PART I. FINANCIAL INFORMATION GREIF BROS. CORPORATION AND SUBSIDIARY COMPANIES CONSOLIDATED STATEMENTS OF INCOME (Dollars in thousands, except per share amounts) Three Months Nine Months Ended July 31, Ended July 31, 1997 1996 1997 1996 Net sales $167,062 $155,994 $471,961 $474,949 Other income: Interest and other 1,698 1,535 8,814 3,563 Gain on timber sales 3,781 3,084 7,378 6,081 172,541 160,613 488,153 484,593 Costs and expenses: Cost of products sold 144,869 128,865 411,119 389,460 Selling, general and administrative 19,275 16,116 54,299 50,882 Interest 1,063 196 2,736 710 165,207 145,177 468,154 441,052 Income before income taxes 7,334 15,436 19,999 43,541 Taxes on income 2,652 5,800 7,252 16,500 Net income $ 4,682 $ 9,636 $ 12,747 $ 27,041 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 $ .18 $ .40 $ .44 $1.08 Class B Common Stock $ .24 $ .44 $ .67 $1.27 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 the Consolidated Financial Statements. GREIF BROS. CORPORATION AND SUBSIDIARY COMPANIES CONSOLIDATED BALANCE SHEETS (Dollars in thousands) ASSETS July 31, October 31, 1997 1996 CURRENT ASSETS Cash and cash equivalents $ 15,378 $ 26,560 Canadian government securities 8,255 19,479 Trade accounts receivable--less allowance of $882 for doubtful items ($826 in 1996) 74,632 73,987 Inventories 54,635 49,290 Prepaid expenses and other 23,112 16,131 Total current assets 176,012 185,447 LONG TERM ASSETS Cash surrender value of life insurance 3,163 2,982 Goodwill -- less amortization 15,513 4,617 Other long term assets 12,426 7,116 31,102 14,715 PROPERTIES, PLANTS AND EQUIPMENT--at cost Timber properties--less depletion 6,204 6,112 Land 11,675 10,771 Buildings 131,473 125,132 Machinery, equipment, etc. 401,683 385,834 Construction in progress 58,007 33,450 Less accumulated depreciation (264,287) (249,123) 344,755 312,176 $551,869 $512,338 LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Accounts payable $ 32,516 $ 31,609 Current portion of long term obligations 27,790 2,455 Accrued payrolls and employee benefits 6,935 8,989 Accrued taxes--general 1,433 1,949 Taxes on income 3,659 5,678 Total current liabilities 72,333 50,680 LONG-TERM OBLIGATIONS 38,504 22,748 OTHER LONG-TERM LIABILITIES 15,681 15,406 DEFERRED INCOME TAXES 26,768 22,872 Total long-term liabilities 80,953 61,026 SHAREHOLDERS' EQUITY (Note 1) Capital stock, without par value 9,192 9,034 Class A Common Stock: Authorized 32,000,000 shares; issued 21,140,960 shares; outstanding 10,878,672 shares (10,873,172 in 1996) Class B Common Stock: Authorized and issued 17,280,000 shares; outstanding 12,001,793 shares Treasury Stock, at cost (41,891) (41,867) Class A Common Stock: 10,262,288 shares (10,267,788 in 1996) Class B Common Stock: 5,278,207 shares Retained earnings 435,679 436,672 Cumulative translation adjustment (4,397) (3,207) 398,583 400,632 $551,869 $512,338 <FN> See accompanying Notes to the Consolidated Financial Statements. GREIF BROS. CORPORATION AND SUBSIDIARY COMPANIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Dollars in thousands) For the nine months ended July 31, 1997 1996 Cash flows from operating activities: Net income $12,747 $27,041 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion and amortization 23,771 19,360 Deferred income taxes 3,907 4,786 Increase (decrease) in cash from changes in certain assets and liabilities, net of effects from acquisitions: Trade accounts receivable 6,181 14,081 Inventories (83) 17,700 Prepaid expenses and other (6,667) 2,207 Other long-term assets (4,786) 373 Accounts payable (3,065) (12,504) Accrued payrolls and employee benefits (2,437) (2,786) Accrued taxes - general (535) (238) Taxes on income (2,055) 4,267 Other long-term liabilities (1,929) 457 Net cash provided by operating activities 25,049 74,744 Cash flows from investing activities: Acquisitions of companies, net of cash acquired (7,514) (479) Net sales of investments in government securities 11,224 135 Purchase of properties, plants and equipment (34,464) (49,027) Net cash used by investing activities (30,754) (49,371) Cash flows from financing activities: Net proceeds (payments) on long-term debt 9,091 (2,548) Acquisition of treasury stock (24) -- Exercise of stock options 158 -- Dividends paid (13,740) (11,430) Net cash used by financing activities (4,515) (13,978) Foreign currency translation adjustment (962) (815) Net (decrease) increase in cash and cash equivalents (11,182) 10,580 Cash and cash equivalents at beginning of period 26,560 31,612 Cash and cash equivalents at end of period $15,378 $42,192 <FN> See accompanying Notes to the Consolidated Financial Statements.