W.W. Grainger (GWW) 10-Q 28 Apr 16 2016 Q1 Quarterly report Financial data

DOCUMENT AND ENTITY INFORMATION

DOCUMENT AND ENTITY INFORMATION	3 Months Ended
	Mar. 31, 2016shares
Document and Entity Information [Abstract]
Entity Registrant Name	GRAINGER W W INC
Entity Central Index Key	277,135
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Document Type	10-Q
Document Period End Date	Mar. 31, 2016
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q1
Amendment Flag	false
Entity Common Stock, Shares Outstanding	61,322,179

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Income Statement [Abstract]
Net sales	$ 2,506,538	$ 2,439,661
Cost of merchandise sold	1,461,485	1,345,918
Gross profit	1,045,053	1,093,743
Warehousing, marketing and administrative expenses	727,961	742,496
Operating earnings	317,092	351,247
Other income and (expense):
Interest income	165	192
Interest expense	(13,725)	(1,636)
Loss from equity method investment	(6,388)	0
Other non-operating income	694	241
Other non-operating expense	(254)	(2,405)
Total other expense	(19,508)	(3,608)
Earnings before income taxes	297,584	347,639
Income taxes	105,940	133,493
Net earnings	191,644	214,146
Less: Net earnings attributable to noncontrolling interest	4,931	3,131
Net earnings attributable to W.W. Grainger, Inc.	$ 186,713	$ 211,015
Earnings per share:
Basic (in dollars per share)	$ 3	$ 3.11
Diluted (in dollars per share)	$ 2.98	$ 3.07
Weighted average number of shares outstanding:
Basic (in shares)	61,668,682	67,229,653
Diluted (in shares)	62,099,801	67,982,362
Cash dividends paid per share (in dollars per share)	$ 1.17	$ 1.08

CONDENSED CONSOLIDATED STATEME3

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS (UNAUDITED) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Statement of Comprehensive Income [Abstract]
Net earnings	$ 191,644	$ 214,146
Foreign currency translation adjustments:
Foreign currency translation adjustments, net of tax benefit of $0 and $0, respectively	51,490	(76,015)
Defined postretirement benefit plan:
Reclassification adjustments related to amortization, net of tax expense of $631 and $509, respectively	(1,009)	(813)
Derivative instrument change in fair value of cash flow hedge	304	482
Comprehensive earnings, net of tax	242,429	137,800
Less: Comprehensive earnings (losses) attributable to noncontrolling interest
Net earnings	4,931	3,131
Foreign currency translation adjustments	5,704	(294)
Comprehensive earnings attributable to W.W. Grainger, Inc.	$ 231,794	$ 134,963

CONDENSED CONSOLIDATED STATEME4

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS (UNAUDITED) (PARENTHETICALS) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Statement of Comprehensive Income [Abstract]
Foreign currency translation adjustments, tax benefit	$ 0	$ 0
Tax benefit (expense) from defined postretirement benefit plan reclassification adjustment	$ 631	$ 509

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
CURRENT ASSETS
Cash and cash equivalents	$ 279,906	$ 290,136
Accounts receivable (less allowances for doubtful accounts of $23,874 and $22,288, respectively)	1,304,560	1,209,641
Inventories – net	1,420,897	1,414,177
Prepaid expenses and other assets	102,435	85,670
Prepaid income taxes	31,163	49,018
Total current assets	3,138,961	3,048,642
PROPERTY, BUILDINGS AND EQUIPMENT	3,407,770	3,370,313
Less: Accumulated depreciation and amortization	1,965,579	1,939,072
Property, buildings and equipment – net	1,442,191	1,431,241
DEFERRED INCOME TAXES	66,251	83,996
GOODWILL	595,487	582,336
INTANGIBLES - NET	458,230	463,294
OTHER ASSETS	263,719	248,246
TOTAL ASSETS	5,964,839	5,857,755
CURRENT LIABILITIES
Short-term debt	569,367	353,072
Current maturities of long-term debt	135,834	247,346
Trade accounts payable	620,410	583,474
Accrued compensation and benefits	208,024	196,667
Accrued contributions to employees’ profit sharing plans	22,058	124,587
Accrued expenses	274,458	266,702
Income taxes payable	50,289	16,686
Total current liabilities	1,880,440	1,788,534
LONG-TERM DEBT (less current maturities)	1,387,124	1,388,414
DEFERRED INCOME TAXES AND TAX UNCERTAINTIES	158,238	154,352
EMPLOYMENT-RELATED AND OTHER NON-CURRENT LIABILITIES	174,837	173,741
SHAREHOLDERS' EQUITY
Cumulative Preferred Stock – $5 par value – 12,000,000 shares authorized; none issued nor outstanding	0	0
Common Stock – $0.50 par value – 300,000,000 shares authorized; 109,659,219 shares issued	54,830	54,830
Additional contributed capital	1,007,933	1,000,476
Retained earnings	6,916,043	6,802,130
Accumulated other comprehensive losses	(176,010)	(221,091)
Treasury stock, at cost – 48,337,040 and 47,630,511 shares, respectively	(5,535,497)	(5,369,711)
Total W.W. Grainger, Inc. shareholders’ equity	2,267,299	2,266,634
Noncontrolling interest	96,901	86,080
Total shareholders' equity	2,364,200	2,352,714
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$ 5,964,839	$ 5,857,755

CONDENSED CONSOLIDATED BALANCE6

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (PARENTHETICALS) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Statement of Financial Position [Abstract]
Allowance for doubtful accounts	$ 23,874	$ 22,288
Cumulative preferred stock, par value (in dollars per share)	$ 5	$ 5
Cumulative preferred stock, shares authorized	12,000,000	12,000,000
Cumulative preferred stock, shares issued	0	0
Cumulative preferred stock, shares outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.5	$ 0.5
Common stock, shares authorized	300,000,000	300,000,000
Common stock, shares issued	109,659,219	109,659,219
Treasury stock, shares at cost	48,337,040	47,630,511

