UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1994 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________ to ___________ COMMISSION FILE NUMBER 1-1059 CROWN CENTRAL PETROLEUM CORPORATION (Exact name of registrant as specified in its charter) Maryland 52-0550682 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) One North Charles Street, Baltimore, Maryland 21201 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 410-539-7400 Not Applicable (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days. YES X NO The number of shares outstanding at July 31, 1994 of the Registrant's $5 par value Class A and Class B Common Stock was 4,817,392 shares and 4,984,806 shares, respectively. -1- Crown Central Petroleum Corporation and Subsidiaries Table of Contents -PAGE- PART I - FINANCIAL INFORMATION Item 1 - Financial Statements (Unaudited) Consolidated Condensed Balance Sheets June 30, 1994 and December 31, 1993 3-4 Consolidated Condensed Statements of Operations Three and six months ended June 30, 1994 and 1993 5 Consolidated Condensed Statements of Cash Flows Six months ended June 30, 1994 and 1993 6 Notes to Unaudited Consolidated Condensed Financial Statements 7-8 Item 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations 9-12 PART II - OTHER INFORMATION Item 1 - Legal Proceedings 12 Item 6 - Exhibits and Reports on Form 8-K 12 Exhibit 20 - Interim Report to Stockholders for the three and six months ended June 30, 1994 SIGNATURE 12 -2- PART I - FINANCIAL INFORMATION Item 1 - Financial Statements CONSOLIDATED CONDENSED BALANCE SHEETS Crown Central Petroleum Corporation and Subsidiaries (Thousands of dollars) June 30 December 31 Assets 1994 1993 ----------- ----------- (Unaudited) Current Assets Cash and cash equivalents $ 43,354 $ 52,021 Accounts receivable - net 99,474 91,413 Recoverable income taxes 4,102 Inventories 127,161 86,811 Other current assets 3,702 762 -------- -------- Total Current Assets 277,793 231,007 Investments and Deferred Charges 35,299 42,908 Property, Plant and Equipment 683,208 676,405 Less allowance for depreciation 303,323 294,142 -------- -------- Net Property, Plant and Equipment 379,885 382,263 -------- -------- $692,977 $656,178 ======== ======== <FN> See notes to unaudited consolidated condensed financial statements. -3- CONSOLIDATED CONDENSED BALANCE SHEETS Crown Central Petroleum Corporation and Subsidiaries (Thousands of dollars) June 30 December 31 Liabilities and Stockholders' Equity 1994 1993 ----------- ------------ (Unaudited) Current Liabilities Accounts payable: Crude oil and refined products $133,029 $104,166 Other 17,812 20,500 Accrued liabilities 68,536 50,145 Income taxes payable 3,264 Current portion of long-term debt 10,017 1,094 ------- ------- Total Current Liabilities 229,394 179,169 Long-Term Debt 57,272 65,579 Deferred Income Taxes 77,548 81,217 Other Deferred Liabilities 31,715 31,860 Common Stockholders' Equity Common stock, Class A - par value $5 per share: Authorized 7,500,000 shares; issued and outstanding shares--4,817,392 in 1994 and 1993 24,087 24,087 Common stock, Class B - par value $5 per share: Authorized 7,500,000 shares: issued and outstanding shares--4,978,906 in 1994 and 5,015,206 in 1993 24,895 25,076 Additional paid-in capital 91,020 91,870 Retained earnings 158,694 157,320 Unearned restricted stock (1,648) -------- -------- Total Common Stockholders' Equity 297,048 298,353 -------- -------- $692,977 $656,178 ======== ======== <FN> See notes to unaudited consolidated condensed financial statements. -4- CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS Crown Central Petroleum Corporation and Subsidiaries (Thousands of dollars, except per share amounts) (Unaudited) Three Months Ended Six Months Ended June 30 June 30 1994 1993 1994 1993 -------- -------- -------- -------- Revenues: Sales and operating revenues (including excise taxes of $104,563, $73,397, $198,119 and $138,286) $453,423 $447,777 $847,009 $861,079 -------- -------- -------- -------- Operating Costs and Expenses: Costs and operating expenses 434,144 413,978 777,559 800,657 Selling and administrative expenses 19,125 23,445 41,185 46,030 Depreciation and amortization 10,438 10,471 21,069 20,770 Sales of property, plant and equipment (22) (248) (345) (277) -------- -------- -------- -------- 463,685 447,646 839,468 867,180 -------- -------- -------- -------- Operating (Loss) Income (10,262) 131 7,541 (6,101) Interest and other income 476 166 869 219 Interest expense (1,946) (1,936) (3,857) (3,620) -------- -------- -------- -------- (Loss) Income Before Income Taxes (11,732) (1,639) 4,553 (9,502) Income Tax (Benefit) Expense (4,446) 627 3,179 (1,516) -------- -------- -------- -------- Net (Loss) Income $ (7,286) $ (2,266) $ 1,374 $ (7,986) ======== ======== ======== ======== Net (Loss) Income Per Share $ (.74) $ (.23) $ .14 $ (.81) ======== ======== ======== ======== <FN> See notes to unaudited consolidated condensed financial statements. -5- CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS Crown Central Petroleum Corporation and Subsidiaries (Thousands of dollars) (Unaudited) Six Months Ended June 30 1994 1993 -------- -------- Net Cash Flows From Operating Activities Net cash from operations before changes in working capital $ 18,558 $ 13,147 Net changes in working capital (14,151) (20,267) -------- -------- Net Cash Provided by (Used in) Operating Activities 4,407 (7,120) -------- -------- Cash Flows From Investment Activities Capital expenditures (13,989) (17,201) Proceeds from sale of property, plant and equipment 3,289 1,856 Deferred turnaround maintenance and other 284 (3,445) -------- -------- Net Cash (Used in) Investment Activities (10,416) (18,790) -------- -------- Cash Flows From Financing Activities Net cash flows from long-term debt (76) (122) Net proceeds from purchase money lien 693 Proceeds from interest rate swap terminations 2,403 Net cash flows from long-term notes receivable (541) (53) Purchases of common stock (2,734) -------- -------- Net Cash (Used in) Provided by Financing Activities (2,658) 2,228 -------- -------- Net (Decrease) in Cash and Cash Equivalents $(8,667) $(23,682) ======== ======== <FN> See notes to unaudited consolidated condensed financial statements. -6- NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS Crown Central Petroleum Corporation and Subsidiaries June 30, 1994 Note A - Basis of Presentation The accompanying unaudited consolidated condensed financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of Management, all adjustments considered necessary for a fair and comparable presentation have been included. Operating results for the three and six months ended June 30, 1994 are not necessarily indicative of the results that may be expected for the year ending December 31, 1994. The enclosed financial statements should be read in conjunction with the consolidated financial statements and footnotes thereto included in the Company's annual report on Form 10-K for the year ended December 31, 1993. Cash and Cash Equivalents - Cash in excess of daily requirements is invested in marketable securities with maturities of three months or less. Such investments are deemed to be cash equivalents for purposes of the statements of cash flows. Inventories - The Company's crude oil, refined products, and convenience store merchandise and gasoline inventories are valued at the lower of cost (last-in, first-out) or market with the exception of crude oil inventory held for resale which is valued at the lower of cost (first-in, first-out) or market. Materials and supplies inventories are valued at cost. Incomplete exchanges of crude oil and refined products due the Company or owing to other companies are reflected in the inventory accounts. At June 30, 1994, approximately 1.5 million barrels of crude oil and refined products, or approximately $30.9 million of inventory, were held in excess of anticipated year-end quantities and were valued at the lower of cost (first-in, first-out) or market. An actual valuation of inventory under the LIFO method can be made only at the end of each year based on the inventory levels and costs at that time. Accordingly, interim LIFO projections must be based on Management's estimates of expected year-end inventory levels and values. Income Taxes - The Company accounts for income taxes in accordance with Statement of Financial Accounting Standards No. 109 "Accounting for Income Taxes." The income tax provision for the three and six months ended June 30, 1994 has been computed based upon the Company's estimated effective tax rate for the year, after recognizing permanent tax differences, to which the federal statutory rate of 35%, state income taxes of approximately 4% and state franchise taxes have been applied. Certain state franchise taxes are calculated based on the Company's net assets and not as a percentage of income. Statements of Cash Flows - Net changes in working capital items presented in the Consolidated Condensed Statements of Cash Flows reflects changes in all current assets and current liabilities with the exception of cash and cash equivalents and the current portion of long- term debt. Reclassifications - Deferred gains from interest rate swap terminations for the six months ended June 30, 1993 have been reclassified on the Consolidated Condensed Statements of Cash Flows as a cash inflow from financing activities consistent with the presentation in the Consolidated Statements of Cash Flows in the Annual Report on Form 10-K for the fiscal year ended December 31, 1993. These deferred gains