FORM 10-K
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
X Annual Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 [Fee Required]
For the Fiscal Year Ended March 31, 1995
Transition Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 [No Fee Required]
For the Transition Period From To
Commission File Number 1-5502
ZURN INDUSTRIES, INC.
State of Address and IRS Employer
Incorporation Telephone Number Identification Number
Pennsylvania One Zurn Place 25-1040754
Erie, Pennsylvania 16505
814-452-2111
Securities Registered Pursuant to Section 12(b) of the Act
Title of Each Class Exchange on Which Registered
Common Stock, $.50 Par Value New York Stock Exchange
Pacific Stock Exchange
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
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this Form 10-K. [X]
The aggregate market value of the voting stock held by nonaffiliates of the
registrant was $249,898,000 based on the closing sale price per share for the
12,340,648 shares of Common Stock, $.50 par value, outstanding on June 1, 1995
and excluding the value of 2,400 shares of preferred stock which have no
quoted market value.
Documents Incorporated by Reference
Portions of Annual Report to Shareholders for the year ended March 31, 1995
incorporated by reference in Parts I and II
Portions of Proxy Statement dated June 27, 1995 incorporated by reference in
Part III
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PART I
ITEM 1 - BUSINESS
General Development Of Business
Zurn Industries, Inc., a corporation founded in 1900 and incorporated in 1932
together with its subsidiaries (the "Company") designs, constructs,
manufactures, markets, and operates in four industry segments: Power Systems;
Water Control; Lynx Golf; Mechanical Power Transmission.
Following a decision made in March 1994, the steam generating manufacturing
facilities of the Power Systems segment were closed on August 31, 1994 because
of uncompetitive costs while marketing, design, and administrative activities
continue with subcontracting of production to third parties.
Financial Information About Industry Segments
"Industry Segment Data" on page 17 of the Annual Report to Shareholders for
the year ended March 31, 1995 is incorporated herein by reference.
Narrative Description Of Business
"Notes to Consolidated Financial Statements - Zurn Industries, Inc." on page
20 of the Annual Report to Shareholders for the year ended March 31, 1995,
excluding the last sentence of the first paragraph and the second and fourth
sentences of the second paragraph, is incorporated herein by reference.
Product Class Sales
Year Ended March 31
Segment And Products 1995 1994 1993
(Thousands)
Power Systems
Power plants and steam generating systems $146,844 $450,674 $336,593
Other products 14,537 11,375 14,460
Water Control
Plumbing products 121,133 99,496 88,051
Water resource and treatment systems 58,808 85,921 60,416
Other products 52,921 61,048 83,926
Power Systems - Design, engineering, construction, and operation of small- to
medium-sized alternate energy and combined-cycle power plants; factory-
assembled and field-constructed steam generating systems, waste heat energy
recovery systems, economizers, superheaters, spreader stokers, burners,
pulverizers, and other auxiliary components; solid, liquid, and gaseous waste
incineration systems; acid gas removal systems, mechanical dust collectors,
wet scrubbers, fabric filters, heavy-duty dampers, and fans.
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Water Control - Plumbing products, including roof, floor, and trench drains,
primers, traps, backwater valves, hair, grease, oil, and solids interceptors
and recovery systems, cleanouts, off-the-floor fixture supports, service
basins, water hammer arrestors, hydrants, floor sinks, ferrous castings, flush
valves, shower heads, faucets, and hand dryers for commercial, industrial, and
institutional applications; residential, commercial, and industrial pressure
reducing and regulating valves, temperature/pressure relief valves, swing-away
ball valves, reduced pressure backflow preventers, pressure vacuum breakers,
check valves, double check valves, water gravity flow systems; construction of
water resource and treatment systems and general construction services for
civil, structural, and mechanical piping fields; automatic interior fire
protection sprinkler systems; engineered concrete products including precast
prestressed concrete bridge components, box beam girders, pilings, panels,
support systems, underground wastewater pipe, and modular jail cells.
Lynx Golf - Golf clubs and accessories.
