SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
[ X ] SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1997
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:1-8089
DANAHER CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 59-1995548
(State of incorporation) (I.R.S.Employer
Identification number)
1250 24th Street, N.W., Suite 800
Washington, D.C. 20037
(Address of Principal (Zip Code)
Executive Offices)
Registrant's telephone number, including area code: 202-828-0850
Securities Registered Pursuant to Section 12(b) of the Act:
Name of Exchanges
Title of each class on which registered
Common Stock $.01 par Value New York Stock Exchange, Inc.
Pacific Stock Exchange, Inc.
Securities registered pursuant to Section 12(g) of the Act:
NONE
(Title of Class)
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]
As of March 16, 1998, the number of shares of common stock outstanding
was 58,537,110 and were held by approximately 3,000 holders. The
aggregate market value of common shares held by non-affiliates of the
Registrant on such date was approximately $2.5 billion, based upon the
closing price of the Company's common shares as quoted on the New York
Stock Exchange composite tape on such date.
EXHIBIT INDEX APPEARS ON PAGE 8
DOCUMENTS INCORPORATED BY REFERENCE
Part II and Part IV incorporate certain information by reference from
the registrant's Annual Report to Shareholders for the year ended
December 31, 1997. With the exception of the pages of the Annual Report
to Shareholders specifically incorporated herein by reference, the
Annual Report to Shareholders is not deemed to be filed as part of this
Form 10-K.
Part III incorporates certain information by reference from the
registrant's proxy statement for its 1998 annual meeting of
stockholders. With the exception of the pages of the 1998 Proxy
Statement specifically incorporated herein by reference, the 1998 Proxy
Statement is not deemed to be filed as part of this Form 10-K.
Certain information included or incorporated by reference in this document
may be deemed to be "forward looking statements" within the meaning of
Section 27A of the Securities Act and Section 21E of the Exchange Act.
All statements, other than statements of historical facts, that address
activities, events or developments that the Company intends, expects,
projects, believes or anticipates will or may occur in the future are
forward looking statements. Such statements are characterized by
terminology such as "believe," "anticipate," "should," "intend," "plan,"
"will," "expects," "estimates," "projects," "positioned," "strategy," and
similar expressions. These statements are based on assumptions and
assessments made by the Company management in light of its experience
and its perception of historical trends, current conditions, expected
future developments and other factors it believes to be appropriate.
These forward looking statements are subject to a number of risks and
uncertainties, including but not limited to continuation of the Company's
longstanding relationship with major customers, the Company's ability to
integrate acquired businesses into its operations and realize planned
synergies, the extent to which acquired businesses are able to meet the
Company's expectations and operate profitably, changes in
regulations (particularly environmental regulations) which could affect
demand for products in the Process/Environmental Controls segment and
unanticipated developments that could occur with respect to contingencies
such as environmental matters and litigation. In addition, the Company
is subject to risks and uncertainties that affect the manufacturing
sector generally including, but not limited to, economic, competitive,
governmental and technological factors affecting the Company's
operations, markets, products, services and prices. Any such forward
looking statements are not guarantees of future performances
and actual results, developments and business decisions may differ from
those envisaged by such forward looking statements. The Company disclaims
any duty to update any forward looking statements, all of which are
expressly qualified by the foregoing.
ITEM 1. BUSINESS
The Company conducts its operations through two business segments:
Tools and Components and Process/Environmental Controls.
Tools and Components
The Tools and Components segment is comprised of the Danaher Hand
Tool Group (including Special Markets, Professional Tool Division and
Asian Tool Division), Matco Tools ("Matco"), Jacobs Chuck Manufacturing
Company ("Jacobs"), Delta Consolidated Industries, Jacobs Vehicle
Systems Company, Hennessy Industries and the hardware and electrical
apparatus lines of Joslyn Manufacturing Company (JMC). This segment is
one of the largest domestic producers and distributors of general
purpose mechanics' hand tools and automotive specialty tools. Other
products manufactured by these companies include tool boxes and storage
devices, diesel engine retarders, wheel service equipment, drill chucks,
custom designed headed tools and components, hardware and components for
the power generation and transmission industries, high quality precision
socket screws, fasteners, and high quality miniature precision parts.
The Company's business strategy in this segment is focused on
increasing sales to existing customers, broadening channels of
distribution, developing new products, geographic expansion and
achieving production efficiencies and enhanced quality and customer
service through "Just-In-Time" and related manufacturing techniques.