had previously been reported as a cash inflow from operations in the Company's Form 10-Q for the period ended June 30, 1993. This reclassification had no effect on the net decrease in cash and cash equivalents for the six months ended June 30, 1993. -7- Note B - Inventories Inventories consist of the following: June 30 December 31 1994 1993 ---------- ----------- (thousands of dollars) Crude oil $ 63,175 $ 38,989 Refined products 87,315 60,519 -------- -------- Total inventories at FIFO (approximates current cost) 150,490 99,508 LIFO allowance (36,374) (25,828) -------- -------- Total crude oil and refined products 114,116 73,680 -------- -------- Merchandise inventory at FIFO (approximates current cost) 7,570 7,200 LIFO allowance (2,387) (2,387) -------- -------- Total merchandise 5,183 4,813 -------- -------- Materials and supplies inventory at FIFO 7,862 8,318 -------- -------- Total Inventory $127,161 $ 86,811 ======== ======== Note C - Long-term Debt and Credit Arrangements As of June 30, 1994, the Company has entered into interest rate swap agreements with maturities ranging from 1996 to 1998, to effectively convert $47,500,000 of its unsecured 10.42% Senior Notes (Notes) to variable interest rates. During 1993, the Company terminated certain other interest rate swap agreements associated with its 10.42% Notes resulting in deferred gains of $1.6 million at June 30 1994, which will be recognized as a reduction of interest expense over the remaining swap periods which range from 1996 to 1997. As a result of its interest rate swap program, the Company's overall effective interest rate on the Notes for the six months ended June 30, 1994 was reduced from 10.5% to 8.7% per annum. Note D - Long-Term Incentive Plan At the Annual Meeting held April 24, 1994, stockholders approved the 1994 Long-Term Incentive Plan (Plan). Under the Plan, the Company may distribute to selected employees restricted shares of the Company's Class B Common Stock and options to purchase Class B Common Stock. Up to 1.1 million shares of Class B Common Stock may be distributed under the Plan over a five year period. During the second quarter of 1994, the Company acquired 135,000 shares of Class B Common Stock at a cost of $2,734,000 which could be required for use in connection with the awards of stock and options under the Plan during the first year. The balance sheet caption "Unearned restricted stock" is charged for the market value of restricted shares issued, and is shown as a reduction of stockholders' equity. Note E - Calculation of Net Income (Loss) Per Common Share Net (loss) income per common share for the three and six months ended June 30, 1994 is based upon the number of common shares outstanding of 9,796,298. Net (loss) per common share for the three and six months ended June 30, 1993 is based upon the number of common shares outstanding of 9,832,598. Note F - Commitments and Contingencies There have been no material changes in the status of contingencies as discussed in Note G of Notes to Consolidated Financial Statements in the Annual Report on Form 10-K for the fiscal year ended December 31, 1993. -8- Item 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations The Company's Sales and operating revenues increased $5.6 million or 1.3% in the second quarter of 1994 and decreased $14.1 million or 1.6% for the six months ended June 30, 1994 from the comparable periods in 1993. The Company's Sales and operating revenues include all Federal and State Excise Taxes. These taxes totalled $104.6 million and $73.4 million for the three months ended June 30, 1994 and 1993, respectively; and $198.1 million and $138.3 million for the six months ended June 30, 1994 and 1993, respectively. The second quarter increase was primarily attributable to the increase in excise taxes and a 6.8% increase in petroleum product sales volumes. These increases were partially offset by a 12.8% decrease in the average sales price per gallon of petroleum products. The year to date decrease was a result primarily of a 13.6% decrease in the average sales price per gallon of petroleum products which was partially offset by the increase in excise taxes and a 3.8% increase in petroleum products sales volumes. Costs and operating expenses increased $20.2 million or 4.9% in the second quarter of 1994 compared to the second quarter in 1993. The increase was due to the increase in excise taxes and petroleum product sales volumes as previously mentioned. These increases were partially offset by a 13% decrease in the average cost per barrel consumed of crude oil and feedstocks. Costs and operating expenses decreased $23.1 million or 2.9% for the six months ended June 30, 1994 compared to the same period in 1993. This decrease was due to a 19.2% decrease in the average