Mechanical Power Transmission - Clutches, heavy-duty overrunning clutches,
clutch couplings, torque and overload release clutches, backstops, and
Ringspann freewheel clutches; flexible gear and diaphragm couplings, flexible
spindle couplings, universal joints, and precision steel forgings.
Segment Status
No new segment or product is being planned or developed which will require the
investment of a material amount of the Company's assets, or which otherwise is
material.
Sources And Availability Of Raw Materials
The Company's businesses use ferrous and non-ferrous metals, concrete
products, plastics, and stainless steel castings purchased from various
domestic and foreign suppliers. The sources of supply are adequate and the
Company is not substantially dependent upon any one supplier.
Patents And Licenses
The Company owns numerous patents relating to the design and manufacture of
its products and systems. From time to time the Company grants licenses to
others under certain of its patents and obtains licenses under the patents of
others. While the Company considers that, in the aggregate, its patents and
licenses are important in the operation of its businesses, it believes that
the successful manufacture and sale of its products generally depends more
upon its technological know-how and manufacturing and construction skills.
Seasonal Business
The demand for Lynx Golf products is highest in the Company's first and fourth
quarters. None of the other industry segments is considered to have
significant seasonal business.
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Working Capital Requirements
Power plant construction by the Power Systems segment requires significant
liquidity to support the performance of contracts involving payment retainage,
or letters of credit in lieu thereof, the payment of certain amounts from
projects' future cash flows, and loans to and equity investments in projects.
Certain products of the Water Control segment are considered standard items
and significant amounts of inventory are required to meet rapid delivery
requirements of customers. The Lynx Golf segment requires significant amounts
of inventory to meet customer demands. There are no special or unusual
working capital requirements for the Company's other businesses.
Customer Dependence
None of the industry segments has a customer the loss of which would have a
material adverse effect on the segment.
Customer Identity
There are no customers the loss of which would have a material adverse effect
on the Company.
Backlog
The backlog of unshipped orders was as follows:
March 31
1995 1994
(Thousands)
Power Systems $ 65,000 $159,000
Water Control 122,000 69,000
Lynx Golf 23,000 5,000
Mechanical Power Transmission 11,000 11,000
$221,000 $244,000
Approximately 4% of the Power Systems and the Mechanical Power Transmission
backlogs are expected to be completed in fiscal years ending after March 31,
1996. The $90 million backlog at March 31, 1995 of a 50% owned joint venture
of the Power Systems segment is not included in the table.
Government Contracts
No material portion of the business of any industry segment is subject to
renegotiation of profits or termination of contracts or subcontracts at the
election of the Government.
Competitive Conditions
The Company's major markets are electric power generation, industrial,
commercial, municipal, and consumer. The Company competes with a number and
variety of diverse manufacturers, both large and small. Because of the
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multiplicity and diversity of such markets, it is impracticable to ascertain a
proper competitive rating index for any of the Company's segments.
In general, all the Company's products and systems are sold for the most part
in world-wide markets characterized by substantial price, service, and product
quality competition.
Research And Development
Research and development expenditures were not material in any of the last
three years.
Impact Of Environmental Laws And Regulations
Federal, state, and local regulations enacted to regulate the discharge of
materials into the environment will have no material effect on the Company's
capital expenditures, earnings, or competitive position.
Number Of Employees
The Company has approximately 2,430 employees.
Foreign And Domestic Operations And Export Sales
The Company's foreign operations represented less than 10% of consolidated
sales, operating income, and assets in each of the last three years. Export
sales were: 1995-$17,653,000; 1994-$20,073,000; 1993-$29,309,000.
ITEM 2 - PROPERTIES
The Company principally operates in various locations throughout the United
States in facilities considered to be in good condition, well maintained, and
adequate for its purposes. The approximate square feet of floor space
utilized in the United States is as follows:
Owned Leased
Power Systems 94,000 71,000
Water Control 564,000 238,800
Lynx Golf 61,000 124,000
Mechanical Power Transmission 332,600 5,000
Corporate Headquarters and Others 233,300
1,284,900 438,800
ITEM 3 - LEGAL PROCEEDINGS
On September 24, 1993, the Superior Court of Imperial County California
entered a judgment in the amount of $25.7 million against the Company and its
subsidiary, National Energy Production Corporation (NEPCO), in connection with
a cross complaint filed in February 1991 by Imperial Resource Recovery
Associates, L.P., a California Limited Partnership, which alleged that NEPCO
had failed to construct an electric generating facility in accordance with
contract terms. The Court also assessed prejudgment interest of $6.1 million
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and attorney fees of $8.4 million. An appeal from the entire judgment was
taken on September 24, 1993 by the Company and NEPCO and is pending in the
California Court of Appeal, Fourth Appellate District.