Danaher Tool Group (DTG) is one of the largest domestic producers
of general purpose mechanics' hand tools (primarily ratchets, sockets
and wrenches) and specialized automotive service tools for the
professional and "do-it-yourself" markets. DTG has been the principal
manufacturer of Sears, Roebuck and Co.'s Craftsman line of mechanics'
hand tools for over 50 years. Approximately 80% of the over 100 million
pieces sold to Sears annually are sold in tool sets that include from
three to 900 pieces. Net sales to Sears were approximately 13% of total
Company sales in 1997.
DTG's Special Markets Group sells to Sears under a five year
evergreen agreement, that requires Sears to purchase a significant
portion of its annual requirements for its private-label Craftsman
mechanics' hand tool line from DTG, subject to certain conditions.
For over 30 years, DTG has also been a primary supplier of
specialized automotive service tools to NAPA, which has approximately
6,500 outlets at present. In addition, DTG has been the designated
supplier of general purpose mechanics' hand tools to NAPA since 1983.
DTG specialized automotive service tools are also sold under the K-D
Tools brand, its industrial tools and products are also sold under the
Armstrong and Allen brand names, and fastener products under the
Holo-Krome name are sold to independent distributors and other
customers in the "do-it-yourself," professional automotive, commercial
and industrial markets.
Professional mechanics' tools are distributed by Matco which has
approximately 1,300 independent mobile distributors who sell primarily
to individual professional mechanics. Matco is one of the leading
suppliers in this market.
The Company believes Jacobs is the market leader in the drill chuck
business with its highly respected and well recognized brand name.
The Company believes Delta is the market leader in boxes and other
storage containers serving the vehicle aftermarket and manufactures and
markets containers serving numerous specialty areas.
Wheel service equipment is manufactured under the Coats , Bada
and Ammco brand names. Products include tire changers, wheel
balancers, wheel weights and brake service equipment. Wheel service
equipment is sold primarily to wholesale distributors and national
accounts. These markets are served by the Company's sales personnel.
Diesel engine retarders are manufactured at Jacobs Vehicle Systems
Company. The "Jake Brake " technology was developed by Jacobs Vehicle
and represents the leading brand of engine retarders. The product is
sold by Jacobs' sales personnel to original equipment manufacturers and
aftermarket distributors.
JMC manufactures a wide variety of products used in the construction
and maintenance of electric power, telephone and cable television
systems. Its products range from specialized fasteners to sophisticated
castings and forgings.
The electrical apparatus division of JMC manufactures surge
protection devices rated as high as 468,000 volts for the electric power
utility industry. Surge arresters are designed to eliminate the
damaging effects of electrical surges caused by lightning and other
overvoltage conditions on a utility's power system.
The major raw materials used by this segment, including high
quality steel, are available from a variety of sources in sufficient
quantities.
Process/Environmental Controls
The Process/Environmental Controls segment is comprised of the
Veeder-Root Company ("Veeder-Root"), Danaher Controls, Partlow/West,
Anderson Instruments, West Instruments, QualiTROL Corporation, A.L. Hyde
Company, Hengstler, McCrometer, the controls product line business units
of Joslyn Corporation, Namco Controls, Dolan-Jenner, M&M Precision
Systems, TxPort, Communications Technology Corporation and Gems Sensors,
acquired in August, 1997. These companies produce and sell underground
storage tank leak detection systems and temperature, level and position
sensing devices, power switches and controls, communication line
products, power protection products, liquid flow measuring devices,
telecommunications products, quality assurance products and systems, and
electronic and mechanical counting and controlling devices. These
products are distributed by the Company's sales personnel and
independent representatives to original equipment manufacturers,
distributors and other end users.
The Company's strategy in the Process/Environmental Controls
segment is to concentrate on the rapid expansion of its environmental
controls product line, including the Veeder-Root storage tank leak
detection systems business. The Company believes that Veeder-Root is
the premier manufacturer of state-of-the-art tank measuring and leak
detection systems for underground fuel storage tanks and, accordingly,
is uniquely positioned to respond to the increased demand for these
products fueled by environmental regulations.
The Company is also expanding its other offerings in the
environmental controls product line to encompass applications related to
markets other than petroleum storage and to address nonregulatory
business requirements. This expansion program includes both internally
developed new product offerings as well as selective product line
acquisitions.