cost per barrel consumed of crude oil and feedstocks which was partially offset by increases in excise taxes and sales volume increases as previously discussed. The results of operations were affected by the Company's use of the LIFO method to value inventory which decreased the Company's gross margin $.47 per barrel ($6.5 million) for the three months ended June 30, 1994, while increasing the gross margin $.17 per barrel ($2.4 million) for the three months ended June 30, 1993. The use of the LIFO method decreased the Company's gross margin $.38 per barrel ($10.5 million) and $.05 per barrel ($1.5 million) for the six months ended June 30, 1994 and 1993, respectively. Total refinery throughput averaged 151,000 barrels per day (bpd) for the second quarter of 1994 compared to 155,000 bpd for the second quarter of 1993. Total refinery throughput averaged 155,000 bpd for the six months ended June 30, 1994 compared to 153,000 bpd for the same period in 1993. Yields of gasoline and distillates were 89,000 bpd (58.7%) and 49,000 bpd (32.5%), respectively, in the second quarter of 1994 and 89,000 bpd (57.4%) and 50,000 bpd (32.2%), respectively, for the second quarter of 1993. Yields of gasoline and distillates were 89,000 bpd (57.3%) and 52,000 bpd (33.3%), respectively, for year to date 1994 and 86,000 bpd (56.1%) and 49,000 bpd (32.1%), respectively, for the year to date 1993. A majority of the Company's total crude oil and related raw material purchases are transacted on the spot market. The Company continues to selectively enter into forward hedging contracts to minimize price fluctuations for a portion of its crude oil and refined products. Selling and administrative expenses decreased $4.3 million or 18.4% for the three months ended June 30, 1994 and $4.8 million or 10.5% year to date 1994 as compared to the same periods in 1993. The decreases are principally due to decreased costs associated with the sale or closing throughout 1993 of retail marketing outlets which were either not profitable or did not fit with the Company's strategic direction, and reductions related to the Company's administrative functions. As of June 30, 1994, the Company operated 250 retail gasoline facilities and 106 convenience stores compared to 256 retail gasoline facilities and 159 convenience stores at June 30, 1993. In the three and six months ended June 30, 1994, operating costs and expenses included $1 million and $1.9 million, respectively, related to environmental matters and retail outlet closings. This compares to $2 million and $3.6 million for the same periods of 1993. -9- Liquidity and Capital Resources Net cash provided by operating activities (including changes in working capital) totaled $4.4 million for the six months ended June 30, 1994 compared to cash used in operating activities of $7.1 million for the six months ended June 30, 1993. The 1994 inflows consist of $18.6 million in cash provided by operations which were partially offset by cash outflows of $14.2 million related to working capital requirements resulting from increases in the value and volume of crude oil and finished product inventories, receivables and prepaid operating expenses. These working capital outflows were partially offset by increases in inventory payables and in accrued excise tax liabilities. In 1993, outflows consisted of $20.3 million related to working capital requirements resulting from increases in the value and volume of crude oil and finished product inventories and a decrease in inventory payables. These working capital outflows were partially offset by decreases in accounts receivable and increases in accrued excise tax liabilities. Net cash outflows from investment activities were $10.4 million for the six months ended June 30, 1994 compared to a net outflow of $18.8 million for the same 1993 period. The 1994 activity relates primarily to $14 million of capital expenditures (which includes $8.2 million for refinery operations and $4.2 million related to the marketing area). These cash outflows were partially offset by proceeds from the sale of property, plant and equipment of $3.3 million. The 1993 amount consists principally of capital expenditures of $17.2 million ( $8.4 million relating to marketing and $7.9 million relating to the refineries) and $2.6 million in Tyler Refinery deferred turnaround charges. Net cash used in financing activities was $2.7 million for the six months ended June 30, 1994 compared to cash provided by financing activities of $2.2 million for the six months ended June 30, 1993. The 1994 cash outflows relate primarily to the acquisition of 135,000 shares of Class B Common Stock for use in connection with the awards of stock and options under the 1994 Long-Term Incentive Plan, as disclosed in Note D of Notes to