PART I. FINANCIAL INFORMATION GREIF BROS. CORPORATION AND SUBSIDIARY COMPANIES CONSOLIDATED STATEMENTS OF INCOME (Dollars in thousands, except per share amounts) For the three months ended January 31, 1997 1996 Net sales $152,370 $159,743 Other income: Interest and other 2,467 855 Gain on timber sales 1,539 1,891 156,376 162,489 Costs and expenses (including depreciation of $7,594 in 1997 and $6,523 in 1996): Cost of products sold 131,329 127,434 Selling, general and administrative 17,212 17,285 Interest 750 244 149,291 144,963 Income before income taxes 7,085 17,526 Taxes on income 2,600 6,700 Net income $ 4,485 $ 10,826 Net income per share (based on the average number of shares outstanding during the period): Based on the assumption that earnings were allocated to Class A and Class B Common Stock to the extent that dividends were actually paid for the year and the remainder were allocated as they would be received by shareholders in the event of liquidation, that is, equally to Class A and Class B shares, share and share alike: Class A Common Stock $0.14 $0.41 Class B Common Stock $0.25 $0.52 Due to the special characteristics of the Company's two classes of stock (see Note 1), earnings per share can be calculated upon the basis of varying assumptions, none of which, in the opinion of management, would be free from the claim that it fails fully and accurately to represent the true interest of the shareholders of each class of stock and in the retained earnings. <FN> See accompanying Notes to Consolidated Financial Statements. GREIF BROS. CORPORATION AND SUBSIDIARY COMPANIES CONSOLIDATED BALANCE SHEETS (Dollars in thousands) ASSETS January 31, October 31, 1997 1996 CURRENT ASSETS Cash and cash equivalents $ 22,048 $ 26,560 Canadian government securities 19,273 19,479 Trade accounts receivable--less allowance of $836 for doubtful items ($826 in 1996) 70,500 73,987 Inventories 50,148 49,290 Prepaid expenses and other 15,944 16,131 Total current assets 177,913 185,447 LONG TERM ASSETS Cash surrender value of life insurance 3,020 2,982 Goodwill--less amortization 12,198 4,617 Other long term assets 7,333 7,116 22,551 14,715 PROPERTIES, PLANTS AND EQUIPMENT--at cost Timber properties--less depletion 6,159 6,112 Land 10,950 10,771 Buildings 127,631 125,132 Machinery, equipment, etc. 389,846 385,834 Construction in progress 44,471 33,450 Less accumulated depreciation (256,147) (249,123) 322,910 312,176 $523,374 $512,338 LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Accounts payable $ 25,085 $ 31,609 Current portion of long term obligations 16,357 2,455 Accrued payrolls and employee benefits 6,434 8,989 Accrued taxes--general 1,346 1,949 Taxes on income 5,244 5,678 Total current liabilities 54,466 50,680 LONG TERM OBLIGATIONS 32,153 22,748 OTHER LONG TERM LIABILITIES 14,505 15,406 DEFERRED INCOME TAXES 24,194 22,872 Total long term liabilities 70,852 61,026 SHAREHOLDERS' EQUITY (Note 1) Capital stock, without par value 9,034 9,034 Class A Common Stock: Authorized 32,000,000 shares; issued 21,140,960 shares; outstanding 10,873,172 shares Class B Common Stock: Authorized and issued 17,280,000 shares; outstanding 12,001,793 shares Treasury Stock, at cost (41,867) (41,867) Class A Common Stock: 10,267,788 shares Class B Common Stock: 5,278,207 shares Retained earnings 434,347 436,672 Cumulative translation adjustment (3,458) (3,207) 398,056 400,632 $523,374 $512,338 <FN> See accompanying Notes to Consolidated Financial Statements. GREIF BROS. CORPORATION AND SUBSIDIARY COMPANIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Dollars in thousands) For the three months ended January 31, 1997 1996 Cash flows from operating activities: Net income $ 4,485 $10,826 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion and amortization 7,986 6,523 Deferred income taxes 1,325 1,612 Increase (decrease) in cash from changes in certain assets and liabilities, net of effects from acquisitions: Trade accounts receivable 5,233 8,075 Inventories (576) 5,820 Prepaid expenses and other 253 413 Other long term assets (255) 221 Accounts payable (6,621) (13,926) Accrued payrolls and employee benefits (2,659) (973) Accrued taxes - general (611) (503) Taxes on income (451) 3,673 Other long term liabilities (901) 368 Net cash provided by operating activities 7,208 22,129 Cash flows from investing activities: Acquisitions of companies, net of cash acquired 134 -0- Disposals (purchases) of investments in government securities 206 724 Purchases of properties, plants and equipment (15,354) (12,375) Net cash used by investing activities (15,014) (11,651) Cash flows from financing activities: Proceeds (payments) on long term debt 10,307 (71) Dividends paid (6,810) (6,810) Net cash used by financing activities 3,497 (6,881) Foreign currency translation adjustment (203) (788) Net (decrease) increase in cash and cash equivalents (4,512) 2,809 Cash and cash equivalents at beginning of period 26,560 31,612 Cash and cash equivalents at end of period $22,048 $34,421 <FN> See accompanying Notes to Consolidated Financial Statements.