CONDENSED CONSOLIDATED STATEME7

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings	$ 191,644	$ 214,146
Provision for losses on accounts receivable	3,454	2,558
Deferred income taxes and tax uncertainties	21,035	1,732
Depreciation and amortization	56,294	52,411
(Gains) from non-cash charges and sales of assets	(7,465)	0
Stock-based compensation	7,456	9,161
Losses from equity method investment	6,388	0
Change in operating assets and liabilities – net of business acquisitions:
Accounts receivable	(84,435)	(50,968)
Inventories	10,831	(2,808)
Prepaid expenses and other assets	4,370	34,433
Trade accounts payable	30,827	(7,326)
Other current liabilities	(111,458)	(160,239)
Current income taxes payable	32,757	62,893
Accrued employment-related benefits cost	323	2,296
Other – net	(8,290)	(2,080)
Net cash provided by operating activities	153,731	156,209
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to property, buildings and equipment	(51,797)	(99,489)
Proceeds from sales of assets	13,817	7,333
Equity method investment	(7,199)	0
Other – net	(206)	(48)
Net cash used in investing activities	(45,385)	(92,204)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net increase in commercial paper	214,645	190,000
Borrowings under lines of credit	12,028	14,380
Payments against lines of credit	(11,060)	(28,333)
Payments of long-term debt	(124,769)	(1,860)
Proceeds from stock options exercised	5,206	4,883
Excess tax benefits from stock-based compensation	17,287	4,319
Purchase of treasury stock	(172,047)	(149,992)
Cash dividends paid	(72,632)	(73,393)
Net cash used in financing activities	(131,342)	(39,996)
Exchange rate effect on cash and cash equivalents	12,766	(7,226)
NET CHANGE IN CASH AND CASH EQUIVALENTS	(10,230)	16,783
Cash and cash equivalents at beginning of year	290,136	226,644
Cash and cash equivalents at end of period	$ 279,906	$ 243,427

BACKGROUND AND BASIS OF PRESENT

BACKGROUND AND BASIS OF PRESENTATION	3 Months Ended
	Mar. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
BACKGROUND AND BASIS OF PRESENTATION	BACKGROUND AND BASIS OF PRESENTATION W.W. Grainger, Inc. is a broad-line distributor of maintenance, repair and operating supplies, and other related products and services used by businesses and institutions. W.W. Grainger, Inc.’s operations are primarily in the United States and Canada, with a presence in Europe, Asia and Latin America. In this report, the words “Company” or “Grainger” mean W.W. Grainger, Inc. and its subsidiaries. The Condensed Consolidated Financial Statements of the Company and the related notes are unaudited and should be read in conjunction with the consolidated financial statements and related notes for the year ended December 31, 2015 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (SEC). The Condensed Consolidated Balance Sheet as of December 31, 2015 has been derived from the audited consolidated financial statements at that date, but does not include all of the disclosures required by accounting principles generally accepted in the United States of America for complete financial statements. The unaudited financial information reflects all adjustments (primarily consisting of normal recurring adjustments) which, in the opinion of management, are necessary for a fair presentation of the statements contained herein.

NEW ACCOUNTING STANDARDS

NEW ACCOUNTING STANDARDS	3 Months Ended
	Mar. 31, 2016
Accounting Policies [Abstract]
NEW ACCOUNTING STANDARDS	NEW ACCOUNTING STANDARDS In July 2015, the Financial Accounting Standards Board (FASB) announced a one-year delay in the effective date of Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers. The standard will now be effective for interim and annual periods beginning after December 15, 2017. The standard also permits adoption as early as the original effective date, which was for interim and annual periods beginning after December 15, 2016. The Company is evaluating the impact of this ASU but does not expect it to have a material impact on the Company's consolidated financial statements. In July 2015, FASB issued ASU 2015-11, Simplifying the Measurement of Inventory, which simplifies the subsequent measurement of inventory by replacing the lower of cost or market test with a lower of cost or net realizable value (NRV) test. NRV is calculated as the estimated selling price less reasonably predictable costs of completion, disposal and transportation. This pronouncement is effective for fiscal years and for interim periods within those fiscal years beginning after December 15, 2016, and prospective adoption is required. The Company is evaluating the impact of this ASU. In January 2016, the FASB issued ASU 2016-01, Financial Instruments: Recognition and Measurement of Financial Assets and Financial Liabilities . This change to the financial instrument model primarily affects the accounting for equity investments, financial liabilities under the fair value options and the presentation and disclosure requirements for financial instruments. The effective date for the standard is for fiscal years and interim periods within those years beginning after December 15, 2017. Certain provisions for the new guidance can be adopted early. The Company is evaluating the impact of this ASU. In February 2016, the FASB issued ASU 2016-02, Leases. The purpose of the standard is to improve transparency and comparability related to the accounting and reporting of leasing arrangements. The guidance will require balance sheet recognition for assets and liabilities associated with rights and obligations created by leases with terms greater than twelve months. The effective date for the standard is for fiscal year and interim periods within those years beginning after December 15, 2018. Early adoption is permitted. The Company is evaluating the impact of this ASU. In March 2016, the FASB issued ASU 2016-07, Investments - Equity Method and Joint Ventures; Simplifying the Transition to the Equity Method of Accounting . This update eliminates the requirement to retroactively adjust the investment, results of operations and retained earnings when an investment qualifies for use of the equity method as a result of an increase in the level of ownership interest or degree of influence. The amendment requires that the investor add the cost of acquiring the additional interest to the current basis of the investor's previously held interest and adopt the equity method of accounting as of the date the investment becomes qualified for equity method accounting. The effective date for the standard is for fiscal years and interim periods within those years beginning after December 15, 2016. The amendment should be applied prospectively and early application is permitted. This ASU is not expected to have a material impact on the Company's consolidated financial statements. In March 2016, the FASB issued ASU 2016-08, Revenue from Contract with Customers: Principal versus Agent Considerations (Reporting Revenue Gross versus Net) . The amendment is meant to reduce the potential for diversity in practice arising from inconsistent application of the principal versus agent guidance as well as reduce the cost and complexity during the transition and on an ongoing basis. The effective date for the amendment to the standard is consistent with ASU 2014-09, Revenue from Contracts with Customers, which is interim and annual periods beginning after December 15, 2017. The Company is evaluating the impact of the ASU. In March 2016, the FASB issued ASU 2016-09, Stock Based Compensation: Improvements to Employee Share-Based Payment Accounting . The standard simplifies several aspects of the accounting for employee share-based payment transactions, including accounting for income taxes, forfeitures and statutory tax withholdings requirements, as well as classification in the statement of cash flows. The effective date for the standard is for fiscal years and interim periods with those years beginning after December 15, 2016. Early adoption is permitted. If early adoption is elected, all amendments in the ASU that apply must be adopted in the same period. The Company is evaluating the impact of this ASU.