In its instruments product line, the Company's strategy is to
continue enhancing its global controls and instrument position by both
new product development and complementary acquisitions. The companies
within the Instrument Group have significant synergies in both product
offerings and channels of distribution. The Company's plan is to leverage
these synergies in product design, engineering and manufacturing, and
product marketing.
Namco is a provider of part presence, part position and machine
status sensing solutions for industrial process automation applications.
M&M Precision Systems provides both quality assurance products and
systems which enhance both quality and manufacturing effectiveness as
well as motion products which are generally components of other devices.
Telecommunications products include automated data transmission
analyzers, single and multi-function test equipment, computerized cable
test and database management systems, digital data access devices and
molded cable closures and terminals used in outside plant and network
applications.
Other business lines within this segment include extruded
thermoplastic mill shapes and custom molded plastic products.
In March, 1998, the Company acquired Pacific Scientific Company.
Pacific Scientific has two major business segments: (i) Electrical
Equipment and (ii) Safety Equipment. Nearly half of the Company's
sales consists of electric motors, drives and controls. These electric
motors and controls are sold primarily to original equipment manufacturers
who incorporate them into a wide variety of products. Pacific Scientific
motors are used in factory automation, medical, printing, plastic
extrusion and molding, paper converting, vending, textile, aerospace,
fitness and many other types of equipment. Safety equipment includes
mainly fire detection and suppression equipment, crew restraints, flight
control and pyrotechnic devices. Safety equipment is sold mainly in the
aviation and aerospace industry. The Company also provides worldwide
sales, service and repair of its products for airlines and other users
of safety equipment. Operating results from Pacific Scientific will be
included with the Company's results, beginning with the first quarter of
1998.
The raw materials utilized by companies in this segment are stock
items, principally metals and plastic, electrical and electronic
components. These materials are readily available from a number of
sources in sufficient quantities.
Patents, Licenses, etc.
The Company has patents of its own and has acquired licenses under
patents of others. The Company does not consider that its business, as
a whole, is dependent on any single patent, group of patents, trademark
or franchise. The Company does, however, offer many patented products
and is periodically engaged in litigation concerning patents and
licenses.
Seasonal Nature of Business
As a whole, the Company's businesses are not subject to material
seasonal fluctuations.
Backlog
The Company's products are manufactured primarily in advance of
order and either shipped or assembled from stock. Backlogs are not
significant as sales are often dependent on orders requiring immediate
shipment from inventory.
Employee Relations
At December 31, 1997, the Company employed approximately 13,200
persons. Of these, approximately 2,200 were hourly-rated unionized
employees. The Company considers its labor relations to be good.
Research and Development
The Company's research and development expenditures were
$57,008,000 for 1997, $46,964,000 for 1996 and $36,400,000 for 1995.
Environmental and Safety Regulations
Certain of the Company's operations are subject to federal, state
and local environmental laws and regulations which impose limitations on
the discharge of pollutants into the air and water and establish
standards for treatment, storage and disposal of solid and hazardous
wastes. The Company believes that it is in substantial compliance with
applicable environmental laws and regulations.
JMC previously operated wood treating facilities that chemically
preserved utility poles, pilings and railroad ties. All such treating
operations were discontinued or sold prior to 1982. These facilities
used wood preservatives that included creosote, pentachlorophenol and
chromium-arsenic-copper. While preservatives were handled in accordance
with then existing law, environmental law now imposes retroactive
liability, in some circumstances, on persons who owned or operated
wood-treating sites. JMC is remediating some of its former sites and
will remediate other sites in the future. The Company has made a
provision for environmental remediation; however, there can be no
assurance that estimates of environmental liabilities will not change.
In addition to environmental compliance costs, the Company may
incur costs related to alleged environmental damage associated with past
or current waste disposal practices or other hazardous materials
handling practices. For example, generators of hazardous substances
found in disposal sites at which environmental problems are alleged to
exist, as well as the owners of those sites and certain other classes of
persons, are subject to claims brought by state and federal regulatory
agencies pursuant to statutory authority. The Company believes that its
liability, if any, for past or current waste handling practices will not
have a material adverse effect on its results of operation, financial
condition and cash flow.
The Company must also comply with various federal, state and local
safety regulations in connection with its operations. The Company's
compliance with these regulations has had no material adverse effect on
its financial condition.