The Company received an Administrative Order, effective April 30, 1992, issued
by the United States Environmental Protection Agency (EPA) pursuant to Section
106(a) of the Comprehensive Environmental Response, Compensation and Liability
Act of 1980 directing the Company and thirty-five others to implement response
activities at the Millcreek Dumpsite in Erie County, Pennsylvania in
accordance with a remedial plan. The Company is informed that EPA has secured
estimates of the cost of the remedial work which approximate $12 million. The
Company and seventeen of the other respondents have notified EPA of their
intention to undertake the remedial action.
On October 19, 1993, the Commonwealth of Pennsylvania Department of
Environmental Resources (Department) filed a complaint in the United States
District Court for the Western District of Pennsylvania against the Company
and twenty-six others seeking to recover past and future specified and
unspecified costs exceeding $2.2 million arising out of the Department's
involvement at the Millcreek Dumpsite in Erie County, Pennsylvania.
In January 1994, the State of California filed a complaint in the Municipal
Court of the Los Angeles Judicial District against the Company's subsidiary,
Zurn Constructors, Inc., two of its employees, and another company and
individual alleging felony and misdemeanor violations of the State's Health
and Safety, Water, and Penal codes in connection with the discharge of a
pollutant from the other company's property into a Coyote Creek tributary.
The maximum fines for the alleged charges sought in the complaint against Zurn
Constructors total $.6 million.
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matters were submitted to a vote of security holders during the fourth
quarter of the fiscal year covered by this report.
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EXECUTIVE OFFICERS OF THE REGISTRANT
Name Age Positions Period Served
Robert R. Womack 57 Chairman 1995
Director and Chief
Executive Officer Since 1994
Independent Consultant 1993 - 1994
Vice Chairman and Chief Executive
Officer - Imo Industries, Inc.
(controls, pumps, and engineered
power products) 1990 - 1993
William A. Freeman 52 Director and President Since 1991
Senior Vice President-Finance
and Administration 1986 - 1991
Donald F. Fessler 64 Executive Vice President Since 1985
Donald L. Butynski 51 Group Vice President 1995
President - National Energy
Production Corporation
(a subsidiary of the Company) Since 1986
James A. Zurn 53 Senior Vice President Since 1981
John E. Rutzler III 54 Vice President-Controller Since 1989
Dennis Haines 42 General Counsel and Secretary Since 1993
Associate General Counsel 1989 - 1993
PART II
ITEM 5 - MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
Market Information
The principal markets on which the Company's Common Stock is traded are the
New York Stock Exchange and the Pacific Stock Exchange.
"Unaudited Quarterly Financial Data - Common Stock Market Price" on page 13 of
the Annual Report to Shareholders for the year ended March 31, 1995 is
incorporated herein by reference.
Holders
At March 31, 1995, there were 5,323 holders of record of the Company's Common
Stock.
Dividends
"Unaudited Quarterly Financial Data - Common Stock Cash Dividends Declared" on
page 13 and the first two sentences of the last paragraph of "Financial
Review" on page 15 of the Annual Report to Shareholders for the year ended
March 31, 1995 are incorporated herein by reference.
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ITEM 6 - SELECTED FINANCIAL DATA
"Five Year Consolidated Financial Summary - Operating Data," "Five Year
Consolidated Financial Summary - Financial Position at Year End - Total Assets
and Debt and Capital Leases," and the footnote thereto on page 13 of the
Annual Report to Shareholders for the year ended March 31, 1995 are
incorporated herein by reference.
ITEM 7 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
"Financial Review" on pages 14 and 15 of the Annual Report to Shareholders for
the year ended March 31, 1995 is incorporated herein by reference.