DIVIDEND

DIVIDEND	3 Months Ended
	Mar. 31, 2016
Dividends [Abstract]
DIVIDEND	DIVIDEND On April 27, 2016 , the Company’s Board of Directors declared a quarterly dividend of $1.22 per share, payable June 1, 2016 , to shareholders of record on May 9, 2016 .

ACQUISITION

ACQUISITION	3 Months Ended
	Mar. 31, 2016
Business Combinations [Abstract]
ACQUISITION	ACQUISITION On September 1, 2015 , the Company acquired all of the issued share capital of Cromwell Group (Holdings) Limited (Cromwell). With sales of approximately £ 285 million ($ 437 million ) for fiscal year ending August 31, 2015, prior to the acquisition, Cromwell was the largest independent MRO distributor in the United Kingdom, serving more than 35,000 industrial and manufacturing customers worldwide. The Company paid £ 310 million ($ 464 million ), subject to customary adjustments, for the Cromwell acquisition. The acquisition was partially funded with newly issued debt in the United Kingdom. Goodwill and intangibles recorded totaled approximately $ 357 million . The goodwill is not deductible for tax purposes. The purchase price allocation has not been finalized and is subject to change as the Company obtains additional information during the measurement period related to the valuation of the acquired assets and liabilities. Disclosure of pro forma results was not required.

RESTRUCTURING RESERVES

RESTRUCTURING RESERVES	3 Months Ended
	Mar. 31, 2016
Restructuring and Related Activities [Abstract]
RESTRUCTURING RESERVES	RESTRUCTURING RESERVES The Company recorded one-time benefits with the majority expected to be paid in 2016 related to the reorganization of the business. Severance costs of approximately $16 million were recorded in the three months ended March 31, 2016 and are included in Warehousing, marketing and administrative expenses. The reserve balance as of March 31, 2016 and December 31, 2015 was approximately $37 million and $24 million , respectively, and is included in Accrued compensation and benefits.

SHORT-TERM AND LONG-TERM DEBT

SHORT-TERM AND LONG-TERM DEBT	3 Months Ended
	Mar. 31, 2016
Debt Disclosure [Abstract]
Debt Disclosure [Text Block]	SHORT-TERM AND LONG-TERM DEBT The following summarizes information concerning short-term debt (in thousands of dollars): March 31, 2016 December 31, 2015 Outstanding lines of credit $ 24,722 $ 23,072 Outstanding commercial paper 544,645 330,000 As of March 31, 2016 and December 31, 2015, there was $ 545 million and $330 million , respectively, of commercial paper outstanding. The increase in commercial paper from December 31, 2015 was used to fund the repayment of the Company's U.S. dollar term loan, the repurchase of treasury shares, as well as general working capital needs. Long-term debt consisted of the following (in thousands of dollars): March 31, 2016 December 31, 2015 Senior notes $ 1,000,000 $ 1,000,000 U.S. dollar term loan — 114,614 British pound denominated term loan 223,984 235,808 Euro denominated term loan 116,624 114,030 Yen denominated term loans 53,305 49,875 Canadian dollar revolving credit facility 115,349 108,389 Other 26,253 25,991 Debt issuance costs (12,557 ) (12,947 ) Less current maturities (135,834 ) (247,346 ) 1,387,124 $ 1,388,414 On June 11, 2015 , the Company issued $1 billion of unsecured 4.60% Senior Notes (Notes) that mature on June 15, 2045 . The Notes require no principal payments until the maturity date and interest is payable semi-annually on June 15 and December 15, beginning on December 15, 2015. Prior to December 15, 2044, the Company may redeem the Notes in whole at any time or in part from time to time at a “make-whole” redemption price. This redemption price is calculated by reference to the then-current yield on a US treasury security with a maturity comparable to the remaining term of the Notes plus 25 basis points, together with accrued and unpaid interest, if any, to the redemption date. On or after December 15, 2044, the Company may redeem the Notes in whole at any time or in part from time to time at 100% of their principal amount, together with accrued and unpaid interest, if any, to the redemption date. Costs of approximately $10 million associated with the issuance of the Notes, representing underwriting fees and other expenses, have been recorded as a contra-liability within Long-term debt and will be amortized to interest expense over the term of the Notes. The approximate fair value of the Company's Notes is $1 billion as of March 31, 2016 and December 31, 2015 and approximates the carrying amount. The estimated fair value of the Company’s Notes was based on available external pricing data and current market rates for similar debt instruments, among other factors, which are classified as level 2 inputs within the fair value hierarchy. The carrying value of other long-term debt approximates fair value due to the variable interest rates.

DERIVATIVE INSTRUMENTS

DERIVATIVE INSTRUMENTS	3 Months Ended
	Mar. 31, 2016
Derivative Instruments and Hedging Activities Disclosure [Abstract]
DERIVATIVE INSTRUMENTS	DERIVATIVE INSTRUMENTS The Company uses derivative instruments to manage a portion of exposures to fluctuations in interest rates and foreign currency exchange rates. The Company does not enter into derivative financial instruments for trading or speculative purposes. The fair values of these instruments are determined by using quoted market forward rates (level 2 inputs) and reflect the present value of the amount that the Company would pay for contracts involving the same notional amounts and maturity dates. These instruments qualify for hedge accounting and the changes in fair value are reported as a component of other comprehensive earnings (losses) net of tax effects. The fair value of the Company's interest rate swap was $1 million as of March 31, 2016 and December 31, 2015 and was included on the balance sheet as a liability under Accrued expenses. The purpose of the interest rate swap is to partially hedge the future interest expense of the euro-denominated term loan entered into to fund a portion of the Fabory acquisition in 2011. The swap matures in August 2016 . All remaining derivative instruments were immaterial individually and in the aggregate as of March 31, 2016 and December 31, 2015 .