Major Customers
The Company has a customer in the tools segment, Sears, Roebuck
and Co. ("Sears"), which accounted for 13% of consolidated sales in
1997. Although the relationship with Sears is long-standing, the
Company believes the loss or material reduction of this business could
have a material adverse effect on its operations.
ITEM 2. PROPERTIES
The Company occupies over 4 million square feet of manufacturing,
distribution, service and office space at various domestic and foreign
locations. The principal properties are listed below and are
constructed of concrete, brick, cement, cinderblock or some combination
of these materials. The Company believes that its plants have adequate
productive capacity and are suitably used for the manufacture of its
products and that its warehouses, distribution centers and sales offices
are suitably located and utilized for the marketing of its products and
services.
Location Principal Use Owned/Leased
......................................................................
Tools and Components
Springdale, AK Manufacturing Owned
Springfield, MA Manufacturing Owned
Gastonia, NC Manufacturing Leased
Fayetteville,AK (2) Manufacturing Owned
Baltimore, MD Distribution Leased
Brampton, Ontario Distribution Leased
Lakewood, NY Manufacturing Owned
Nashville, TN Distribution Owned
Stow, OH Distribution Owned
West Hartford, CT Manufacturing Owned
Terryville, CT Manufacturing Owned
Walworth, WI Manufacturing Owned
Dundee, Scotland Manufacturing Owned
Sheffield, England Manufacturing Owned
Clemson, SC Manufacturing Owned
Jonesboro, AK Manufacturing Owned
Jonesboro, AK Manufacturing Leased
Raleigh, NC Manufacturing Leased
Chicago, IL (3) Manufacturing Owned
Bloomfield, CT Manufacturing Owned
LaVergne, TN Manufacturing Owned
Bowling Green, KY Manufacturing Owned
Suzhou, China Manufacturing Owned
Shanghai, China Manufacturing Owned
Taichung, Taiwan Manufacturing Leased
Dallas, TX Manufacturing Leased
Process/Environmental Controls
Altoona, PA Manufacturing Owned
Elizabethtown, NC Manufacturing Owned
Market Harborough,
England Manufacturing Leased
Sao Paulo,
Brazil Manufacturing Owned
New Hartford
& Fairport, NY Manufacturing Owned
Gurnee, IL Manufacturing Leased
Grenloch, NJ Manufacturing Owned
Brighton,
England Manufacturing Leased
Aldingen,
Germany Manufacturing Owned
Aldingen,
Germany (2) Manufacturing Leased
Wehingen,
Germany (2) Manufacturing Leased
Eatontown, NJ Distribution Leased
Broxbourne,
England Distribution Leased
Cleveland, OH (3) Manufacturing Owned
Goleta, CA Manufacturing Owned
Lachine, Quebec Manufacturing Leased
Lancaster, SC Manufacturing Owned
Moorpark, CA Manufacturing Leased
Paso Robles, CA Manufacturing Leased
San Jose, CA Manufacturing Owned
Hemet, CA Manufacturing Owned
Atlanta, GA Manufacturing Owned
Madison, AL Manufacturing Leased
Etobicoke,
Canada Manufacturing Leased
Highland Heights,
OH Manufacturing Owned
Herzhorn, Germany Manufacturing Owned
West Carollton, OH Manufacturing Owned
Loffingen, Germany Manufacturing Owned
Tamworth,
England Manufacturing Leased
Basingstoke,
England Manufacturing Owned
Baretswil,
Switzerland Manufacturing Owned
Plainville, CT Manufacturing Owned
In addition to the facilities listed, the Company owns or
leases various facilities including offices or properties in Washington,
District of Columbia; Simsbury, Connecticut; as well as facilities in
Uppermill, Livingston, Gloucester and Richmond, Great Britain; Melbourne
and Sydney, Australia; Nagoya, Osaka and Tokyo, Japan; Toronto, Canada;
Paris, Bron, Toulouse, Bordeaux, Tours and Selestat, France; and
Stuttgart, Germany.