ITEM 8 - FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The consolidated financial statements and notes to consolidated financial
statements on pages 16 through 23 of the Annual Report to Shareholders for the
year ended March 31, 1995 are incorporated herein by reference.
"Unaudited Quarterly Financial Data" on page 13 of the Annual Report to
Shareholders for the year ended March 31, 1995 is incorporated herein by
reference.
INDEPENDENT AUDITORS' REPORT
Board of Directors and Shareholders
Zurn Industries, Inc.
Erie, Pennsylvania
We have audited the consolidated financial statements and the financial
statement schedule of Zurn Industries, Inc. and subsidiaries listed in Item
14. These financial statements and schedule are the responsibility of the
Company's management. Our responsibility is to express an opinion on these
financial statements and schedule based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements listed in Item 14 present fairly,
in all material respects, the consolidated financial position of Zurn
Industries, Inc. and subsidiaries at March 31, 1995 and 1994, and the
consolidated results of their operations and their cash flows for each of the
three years in the period ended March 31, 1995, in conformity with generally
accepted accounting principles. Also, in our opinion, the related financial
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statement schedule, when considered in relation to the basic financial
statements taken as a whole, presents fairly in all material respects the
information set forth therein.
/s/ Ernst & Young LLP
Erie, Pennsylvania
May 18, 1995
ITEM 9 - CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
AND FINANCIAL DISCLOSURE
There has been no change in independent auditors within twenty-four months
prior to the date of the most recent financial statements.
PART III
ITEM 10 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
"Nominees for Election as Directors" and "Directors Whose Terms of Office
Continue Until 1996" on page 2 and "Directors Whose Terms of Office Continue
Until 1997" on page 3 of the Proxy Statement dated June 27, 1995 are
incorporated herein by reference.
Information with respect to executive officers is presented in Part I.
Based solely upon a review of Forms 3, 4, and 5, and amendments thereto,
furnished to the Company with respect to its most recent fiscal year, and
written representations that no Form 5 was required, no person who, at any
time during the fiscal year, was a director, officer, or beneficial owner of
more than 10% of any class of equity securities of the Company failed to file
on a timely basis reports required by Section 16(a) of the Securities Exchange
Act of 1934 during the most recent fiscal year or prior fiscal years.
ITEM 11 - EXECUTIVE COMPENSATION
"Summary Compensation Table" on page 6, "Stock Option Grants" and "Stock
Option Exercises and Fiscal Year End Option Values" on page 7, "Pension Plans"
on pages 8 and 9, "Directors' Compensation" on page 9, "Management Development
And Compensation Committee Report" on pages 9, 10, and 11, and "Performance
Graph" on page 11 of the Proxy Statement dated June 27, 1995 are incorporated
herein by reference.
ITEM 12 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
"Security Ownership of Common Stock" on page 5 of the Proxy Statement dated
June 27, 1995 is incorporated herein by reference.
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ITEM 13 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
There were no relationships or related transactions required to be reported
during the fiscal year covered by this report.
PART IV
ITEM 14 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
Financial Statements
The following consolidated financial statements included in the Annual Report
to Shareholders for the year ended March 31, 1995 are incorporated herein by
reference:
Consolidated Financial Position - March 31, 1995 and 1994
Consolidated Operations - Years Ended March 31, 1995, 1994, and 1993
Industry Segment Data - Years ended March 31, 1995, 1994, and 1993
Consolidated Cash Flows - Years ended March 31, 1995, 1994, and 1993
Consolidated Shareholders' Equity - Years ended March 31, 1995, 1994,
and 1993
Notes to Consolidated Financial Statements
Financial Statement Schedules
The following consolidated financial statement schedule is included in this
Item:
Schedule II - Valuation and Qualifying Accounts
All other schedules for which provision is made in the applicable accounting
regulation of the Securities and Exchange Commission are not required under
the related instructions or are inapplicable and, therefore, have been
omitted.
Exhibits
The exhibits listed in the Exhibit Index to this report are incorporated
herein by reference. Management contracts and compensatory plan arrangements
are preceded by an asterisk ("*") in the Exhibit Index.