EQUITY METHOD INVESTMENT

EQUITY METHOD INVESTMENT	3 Months Ended
	Mar. 31, 2016
Equity Method Investments and Joint Ventures [Abstract]
EQUITY METHOD INVESTMENT	EQUITY METHOD INVESTMENT In addition to the investment made in 2015, in January 2016, the Company invested in a second limited liability company established to produce refined coal, which is then sold to a utility to produce electricity. The production and sale of refined coal is eligible for renewable energy tax credits under Section 45 of the Internal Revenue Code. Under the terms of the investment, effective control lies with a co-investor who manages the day-to-day operations of the entity. The Company will fund its share of operating expenses of the entity through February 2019 and receive tax credits in proportion to its equity investment. The investment will be accounted for under the equity method of accounting. As of March 31, 2016 , the balance of the combined refined coal investments was $9 million and is included on the balance sheet under Other assets. During the three months ended March 31, 2016 , the Company recorded $6 million in equity losses and a total tax benefit of $10 million , including energy tax credits, as reflected in the Company’s effective tax rate. The investments contributed $4 million to net earnings for the three months ended March 31, 2016 .

EMPLOYEE BENEFITS - POSTRETIREM

EMPLOYEE BENEFITS - POSTRETIREMENT	3 Months Ended
	Mar. 31, 2016
Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract]
EMPLOYEE BENEFITS - POSTRETIREMENT	EMPLOYEE BENEFITS - POSTRETIREMENT The Company has a postretirement healthcare benefits plan that provides coverage for a majority of its United States employees hired prior to January 1, 2013, and their dependents should they elect to maintain such coverage upon retirement. Covered employees become eligible for participation when they qualify for retirement while working for the Company. Participation in the plan is voluntary and requires participants to make contributions toward the cost of the plan, as determined by the Company. The net periodic benefit costs charged to operating expenses, which are valued at the measurement date of January 1 and recognized evenly throughout the year, consisted of the following components (in thousands of dollars): Three Months Ended March 31, 2016 2015 Service cost $ 2,059 $ 2,532 Interest cost 2,464 2,412 Expected return on assets (2,528 ) (2,594 ) Amortization of unrecognized losses 32 378 Amortization of prior service credits (1,672 ) (1,700 ) Net periodic benefit costs $ 355 $ 1,028 The Company has established a Group Benefit Trust to fund the plan and process benefit payments. The funding of the trust is an estimated amount which is intended to allow the maximum deductible contribution under the Internal Revenue Code of 1986 (IRC), as amended. There are no minimum funding requirements and the Company intends to follow its practice of funding the maximum deductible contribution under the IRC. The Company did not make a contribution to the trust during the three months ended March 31, 2016 .

SEGMENT INFORMATION

SEGMENT INFORMATION	3 Months Ended
	Mar. 31, 2016
Segment Reporting [Abstract]
SEGMENT INFORMATION	SEGMENT INFORMATION The Company has two reportable segments: the United States and Canada. The United States operating segment reflects the results of the Company's U.S. business. The Canada operating segment reflects the results for Acklands – Grainger Inc. (Acklands-Grainger), the Company’s Canadian business. Other businesses include Zoro, the single channel business in the United States, and business units in Europe, Asia and Latin America. Other businesses do not meet the definition of a reportable segment. Operating segments generate revenue almost exclusively through the distribution of maintenance, repair and operating supplies, as service revenues account for less than 1% of total revenues for each operating segment. Following is a summary of segment results (in thousands of dollars): Three Months Ended March 31, 2016 United States Canada Other Businesses Total Total net sales $ 1,966,267 $ 178,771 $ 445,333 $ 2,590,371 Intersegment net sales (82,499 ) (36 ) (1,298 ) (83,833 ) Net sales to external customers $ 1,883,768 $ 178,735 $ 444,035 $ 2,506,538 Segment operating earnings $ 331,857 $ (12,347 ) $ 21,783 $ 341,293 Three Months Ended March 31, 2015 United States Canada Other Businesses Total Total net sales $ 1,971,455 $ 234,530 $ 297,800 $ 2,503,785 Intersegment net sales (63,191 ) (36 ) (897 ) (64,124 ) Net sales to external customers $ 1,908,264 $ 234,494 $ 296,903 $ 2,439,661 Segment operating earnings $ 366,089 $ 9,387 $ 9,526 $ 385,002 United States Canada Other Businesses Total Segment assets: March 31, 2016 $ 2,244,942 $ 335,980 $ 535,566 $ 3,116,488 December 31, 2015 $ 2,191,045 $ 317,504 $ 507,116 $ 3,015,665 Following are reconciliations of segment information with the consolidated totals per the financial statements (in thousands of dollars): Three Months Ended March 31, 2016 2015 Operating earnings: Total operating earnings for operating segments $ 341,293 $ 385,002 Unallocated expenses and eliminations (24,201 ) (33,755 ) Total consolidated operating earnings $ 317,092 $ 351,247 Mar 31, 2016 Dec 31, 2015 Assets: Total assets for operating segments $ 3,116,488 $ 3,015,665 Other current and non-current assets 2,718,224 2,624,966 Unallocated assets 130,127 217,124 Total consolidated assets $ 5,964,839 $ 5,857,755 Assets for operating segments include net accounts receivable and first-in, first-out inventory which are reported to the Company's Chief Operating Decision Maker. Other current and non-current assets include all other asset balances for the operating segments. Unallocated expenses and unallocated assets primarily relate to the Company headquarter's support services, which are not part of any business segment, as well as intercompany eliminations. Unallocated expenses include payroll and benefits, depreciation and other costs associated with headquarters-related support services. Unallocated assets include non-operating cash and cash equivalents, certain prepaid expenses and property, buildings and equipment-net. Intersegment net sales for the U.S. segment increased by $19 million for the three months of 2016 compared to the prior year, driven by increased sales from the U.S. business to Zoro. The U.S. business' supply chain network is Zoro's primary source of inventory.

