  100,853
                    ----------   ----------   ----------   ----------
                    ----------   ----------   ----------   ----------

NET INCOME PER SHARE
BASIC INCOME PER SHARE
 Before cumulative
  effect of
  accounting change $     .27   $     1.12   $     3.58   $     3.60
 Cumulative effect
  of accounting
  change                   --           --         (.12)          --
                   ----------   ----------   ----------   ----------
Basic net income
 per share         $      .27   $     1.12   $     3.46   $     3.60
                   ----------   ----------   ----------   ----------
                   ----------   ----------   ----------   ----------

DILUTED INCOME PER
 SHARE
 Before cumulative
  effect of
  accounting change $     .27   $     1.11   $     3.56   $     3.51
 Cumulative effect
  of accounting
  change                   --           --         (.12)          --
                   ----------   ----------   ----------   ----------
 Diluted net income
  per share        $      .27   $     1.11   $     3.44   $     3.51
                   ----------   ----------   ----------   ----------
                   ----------   ----------   ----------   ----------

CASH DIVIDENDS PER
 COMMON SHARE      $      .22   $      .20   $      .88   $      .80
                   ----------   ----------   ----------   ----------
                   ----------   ----------   ----------   ----------

CONDENSED STATEMENT OF CASH FLOWS
Aeroquip-Vickers, Inc.
(In thousands)
(Unaudited)

                                       Year Ended
                                       December 31
                                 ------------------------
                                     1998         1997
                                    ------       ------
OPERATING ACTIVITIES
Net income                         $ 97,054     $100,853
Adjustments to reconcile net
  income to net cash provided by
  operating activities:
   Depreciation                      70,661       66,562
   Amortization                       8,986        6,639
Cumulative effect of accounting
 change, net of income tax benefit    3,283           --
Special charge                           --       30,000
Changes in certain components of
 working capital other than debt     (3,301)     (34,283)
Other                                   800      (32,087)
                                   --------     --------

NET CASH PROVIDED BY OPERATING
 ACTIVITIES                         177,483      137,684

INVESTING ACTIVITIES
Capital expenditures               (142,243)    (139,811)
Businesses acquired                 (30,741)          --
Sale of businesses                       --       43,381
Other                                 1,532        1,561
                                   --------     --------

NET CASH USED BY INVESTING
 ACTIVITIES                        (171,452)     (94,869)

FINANCING ACTIVITIES
Net increase (decrease) in 
 short- and long-term debt           33,105      (21,803)
Cash dividends                      (24,673)     (22,465)
Purchase of common stock            (23,166)     (21,590)
Stock issuance under stock plans      7,518       20,133
Other                                  (773)        (924)
                                   --------     --------

NET CASH USED BY FINANCING
 ACTIVITIES                         (7,989)      (46,649)
Effect of exchange rate changes
 on cash and cash equivalents          532        (1,364)
                                  --------      --------

INCREASE IN CASH AND CASH
 EQUIVALENTS                        (1,426)       (5,198)

Cash and cash equivalents at
 beginning of period                18,736        23,934
                                  --------      --------

CASH AND CASH EQUIVALENTS AT
 END OF PERIOD                    $ 17,310      $ 18,736
                                  --------      --------
                                  --------      --------

NOTES TO FINANCIAL STATEMENTS
Aeroquip-Vickers, Inc.
December 31, 1998
(Unaudited)

Redemption of Debt
     In December 1997, the Company called its 9.55% senior sinking
fund debentures in the principal amount of $42 million for redemption
on February 3, 1998. The pretax loss from redemption of the 9.55%
senior sinking fund debentures amounting to $2.5 million was
recognized in Other expense - net in 1998.
     In June 1997, the Company called its 6% convertible subordinated
debentures in the principal amount of $100 million for redemption and
recognized a loss of $1.5 million in Other expense - net.

Special Charge
     In the 1997 first quarter, the Company announced plans to exit
its automotive interior plastics business and recorded a special
charge of $30 million ($18.5 million net, or diluted net income per
share of $.63 for the year), comprised principally of severance, lease
termination and asset disposition costs.

Income Taxes
     The effective income tax rate for the 1998 fourth quarter and
year was 32%. The income tax provision for the year ended December 31,
1997, included a credit of $11.5 million related to the special charge
for costs to exit the automotive interior plastics business. Exclusive
of this item, the effective income tax rate for the 1997 fourth
quarter and year was 33%.

Net Income per Share
     Following is a reconciliation of income and average shares for
purposes of calculating basic and diluted net income per share (in
thousands, except per share amounts):

                            Three Months Ended       Year Ended
                                December 31          December 31
                             1998       1997       1998       1997
                           --------   --------   --------   --------

Basic Income per Share
Income before cumulative
 effect of accounting
 change                    $  7,392   $ 31,425   $100,337   $100,853
Cumulative effect of
 accounting change               --         --     (3,283)        --
                           --------   --------   --------   --------
Net income                 $  7,392   $ 31,425   $ 97,054   $100,853
                           --------   --------   --------   --------
                           --------   --------   --------   --------

Average common shares
 outstanding                 27,669     28,150     28,036     28,050
                            --------   --------   --------   --------
                            --------   --------   --------   --------

Basic income per share
Before cumulative effect
 of accounting change      $    .27   $   1.12   $   3.58   $   3.60
Cumulative effect of
 accounting change               --         --       (.12)        --
                           --------   --------   --------   --------
Basic net income per
 share                     $    .27   $   1.12   $   3.46   $   3.60
                           --------   --------   --------   --------
                           --------   --------   --------   --------

Diluted Income per Share
Income before cumulative
 effect of accounting
 change                    $  7,392   $ 31,425   $100,337   $100,853
After-tax equivalent of
 interest expense on 6%
 convertible debentures          --         --         --      2,192
                           --------   --------   --------   --------
Income for purposes of
 computing diluted income
 per share before cumulative
 effect of accounting
 change                       7,392     31,425    100,337    103,045
Cumulative effect of
 accounting change               --         --     (3,283)        --
                           --------   --------   --------   --------
Income for purposes of
 computing diluted net
 income per share          $  7,392   $ 31,425   $ 97,054   $103,045
                           --------   --------   --------   --------
                           --------   --------   --------   --------

Average common shares
 outstanding                 27,669     28,150     28,036     28,050
Dilutive stock options            5        222        157        210
Assumed conversion of 6%
 convertible debentures          --         --         --      1,109
                           --------   --------   --------   --------
Average common shares for
 purposes of computing
 diluted income per share    27,674     28,372     28,193     29,369
                           --------   --------   --------   --------
                           --------   --------   --------   --------

Diluted income per share
Before cumulative effect
 of accounting change      $    .27   $   1.11   $   3.56   $   3.51
Cumulative effect of
 accounting change               --         --       (.12)        --
                           --------   --------   --------   --------
Diluted net income per
 share                     $    .27   $   1.11   $   3.44   $   3.51
                           --------   --------   --------   --------
                           --------   --------   --------   --------