Reports on Form 8-K
No reports were filed during the last quarter of the period covered by this
report.
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SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
(Thousands)
Col. A Col. B Col. C Col. D Col. E
Additions
Balance at (1) (2) Balance
Beginning of Charged to Costs Charged to Other Deductions- at End
Description Period and Expenses Accounts-Describe Describe of Period
Year Ended March 31, 1995
Allowance for doubtful accounts $ 6,203 $ 1,062 $152 -A $3,179 -B $ 4,238
Reserves:
Plant closings $ 7,729 $ 283 -A
5,131 -C
689 -D $ 1,626
Warranties 4,382 $ 113 944 -E 3,551
$12,111 $ 113 $7,047 $ 5,177
Year Ended March 31, 1994
Allowance for doubtful accounts $13,915 $(5,933) $ 1,779 -B $ 6,203
Reserves:
Plant closings $ 4,052 $ 6,927 $1,625 -C
1,625 -D $ 7,729
Warranties 4,157 1,089 864 -E 4,382
$ 8,209 $ 8,016 $4,114 $12,111
Year Ended March 31, 1993
Allowance for doubtful accounts $14,007 $ 1,797 $ 105 -A
1,784 -B
$1,889 $13,915
Reserves:
Plant closings $ 4,965 $171 -A $ 323 -C
761 -D $ 4,052
Warranties 3,684 $ 1,784 50 -A 1,361 -E 4,157
$ 8,649 $ 1,784 $221 $2,445 $ 8,209
<F1>
A-Account transfers.
<F2>
B-Uncollectible accounts written off, net of recoveries.
<F3>
C-Costs incurred.
<F4>
D-Credit to costs and expenses.
<F5>
E-Warranty claims allowed. -11-
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
ZURN INDUSTRIES, INC.
(Registrant)
June 5, 1995
/s/ Robert R. Womack
Robert R. Womack
Chairman
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the date indicated.
/s/ Robert R. Womack Director, Chairman, and June 5, 1995
Robert R. Womack Chief Executive Officer
/s/ W.A. Freeman Director and President June 5, 1995
William A. Freeman
/s/ John E. Rutzler III Vice President-Controller June 5, 1995
John E. Rutzler III
/s/ Zoe Baird Director June 5, 1995
Zoe Baird
/s/ William E. Butler Director June 5, 1995
William E. Butler
/s/ E.J. Campbell Director June 5, 1995
Edward J. Campbell
/s/ Alton S. Cartwright Director June 5, 1995
Alton S. Cartwright
/s/ David W. Wallace Director June 5, 1995
David W. Wallace
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EXHIBIT INDEX
3 Articles Of Incorporation And By-laws
Restated Articles of Incorporation with Amendments through Incorporated
August 7, 1987 filed as Exhibit 19A to Form 10-Q for the by reference
quarter ended September 30, 1987
By-laws as of April 1990 filed as Exhibit 3 to Form 10-K Incorporated
for the year ended March 31, 1990 by reference
4 Instruments Defining The Rights Of Security Holders,
Including Indentures
Description of Common Stock contained in the prospectus Incorporated
dated July 26, 1972 beginning on page 18 ("Description of by reference
Capital Stock") forming a part of Amendment No. 3 to the
Form S-1 Registration Statement No. 2-44631
Description of Common Stock as set forth in the Restated Incorporated
Articles of Incorporation with Amendments through by reference
August 7, 1987 filed as Exhibit 19A to Form 10-Q for the
quarter ended September 30, 1987
Description of Preferred Share Purchase Rights contained Incorporated
in the Form 8-A/A Registration Statement Amendment No. 1 by reference
dated June 27, 1995
10 Material Contracts
* 1986 Stock Option Plan filed as Exhibit 28A to Form S-8 Incorporated
Post-Effective Amendment No. 1 Registration Statement No. by reference
33-19103
* 1989 Directors Stock Option Plan filed as Exhibit 28 to Incorporated
Form S-8 Registration Statement No. 33-30383 by reference
* 1991 Stock Option Plan filed as Exhibit 28 to Form S-8 Incorporated
Registration Statement No. 33-49224 by reference
* Supplemental Executive Retirement Plan of Zurn Incorporated