EARNINGS PER SHARE

EARNINGS PER SHARE	3 Months Ended
	Mar. 31, 2016
Earnings Per Share [Abstract]
EARNINGS PER SHARE	EARNINGS PER SHARE The following table sets forth the computation of basic and diluted earnings per share under the two-class method (in thousands of dollars, except for share and per share amounts): Three Months Ended March 31, 2016 2015 Net earnings attributable to W.W. Grainger, Inc. as reported $ 186,713 $ 211,015 Distributed earnings available to participating securities (626 ) (768 ) Undistributed earnings available to participating securities (1,121 ) (1,461 ) Numerator for basic earnings per share – Undistributed and distributed earnings available to common shareholders 184,966 208,786 Undistributed earnings allocated to participating securities 1,121 1,461 Undistributed earnings reallocated to participating securities (1,114 ) (1,445 ) Numerator for diluted earnings per share – Undistributed and distributed earnings available to common shareholders $ 184,973 $ 208,802 Denominator for basic earnings per share – weighted average shares 61,668,682 67,229,653 Effect of dilutive securities 431,119 752,709 Denominator for diluted earnings per share – weighted average shares adjusted for dilutive securities 62,099,801 67,982,362 Earnings per share two-class method Basic $ 3.00 $ 3.11 Diluted $ 2.98 $ 3.07

CONTINGENCIES AND LEGAL MATTERS

CONTINGENCIES AND LEGAL MATTERS	3 Months Ended
	Mar. 31, 2016
Commitments and Contingencies Disclosure [Abstract]
CONTINGENCIES AND LEGAL MATTERS	CONTINGENCIES AND LEGAL MATTERS From time to time the Company is involved in various legal and administrative proceedings that are incidental to its business, including claims related to product liability, general negligence, contract disputes, environmental issues, wage and hour laws, intellectual property, employment practices, regulatory compliance or other matters and actions brought by employees, consumers, competitors, suppliers or governmental entities. As a government contractor selling to federal, state and local governmental entities, the Company is also subject to governmental or regulatory inquiries or audits or other proceedings, including those related to pricing compliance. It is not expected that the ultimate resolution of any of these matters will have, either individually or in the aggregate, a material adverse effect on the Company's consolidated financial position or results of operations. TCPA Matter On April 5, 2013, David Davies filed a putative class action lawsuit in the Circuit Court of Cook County, Illinois on behalf of all those who received faxes in connection with a 2009 marketing campaign. The complaint alleges, among other things, that the Company violated the Telephone Consumer Protection Act of 1991, as amended by the Junk Fax Prevention Act of 2005 (the “TCPA”), by sending fax advertisements that either were unsolicited and/or did not contain a valid opt-out notice. The TCPA provides for penalties of $500 to $1,500 for each non-compliant individual fax. On May 13, 2013, the Company removed the case to the Federal District Court for the Northern District of Illinois (the “District Court”). On June 27, 2014, the District Court granted the Company’s motion for a determination that the court should not certify a class, finding that Davies was not an adequate class representative. On October 2, 2014, the United States Court of Appeals for the Seventh Circuit denied Davies’ petition for immediate review of the June 27, 2014 ruling. Davies may seek to pursue an appeal of the June 27, 2014 ruling at the conclusion of the District Court proceedings. The Company subsequently moved to dismiss Davies’ individual claims based on the position that he had suffered no injury relating to his notice-related claims on account of the single fax he received, or otherwise. On April 4, 2016, the District Court issued an opinion denying the Company’s motion. The District Court set a status hearing for late May 2016. We believe we have strong legal and factual defenses and intend to continue defending the Company vigorously in the pending lawsuit. While the Company is unable to predict the outcome of this proceeding, the Company believes that the ultimate outcome of this matter will not have a material adverse effect on the Company’s consolidated financial position or results of operations.