Unaudited Consolidated Condensed Financial Statements. The 1993 inflows are the result of proceeds from the termination of interest rate swap contracts. Cash and cash equivalents at June 30, 1994 were $11.5 million higher than at June 30, 1993. This increase resulted from cash provided by operating activities of $40.4 million for the twelve month period ended June 30, 1994, and net proceeds received from the purchase money lien of $6.2 million. These cash inflows were partially offset by cash used in investment activities of $31.7 million for the period July 1, 1993 to June 30, 1994, which includes capital expenditures of $37.6 million and deferred turnaround costs of $1.7 million net of $6.9 million of proceeds received from the sale of property plant and equipment. Additionally, cash used in financing activities includes the acquisition of shares of Class B Common Stock as previously discussed. The ratio of current assets to current liabilities was 1.21:1 at June 30, 1994 and 1993, compared to 1.29:1 at December 31, 1993. If FIFO values had been used for all inventories, assuming an incremental effective income tax rate of 38.5%, the ratio of current assets to current liabilities would have been 1.30:1 at June 30, 1994, 1.35:1 at June 30, 1993 and 1.36:1 at December 31, 1993. Like other petroleum refiners and marketers, the Company's operations are subject to extensive and rapidly changing federal and state environmental regulations governing air emissions, waste water discharges, and solid and hazardous waste management activities. The Company's policy is to accrue environmental and clean-up related costs of a non-capital nature when it is both probable that a liability has been incurred and that the amount can be reasonably estimated. While it is often extremely difficult to reasonably quantify future environmental related expenditures, the Company anticipates that a substantial capital investment will be required over the next several years to comply with existing regulations. The Company had recorded a liability of approximately $16.5 million as of June 30, 1994 to cover the estimated costs of compliance with environmental regulations which are not anticipated to be of a capital nature. -10- Environmental liabilities are subject to considerable uncertainties which affect the Company's ability to estimate its ultimate cost of remediation efforts. These uncertainties include the exact nature and extent of the contamination at each site, the extent of required cleanup efforts, varying costs of alternative remediation strategies, changes in environmental remediation requirements, the number and financial strength of other potentially responsible parties at multi- party sites, and the identification of new environmental sites. As a result, charges to income for environmental liabilities could have a material effect on results of operations in a particular quarter or year as assessments and remediation efforts proceed or as new claims arise. However, management is not aware of any matters which would be expected to have a material adverse effect on the Company's consolidated financial position, cash flow or liquidity. During the years 1994 - 1996, the Company estimates environmental expenditures at the Houston and Tyler refineries, of at least $4.9 million and $16.8 million, respectively. Of these expenditures, it is anticipated that $3.5 million for Houston and $15.8 million for Tyler will be of a capital nature, while $1.4 million and $1 million, respectively, will be related to previously accrued non-capital remediation efforts. At the Company's marketing facilities, environmental related expenditures (capital and non-capital) of at least $10.5 million are planned for 1994 and 1995, which includes $5.1 million previously accrued relating to site testings and inspections, site clean-up, and monitoring wells. As a result of a strong balance sheet and overall favorable credit relationships, the Company has been able to maintain open lines of credit with its major suppliers. Under the Revolving Credit Agreement (Credit Agreement), effective as of May 10, 1993, the Company had outstanding as of July 31, 1994, irrevocable standby letters of credit in the principal amount of $18.8 million for purposes in the ordinary course of business. During the second quarter of 1994, the Company obtained an additional uncommitted line of credit with a major financial institution, for up to $20 million in standby letters of credit, primarily for the purchase of crude oil. This facility has not been used as of July 31, 1994. The $60 million outstanding under the Company's unsecured 10.42% Senior Notes dated as of January 3,1991, as amended (Notes) requires seven annual repayments of $8.6 million beginning in January 1995. The Company has