Industries, Inc. filed as Exhibit 10.1 to Form 10-Q for by reference
the quarter ended December 31, 1994
* 1982 Retirement Plan for Outside Directors of Zurn Incorporated
Industries, Inc. filed as Exhibit 19A to Form 10-Q for by reference
the quarter ended June 30, 1989
* 1986 Retirement Plan for Outside Directors of Zurn Incorporated
Industries, Inc. filed as Exhibit 19B to Form 10-Q for by reference
the quarter ended June 30, 1989
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* Agreements Relating to Employment dated June 5, 1989 with Incorporated
D.F. Fessler, W.A. Freeman, and J.A. Zurn filed as Exhibit by reference
10H to Form 10-Q for the quarter ended June 30, 1989;
dated October 17, 1994 with R.R. Womack filed as Exhibit
10.2 to Form 10-Q for the quarter ended December 31, 1994
* Zurn Industries, Inc. Deferred Compensation Plan for Non- Incorporated
Employee Directors filed as Exhibit 19E to Form 10-Q for by reference
the quarter ended June 30, 1989
* Zurn Industries, Inc. Deferred Compensation Plan for Incorporated
Salaried Employees filed as Exhibit 10.3 to Form 10-Q for by reference
the quarter ended December 31, 1994
* Zurn Industries, Inc. Optional Deferment Plan for Incorporated
Incentive Compensation Plan Participants filed as Exhibit by reference
10.4 to Form 10-Q for the quarter ended December 31, 1994
* Zurn Supplemental Pension Plan filed as Exhibit 10.5 to Incorporated
Form 10-Q for the quarter ended December 31, 1994 by reference
* Indemnity Agreements dated August 14, 1986 with E.J. Incorporated
Campbell, A.S. Cartwright, D.W. Wallace, and J.A. Zurn by reference
filed as Exhibit 19J to Form 10-Q for the quarter ended
September 30, 1986; dated October 20, 1986 with D.F.
Fessler and W.A. Freeman filed as Exhibit 19A to Form
10-Q for the quarter ended December 31, 1986 and with
J.E. Rutzler III filed as Exhibit 10B to Form 10-Q for
the quarter ended December 31, 1988; dated January 25,
1993 with W.E. Butler, April 1, 1993 with D. Haines, and
August 6, 1993 with Z. Baird filed as Exhibit 10A to Form
10-Q for the quarter ended June 30, 1993; dated October
17, 1994 with R.R. Womack filed as Exhibit 10.6 to Form
10-Q for the quarter ended December 31, 1994
* Irrevocable Trust Agreements for the Grantor's: 1982 Incorporated
Retirement Plan for Outside Directors of Zurn Industries, by reference
Inc.; 1986 Retirement Plan for Outside Directors of Zurn
Industries, Inc.; Deferred Compensation Plan for Non-
Employee Directors; Supplemental Executive Retirement
Plan for Zurn Industries, Inc.; Zurn Industries, Inc.
Supplemental Pension Plan for Participants in the
Deferred Compensation Plan for Salaried Employees;
Deferred Compensation Plan for Salaried Employees;
Optional Deferment Plan for Incentive Compensation Plan
Participants filed as Exhibit 19I to Form 10-Q for the
quarter ended September 30, 1986
* Second Irrevocable Trust Agreement for the Grantor's Incorporated
Indemnity Agreements filed as Exhibit 10A to Form 10-Q by reference
for the quarter ended December 31, 1988
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10.7 * Incentive Compensation Plan
11 Statement Re Computation Of Per Share Earnings
Computation of Earnings Per Share
13 Annual Report To Security Holders
Electronic Format of Pages of Annual Report to
Shareholders for the Year Ended March 31, 1995
Incorporated by Reference
21 Subsidiaries Of The Registrant
Subsidiaries
23 Consents Of Experts And Counsel
Consent of Independent Auditors
27 Financial Data Schedule SEC Edgar
Filing Only
* - Management contracts and compensatory plan arrangements.
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