MANAGEMENT'S DISCUSSION AND ANALYSIS OF
          FINANCIAL CONDITION AND RESULTS OF OPERATIONS




FIRST QUARTER RESULTS

Overview

Consolidated net sales of $168.2 million for the first quarter
of 1995 increased 26% over the comparable 1994 period.  Net
earnings of $13.2 million were 3% higher than the first quarter
of 1994.  Net earnings per common share of $.27 increased 8%
from the $.25 reported last year.

Gross margin as a percentage of net sales decreased to 30.7%
from 32% in the first quarter of 1994 primarily as a result of
lower margins in the acquired specialty equipment businesses and
selling price decreases in the dyes business.  Consolidated
operating profit of $22.5 million increased 14% from the first
quarter of 1994 as the specialty process equipment and controls
segment increased 47% while the specialty chemicals segment
decreased 3%.

Specialty Chemicals

The Company's specialty chemicals segment reported sales of
$102.5 million representing an increase of 7% from 1994.  The
increase was attributable to higher unit volume (9%) plus
foreign currency translation (2%) less the impact of lower
selling prices (-4%).

Domestic dyes sales of $52.3 million were 4% higher than the
1994 first quarter primarily due to unit volume growth (11%)
offset by lower selling prices (-7%).  International dyes sales
of $24.5 million increased 10% versus the first quarter of 1994
primarily as a result of foreign currency translation with the
positive impact of unit growth (4%) offset by lower selling
prices (-4%).  Specialty ingredients sales of $25.7 million rose
12% primarily as a result of increased unit volume.  The
percentage of sales outside the United States was 25%, unchanged
from the comparable 1994 period.

Operating profit of $15.6 million for the first quarter of 1995
decreased 3% from 1994.  The decrease was attributable primarily
to the impact of lower pricing.  The percentage of operating
profit outside the United States declined to 17% from 19% in
1994. 




Specialty Process Equipment and Controls 

The Company's specialty process equipment and controls segment
reported sales of $65.7 million, which represents an increase of
73%  from the first quarter of 1994.  Approximately 55% was
attributable to acquisitions completed since the first quarter
of 1994 with the balance primarily from increased unit volume. 
Export sales accounted for 18% of total segment sales versus 17%
for the comparable period in 1994.  Operating profit for the
first quarter of 1995 increased 47% to $10 million. 
Approximately 29% was attributable to acquisitions completed
since the first quarter of 1994 with the balance primarily from
higher unit volume.  The order backlog for extruders and related
equipment at the end of the first quarter of 1995 amounted to
$78 million compared to $66 million at December 31, 1994.

Other

Selling, general and administrative expenses of $25.4 million
increased 28% versus the comparable period in 1994 primarily due
to acquisitions completed since the first quarter of 1994 and
the impact of inflation. Depreciation and amortization of $3.7
million increased 15% versus 1994 primarily as a result of a
higher fixed asset base including the acquisitions completed
since the first quarter of 1994.  Interest expense increased
$1.4 million to $1.6 million primarily as a result of increased
borrowings.  Other income of $228 thousand decreased by $316
thousand versus 1994 primarily due to lower royalty income.  The
effective tax rate of 37.6% increased versus the 36.3% in the
1994 period.


LIQUIDITY AND CAPITAL RESOURCES

The April 1, 1995 working capital balance of $117.4 million
decreased $4.2 million from $121.6 million at year-end 1994. 
The current ratio declined to 1.6 from 1.9 at the end of 1994
primarily as a result of increased short-term borrowings.  Days
sales in receivables decreased to 49 days from 54 days at year-
end 1994.  Inventory turnover averaged 2.8 for the first quarter
of 1995 compared to 3.0 at year-end 1994.

Cash flows from operating activities of $4.4 million decreased
$11.6 million from the first quarter of 1994 primarily
attributable to increased working capital requirements.  Cash
provided by operating activities and increased borrowings were
used to finance acquisitions, fund capital expenditures, pay
cash dividends and repurchase 222,800 shares of the Company's
common stock.  The Company's debt to total capital ratio
increased to 33% from 29% at year-end 1994.  Capital
expenditures are expected to approximate $20 million in 1995
primarily for expansion and improvement of operating facilities
in the United States and Europe.  The Company's long-term
liquidity needs including such items as capital expenditures and
dividends are expected to be financed from operations.


INTERNATIONAL OPERATIONS

The lower U.S. dollar exchange rate versus the Belgian Franc and
French Franc accounted primarily for the favorable adjustment of
$4.7 million in the accumulated translation adjustment account
since year-end 1994.  Changes in the balance of this account are
primarily a function of fluctuations in exchange rates and do
not necessarily reflect either enhancement or impairment of the
net asset values or the earnings potential of the Company's
foreign operations.

The Company operates manufacturing facilities in Europe which
serve primarily the European market.  Exchange rate disruptions
between the United States and European currencies, and among
European currencies, are not expected to have a material effect
on year-to-year comparisons of the Company's earnings.


RESEARCH AND DEVELOPMENT

The Company employs about 275 engineers, draftsmen, chemists,
and technicians responsible for developing new and improved
chemical products and process equipment systems for the
industries served by the Company.  Often, new products are
developed in response to specific customer needs.  The Company's 
process of developing and commercializing new products and
product improvements is ongoing and involves many products, no
one of which is large enough to significantly impact the
Company's results of operations from year-to-year.  Research and
development expenditures totalled $3.4 million for the first
quarter of 1995 compared to $2.6 million in the comparable 1994
period.


ENVIRONMENTAL MATTERS

The Company's manufacturing facilities are subject to various
federal, state and local requirements with respect to the
discharge of materials into the environment or otherwise
relating to the protection of the environment.  The Company has
been designated, along with others, as a potentially responsible
party under the Comprehensive Environmental Response,
Compensation and Liability Act of 1980, or comparable state
statutes, at two waste disposal sites; and two inactive
subsidiaries have been designated, along with others, as
potentially responsible parties at a total of four other sites.

While the cost of compliance with existing environmental
requirements is expected to increase, based on the facts
currently known to the Company, management expects that those
costs, including the cost to the Company of remedial actions,
will not be material to the results of the Company's operations
in any given year.