NEW ACCOUNTING STANDARDS (Polic

NEW ACCOUNTING STANDARDS (Policies)	3 Months Ended
	Mar. 31, 2016
Accounting Policies [Abstract]
New Accounting Standards	In July 2015, the Financial Accounting Standards Board (FASB) announced a one-year delay in the effective date of Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers. The standard will now be effective for interim and annual periods beginning after December 15, 2017. The standard also permits adoption as early as the original effective date, which was for interim and annual periods beginning after December 15, 2016. The Company is evaluating the impact of this ASU but does not expect it to have a material impact on the Company's consolidated financial statements. In July 2015, FASB issued ASU 2015-11, Simplifying the Measurement of Inventory, which simplifies the subsequent measurement of inventory by replacing the lower of cost or market test with a lower of cost or net realizable value (NRV) test. NRV is calculated as the estimated selling price less reasonably predictable costs of completion, disposal and transportation. This pronouncement is effective for fiscal years and for interim periods within those fiscal years beginning after December 15, 2016, and prospective adoption is required. The Company is evaluating the impact of this ASU. In January 2016, the FASB issued ASU 2016-01, Financial Instruments: Recognition and Measurement of Financial Assets and Financial Liabilities . This change to the financial instrument model primarily affects the accounting for equity investments, financial liabilities under the fair value options and the presentation and disclosure requirements for financial instruments. The effective date for the standard is for fiscal years and interim periods within those years beginning after December 15, 2017. Certain provisions for the new guidance can be adopted early. The Company is evaluating the impact of this ASU. In February 2016, the FASB issued ASU 2016-02, Leases. The purpose of the standard is to improve transparency and comparability related to the accounting and reporting of leasing arrangements. The guidance will require balance sheet recognition for assets and liabilities associated with rights and obligations created by leases with terms greater than twelve months. The effective date for the standard is for fiscal year and interim periods within those years beginning after December 15, 2018. Early adoption is permitted. The Company is evaluating the impact of this ASU. In March 2016, the FASB issued ASU 2016-07, Investments - Equity Method and Joint Ventures; Simplifying the Transition to the Equity Method of Accounting . This update eliminates the requirement to retroactively adjust the investment, results of operations and retained earnings when an investment qualifies for use of the equity method as a result of an increase in the level of ownership interest or degree of influence. The amendment requires that the investor add the cost of acquiring the additional interest to the current basis of the investor's previously held interest and adopt the equity method of accounting as of the date the investment becomes qualified for equity method accounting. The effective date for the standard is for fiscal years and interim periods within those years beginning after December 15, 2016. The amendment should be applied prospectively and early application is permitted. This ASU is not expected to have a material impact on the Company's consolidated financial statements. In March 2016, the FASB issued ASU 2016-08, Revenue from Contract with Customers: Principal versus Agent Considerations (Reporting Revenue Gross versus Net) . The amendment is meant to reduce the potential for diversity in practice arising from inconsistent application of the principal versus agent guidance as well as reduce the cost and complexity during the transition and on an ongoing basis. The effective date for the amendment to the standard is consistent with ASU 2014-09, Revenue from Contracts with Customers, which is interim and annual periods beginning after December 15, 2017. The Company is evaluating the impact of the ASU. In March 2016, the FASB issued ASU 2016-09, Stock Based Compensation: Improvements to Employee Share-Based Payment Accounting . The standard simplifies several aspects of the accounting for employee share-based payment transactions, including accounting for income taxes, forfeitures and statutory tax withholdings requirements, as well as classification in the statement of cash flows. The effective date for the standard is for fiscal years and interim periods with those years beginning after December 15, 2016. Early adoption is permitted. If early adoption is elected, all amendments in the ASU that apply must be adopted in the same period. The Company is evaluating the impact of this ASU.

SHORT-TERM AND LONG-TERM DEBT (

SHORT-TERM AND LONG-TERM DEBT (Tables)	3 Months Ended
	Mar. 31, 2016
Debt Disclosure [Abstract]
Schedule of Short-Term Debt Instruments	The following summarizes information concerning short-term debt (in thousands of dollars): March 31, 2016 December 31, 2015 Outstanding lines of credit $ 24,722 $ 23,072 Outstanding commercial paper 544,645 330,000
Schedule of Long-Term Debt Instruments	Long-term debt consisted of the following (in thousands of dollars): March 31, 2016 December 31, 2015 Senior notes $ 1,000,000 $ 1,000,000 U.S. dollar term loan — 114,614 British pound denominated term loan 223,984 235,808 Euro denominated term loan 116,624 114,030 Yen denominated term loans 53,305 49,875 Canadian dollar revolving credit facility 115,349 108,389 Other 26,253 25,991 Debt issuance costs (12,557 ) (12,947 ) Less current maturities (135,834 ) (247,346 ) 1,387,124 $ 1,388,414

EMPLOYEE BENEFITS - POSTRETIR22

EMPLOYEE BENEFITS - POSTRETIREMENT (Tables)	3 Months Ended
	Mar. 31, 2016
Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract]
Schedule of Net Periodic Benefit Costs Charged to Operating Expenses	The net periodic benefit costs charged to operating expenses, which are valued at the measurement date of January 1 and recognized evenly throughout the year, consisted of the following components (in thousands of dollars): Three Months Ended March 31, 2016 2015 Service cost $ 2,059 $ 2,532 Interest cost 2,464 2,412 Expected return on assets (2,528 ) (2,594 ) Amortization of unrecognized losses 32 378 Amortization of prior service credits (1,672 ) (1,700 ) Net periodic benefit costs $ 355 $ 1,028

SEGMENT INFORMATION (Tables)

SEGMENT INFORMATION (Tables)	3 Months Ended
	Mar. 31, 2016
Segment Reporting [Abstract]
Summary of Segment Results	Following is a summary of segment results (in thousands of dollars): Three Months Ended March 31, 2016 United States Canada Other Businesses Total Total net sales $ 1,966,267 $ 178,771 $ 445,333 $ 2,590,371 Intersegment net sales (82,499 ) (36 ) (1,298 ) (83,833 ) Net sales to external customers $ 1,883,768 $ 178,735 $ 444,035 $ 2,506,538 Segment operating earnings $ 331,857 $ (12,347 ) $ 21,783 $ 341,293 Three Months Ended March 31, 2015 United States Canada Other Businesses Total Total net sales $ 1,971,455 $ 234,530 $ 297,800 $ 2,503,785 Intersegment net sales (63,191 ) (36 ) (897 ) (64,124 ) Net sales to external customers $ 1,908,264 $ 234,494 $ 296,903 $ 2,439,661 Segment operating earnings $ 366,089 $ 9,387 $ 9,526 $ 385,002 United States Canada Other Businesses Total Segment assets: March 31, 2016 $ 2,244,942 $ 335,980 $ 535,566 $ 3,116,488 December 31, 2015 $ 2,191,045 $ 317,504 $ 507,116 $ 3,015,665
Schedule of Reconciliation of Operating Earnings from Segment to Consolidated	Following are reconciliations of segment information with the consolidated totals per the financial statements (in thousands of dollars): Three Months Ended March 31, 2016 2015 Operating earnings: Total operating earnings for operating segments $ 341,293 $ 385,002 Unallocated expenses and eliminations (24,201 ) (33,755 ) Total consolidated operating earnings $ 317,092 $ 351,247
Schedule of Reconciliation of Assets from Segment to Consolidated	Mar 31, 2016 Dec 31, 2015 Assets: Total assets for operating segments $ 3,116,488 $ 3,015,665 Other current and non-current assets 2,718,224 2,624,966 Unallocated assets 130,127 217,124 Total consolidated assets $ 5,964,839 $ 5,857,755