various options available to either repay or refinance this debt including short-term borrowings, long-term borrowings, lease financing and structures such as the Purchase Money Lien. As discussed in Note C of Notes to Unaudited Consolidated Condensed Financial Statements, the Company has entered into interest rate swap agreements to effectively convert $47,500,000 of its Notes to variable interest rates with maturities ranging from 1996 to 1998. According to the terms of these swap agreements, interest rates are reset on various predetermined dates which range from August 1994 to March 1998. Due to recent increases in market interest rates, it is possible the Company's effective interest rate will increase from current levels. The Notes and Credit Agreement limit the payment of cash dividends on common stocks and require the maintenance of various covenants including, but not limited to, minimum working capital, a maximum fixed charge coverage ratio, and minimum consolidated tangible net worth of $285 million, all as defined. At June 30, 1994, the Company was in compliance with all covenants and provisions of the Notes and Credit Agreement. Meeting the covenants imposed by the Notes and Credit Agreement is dependent, among other things, upon the level of future earnings and the rate of capital spending. The Company's management is involved in a continual process of evaluating growth opportunities in its core business as well as its capital resource alternatives. Total capital expenditures and deferred turnaround costs in 1994 are projected to approximate the 1993 expenditures of $44.9 million. The capital expenditures relate primarily to planned enhancements at the Company's refineries, retail unit improvements and company-wide environmental requirements. Management anticipates funding these 1994 expenditures principally through funds from operations, existing available cash and has alternative financing options as previously discussed. -11- The Company places its temporary cash investments in high credit quality financial instruments which are in accordance with the covenants of the Company's financing agreements. These securities mature within ninety days, and, therefore, bear minimal risk. The Company has not experienced any losses on its investments. The Company faces intense competition in all of the business areas in which it operates. Many of the Company's competitors are substantially larger and Crown's sales volumes generally represent a small portion of the overall products sold in the Company's marketing areas. Therefore, the Company's earnings are affected by the marketing and pricing policies of its competitors, as well as changes in raw material costs. Merchandise sales and operating revenues from the Company's convenience stores are seasonal in nature, generally producing higher sales and net income in the summer months than at other times of the year. Gasoline sales, both at the Crown multi-pumps and convenience stores, are also somewhat seasonal in nature and, therefore, related revenues may vary during the year. The seasonality does not, however, negatively impact the Company's overall ability to sell its refined products. The Company maintains business interruption insurance to protect itself against losses resulting from shutdowns to refinery operations from fire, explosions and certain other insured casualties. Business interruption coverage begins for such losses at the greater of $5 million or shutdowns for periods in excess of 25 days. PART II - OTHER INFORMATION Item 1 - Legal Proceedings The solid waste violations that were alleged as a result of Texas Water Commission inspections in 1991, 1992 and 1993 at the Company's Pasadena Refinery have been settled. There have been no other material changes in the status of legal proceedings as reported in Item 3 of the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1993. The Company is involved in various matters of litigation, the ultimate determination of which, in the opinion of management, is not expected to have a material adverse effect on the Company's financial position. Item 6 - Exhibits and Reports on Form 8-K (a) Exhibit: 20 - Interim Report to Stockholders for the three and six months ended June 30, 1994 (b) Reports on Form 8-K: There were no reports on Form 8-K filed with the Securities and Exchange Commission during the three months ended June 30, 1994. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report on Form 10-Q for the quarter ended June 30, 1994 to be signed on its behalf by the undersigned thereunto duly authorized. CROWN CENTRAL PETROLEUM CORPORATION John E. Wheeler, Jr. John E. Wheeler, Jr., Senior Vice President - Treasurer and Controller, Chief Accounting Officer and Duly Authorized Officer Date: August 9, 1994 -12-