EARNINGS PER SHARE (Tables)

EARNINGS PER SHARE (Tables)	3 Months Ended
	Mar. 31, 2016
Earnings Per Share [Abstract]
Schedule of Computation of Basic and Diluted Earnings per Share under Two-Class Method	The following table sets forth the computation of basic and diluted earnings per share under the two-class method (in thousands of dollars, except for share and per share amounts): Three Months Ended March 31, 2016 2015 Net earnings attributable to W.W. Grainger, Inc. as reported $ 186,713 $ 211,015 Distributed earnings available to participating securities (626 ) (768 ) Undistributed earnings available to participating securities (1,121 ) (1,461 ) Numerator for basic earnings per share – Undistributed and distributed earnings available to common shareholders 184,966 208,786 Undistributed earnings allocated to participating securities 1,121 1,461 Undistributed earnings reallocated to participating securities (1,114 ) (1,445 ) Numerator for diluted earnings per share – Undistributed and distributed earnings available to common shareholders $ 184,973 $ 208,802 Denominator for basic earnings per share – weighted average shares 61,668,682 67,229,653 Effect of dilutive securities 431,119 752,709 Denominator for diluted earnings per share – weighted average shares adjusted for dilutive securities 62,099,801 67,982,362 Earnings per share two-class method Basic $ 3.00 $ 3.11 Diluted $ 2.98 $ 3.07

DIVIDEND - Narrative (Details)

DIVIDEND - Narrative (Details)	Jan. 27, 2016$ / shares
Dividends [Abstract]
Dividend declared (in dollars per share)	$ 1.22
Dividend payable date paid	Jun. 1, 2016
Dividends payable record date	May 9, 2016

ACQUISITION - Narrative (Detail

ACQUISITION - Narrative (Details) £ in Millions, $ in Millions	Sep. 01, 2015GBP (£)	Sep. 01, 2015USD ($)	Aug. 31, 2015GBP (£)	Aug. 31, 2015USD ($)	Mar. 31, 2016USD ($)
Business Combinations [Abstract]
Date of acquisition	Sep. 1, 2015	Sep. 1, 2015
Sales reported by acquired entity for last fiscal year			£ 285	$ 437
Description of acquired entity	prior to the acquisition, Cromwell was the largest independent MRO distributor in the United Kingdom, serving more than 35,000 industrial and manufacturing customers worldwide.	prior to the acquisition, Cromwell was the largest independent MRO distributor in the United Kingdom, serving more than 35,000 industrial and manufacturing customers worldwide.
Acquisition price	£ 310	$ 464
Goodwill and intangibles recorded					$ 357

RESTRUCTURING RESERVES - Narrat

RESTRUCTURING RESERVES - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Dec. 31, 2015
Accrued compensation and benefits [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring reserve	$ 37	$ 24
Warehousing, marketing and administrative expense [Member]
Restructuring Cost and Reserve [Line Items]
Severance costs	$ 16

SHORT-TERM AND LONG-TERM DEBT -

SHORT-TERM AND LONG-TERM DEBT - Schedule of Short-Term Debt Instruments (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Short-term Debt [Line Items]
Outstanding short-term debt	$ 569,367	$ 353,072
Line of Credit [Member]
Short-term Debt [Line Items]
Outstanding short-term debt	24,722	23,072
Commercial Paper [Member]
Short-term Debt [Line Items]
Outstanding short-term debt	$ 544,645	$ 330,000

SHORT-TERM AND LONG-TERM DEBT29

SHORT-TERM AND LONG-TERM DEBT - Schedule of Long-Term Debt Instruments (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Debt Instrument [Line Items]
Other	$ 26,253	$ 25,991
Debt issuance costs	(12,557)	(12,947)
Less current maturities	(135,834)	(247,346)
Long-term debt, excluding current maturities	1,387,124	1,388,414
Senior notes [Member]
Debt Instrument [Line Items]
Long-term debt	1,000,000	1,000,000
U.S. dollar term loan [Member]
Debt Instrument [Line Items]
Long-term debt	0	114,614
British pound denominated term loan [Member]
Debt Instrument [Line Items]
Long-term debt	223,984	235,808
Euro denominated term loan [Member]
Debt Instrument [Line Items]
Long-term debt	116,624	114,030
Yen denominated term loans [Member]
Debt Instrument [Line Items]
Long-term debt	53,305	49,875
Canadian dollar revolving credit facility [Member]
Debt Instrument [Line Items]
Long-term debt	$ 115,349	$ 108,389

SHORT-TERM AND LONG-TERM DEBT30

SHORT-TERM AND LONG-TERM DEBT - Narrative (Details) - USD ($) $ in Thousands	Jun. 11, 2015	Mar. 31, 2016	Dec. 31, 2015
Commercial Paper [Member]
Debt Instrument [Line Items]
Commercial paper outstanding		$ 545,000	$ 330,000
Senior Notes [Member] | Unsecured Senior Notes, 4.60% [Member]
Debt Instrument [Line Items]
Debt issuance date	Jun. 11, 2015
Face amount of debt	$ 1,000,000
Stated interest rate	4.60%
Maturity date	Jun. 15, 2045
Debt redemption, description	Prior to December 15, 2044, the Company may redeem the Notes in whole at any time or in part from time to time at a “make-whole” redemption price. This redemption price is calculated by reference to the then-current yield on a US treasury security with a maturity comparable to the remaining term of the Notes plus 25 basis points, together with accrued and unpaid interest, if any, to the redemption date. On or after December 15, 2044, the Company may redeem the Notes in whole at any time or in part from time to time at 100% of their principal amount, together with accrued and unpaid interest, if any, to the redemption date.
Basis points	0.25%
Debt redemption percent	100.00%
Debt issuance cost	$ 10,000
Debt, fair value		$ 1,000,000	$ 1,000,000

DERIVATIVE INSTRUMENTS - Narrat

DERIVATIVE INSTRUMENTS - Narrative (Details) - Interest Rate Swap [Member] - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2011	Mar. 31, 2016	Dec. 31, 2015
Derivative [Line Items]
Derivative instruments, liabilities		$ 1	$ 1
Maturity date	Aug. 31, 2016

EQUITY METHOD INVESTMENT - Narr

EQUITY METHOD INVESTMENT - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Equity Method Investments and Joint Ventures [Abstract]
Investment balance	$ 9,000
Pre-tax loss from equity method investment	6,388	$ 0
Income tax benefit	10,000
After-tax income from equity method investment	$ 4,000

EMPLOYEE BENEFITS - POSTRETIR33

EMPLOYEE BENEFITS - POSTRETIREMENT - Schedule of Net Periodic Benefit Costs Charged to Operating Expenses (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract]
Service cost	$ 2,059	$ 2,532
Interest cost	2,464	2,412
Expected return on assets	(2,528)	(2,594)
Amortization of unrecognized losses	32	378
Amortization of prior service credits	(1,672)	(1,700)
Net periodic benefit costs	$ 355	$ 1,028

SEGMENT INFORMATION - Narrative

SEGMENT INFORMATION - Narrative (Details) $ in Millions	3 Months Ended
	Mar. 31, 2016USD ($)segment
Segment Reporting Information [Line Items]
Number of reportable segments | segment	2
Service revenues, percent of total revenues	1.00%
United States [Member]
Segment Reporting Information [Line Items]
Intersegment sales increase | $	$ 19

SEGMENT INFORMATION - Summary o

SEGMENT INFORMATION - Summary of Segment Results (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Summarized Information
Net sales to external customers	$ 2,506,538	$ 2,439,661
Total consolidated operating earnings	317,092	351,247
Total assets	5,964,839		$ 5,857,755
United States [Member]
Summarized Information
Net sales to external customers	1,883,768	1,908,264
Total assets	2,244,942		2,191,045
Canada [Member]
Summarized Information
Net sales to external customers	178,735	234,494
Total assets	335,980		317,504
Other Businesses [Member]
Summarized Information
Net sales to external customers	444,035	296,903
Total assets	535,566		507,116
Segment Balances Before Intersegment Eliminations and Consolidation Reconciling Items [Member]
Summarized Information
Net sales to external customers	2,590,371	2,503,785
Total consolidated operating earnings	341,293	385,002
Total assets	3,116,488		$ 3,015,665
Segment Balances Before Intersegment Eliminations and Consolidation Reconciling Items [Member] | United States [Member]
Summarized Information
Net sales to external customers	1,966,267	1,971,455
Total consolidated operating earnings	331,857	366,089
Segment Balances Before Intersegment Eliminations and Consolidation Reconciling Items [Member] | Canada [Member]
Summarized Information
Net sales to external customers	178,771	234,530
Total consolidated operating earnings	(12,347)	9,387
Segment Balances Before Intersegment Eliminations and Consolidation Reconciling Items [Member] | Other Businesses [Member]
Summarized Information
Net sales to external customers	445,333	297,800
Total consolidated operating earnings	21,783	9,526
Intersegment Eliminations [Member]
Summarized Information
Net sales to external customers	(83,833)	(64,124)
Intersegment Eliminations [Member] | United States [Member]
Summarized Information
Net sales to external customers	(82,499)	(63,191)
Intersegment Eliminations [Member] | Canada [Member]
Summarized Information
Net sales to external customers	(36)	(36)
Intersegment Eliminations [Member] | Other Businesses [Member]
Summarized Information
Net sales to external customers	$ (1,298)	$ (897)

SEGMENT INFORMATION - Schedule

SEGMENT INFORMATION - Schedule of Reconciliation of Operating Earnings from Segment to Consolidated (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Segment Reporting Information [Line Items]
Total consolidated operating earnings	$ 317,092	$ 351,247
Segment Balances Before Intersegment Eliminations and Consolidation Reconciling Items [Member]
Segment Reporting Information [Line Items]
Total consolidated operating earnings	341,293	385,002
Eliminations and Unallocated in Consolidation [Member]
Segment Reporting Information [Line Items]
Total consolidated operating earnings	$ (24,201)	$ (33,755)

SEGMENT INFORMATION - Schedul37

SEGMENT INFORMATION - Schedule of Reconciliation of Assets from Segment to Consolidated (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Segment Reporting Information [Line Items]
Total consolidated assets	$ 5,964,839	$ 5,857,755
Segment Balances Before Intersegment Eliminations and Consolidation Reconciling Items [Member]
Segment Reporting Information [Line Items]
Total consolidated assets	3,116,488	3,015,665
Segment Reconciling Items [Member]
Segment Reporting Information [Line Items]
Total consolidated assets	2,718,224	2,624,966
Eliminations and Unallocated in Consolidation [Member]
Segment Reporting Information [Line Items]
Total consolidated assets	$ 130,127	$ 217,124

EARNINGS PER SHARE - Schedule o

EARNINGS PER SHARE - Schedule of Computation of Basic and Diluted Earnings per Share under Two-Class Method (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Earnings Per Share [Abstract]
Net earnings attributable to W.W. Grainger, Inc. as reported	$ 186,713	$ 211,015
Distributed earnings available to participating securities	(626)	(768)
Undistributed earnings available to participating securities	(1,121)	(1,461)
Numerator for basic earnings per share – Undistributed and distributed earnings available to common shareholders	184,966	208,786
Undistributed earnings allocated to participating securities	1,121	1,461
Undistributed earnings reallocated to participating securities	(1,114)	(1,445)
Numerator for diluted earnings per share – Undistributed and distributed earnings available to common shareholders	$ 184,973	$ 208,802
Denominator for basic earnings per share - weighted average shares (in shares)	61,668,682	67,229,653
Effect of dilutive securities (in shares)	431,119	752,709
Denominator for diluted earnings per share - weighted average shares adjusted for dilutive securities (in shares)	62,099,801	67,982,362
Basic (in dollars per share)	$ 3	$ 3.11
Diluted (in dollars per share)	$ 2.98	$ 3.07