ITEM 3. LEGAL PROCEEDINGS
A former subsidiary of the Company is engaged in litigation in
several states with respect to product liability. The principal case,
Patton, et al v. Chicago Pneumatic Tool Company, was filed in United
States District Court in Jackson Co., MS in 1989. There are other
related cases. The Company sold the subsidiary in 1987. Under the
terms of the sale agreement, the Company agreed to indemnify the buyer
of the subsidiary for product liability related to tools manufactured by
the subsidiary prior to June 4, 1987. The cases involve approximately
3,000 plaintiffs, in state and federal courts. All other major U.S. air
tool manufacturers are also defendants. The gravamen of these complaints
is that the defendants' air tools, when used in different types of
manufacturing environments over extended periods of time, were defective
in design and caused various physical injuries. The plaintiffs seek
compensatory and punitive damages. The cases are in preliminary stages
of discovery and pleading and the Company intends to defend its position
vigorously. The Company's maximum indemnification obligation under the
contract is approximately $85,000,000. The Company believes it has
insurance coverage for all or a substantial part of the damages, if any.
The outcome of this litigation is not currently predictable.
JMC is a defendant in a class action tort suit, Henry L. Johnson,
et. al. v. Lincoln Creosote Company, Inc., et. al., filed in the 26th
Judicial District Court of the State of Louisiana, in Bossier Parish,
Louisiana. The suit alleges exposure to chemicals and property
devaluation resulting from wood treating operations previously conducted
at a Louisiana site. Both the size of the class and the damages are
uncertain. The Company has tendered the defense of the suit to its
insurance carrier. JMC believes that it may have adequate insurance
coverage for the litigation; however, because of the above uncertainties,
JMC is unable to determine at this time the potential liability, if any.
In addition to the litigation noted above, the Company and its
subsidiaries are from time to time subject to ordinary routine
litigation incidental to their business. The Company believes that the
results of the above noted litigation and other pending legal
proceedings would not have a materially adverse effect on the Company's
financial condition.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDER
No matters were submitted to a vote of security holders during
the fourth quarter of 1997.
PART II
ITEMS 5 THROUGH 8.
The information required under Items 5 through 8 is included in
the Registrant's Annual Report to its Shareholders for the year ended
December 31, 1997, and is incorporated herein by reference.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
NONE
PART III
ITEMS 10 THROUGH 13.
The information required under Items 10 through 13 is included
in the Registrant's Proxy Statement for its 1998 annual meeting, and is
incorporated herein by reference.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM
8-K
a) Document List
1. Financial Statements
Response to this portion of Item 14 is submitted
per the Index to Financial Statement Schedules on
page 12 of this report.
2. Supplementary Data and Financial Statement Schedules
Response to this portion of Item 14 is
submitted per the Index to Financial Statement
Schedules on page 12 of this report.
3. An Index of Exhibits is on page 13 of this report.
b) Reports on Form 8-K filed in the fourth quarter of 1997.
NONE
DANAHER CORPORATION
INDEX TO FINANCIAL STATEMENTS, SUPPLEMENTARY DATA AND
FINANCIAL STATEMENT SCHEDULES
Page Number in:
Annual Report
Form 10K To Shareholders
Annual Report:
Report of Independent Public
Accountants on Schedule 15
Financial Statements:
Consolidated Statements of
Earnings, year ended December 31,
1997, 1996, and 1995 7
Consolidated Balance Sheets,
December 31, 1997 and 1996 8
Consolidated Statements of
Cash Flows, years ended
December 31, 1997, 1996, and 1995 9
Consolidated Statements of
Stockholders' Equity, years
ended December 31, 1997,
1996, and 1995 10
Notes to Consolidated
Financial Statements 11-23
Supplemental Data:
Selected Financial Data 1
Market Prices of Common Stock 27
Schedules:
II - Valuation and Qualifying Accounts 16
Schedules other than those listed above have been
omitted from this Annual Report because they are not
required, are not applicable or the required information is
included in the financial statements or the notes thereto.
Exhibits:
(3) Articles of Incorporation and By-Laws.
(a)The Articles of Incorporation of Danaher Incorporated by
(filed as Annex B to Danaher's Proxy Reference
Statement dated October 7, 1986).
(b)The By-Laws of Danaher. Incorporated By
Reference
(10) Material Contracts:
(a)Employment Agreement between Danaher Incorporated by
Corporation and George M. Sherman dated Reference
as of January 2, 1990
(b)Credit Agreement Dated As of September 7, Incorporated by
1990. Among Danaher Corporation, the Reference
Financial Institutions Listed Therein
and Bankers Trust Company as Agent.
(c)Agreement as of November 1, 1990 between Incorporated by
Danaher Corporation, Easco Hand Tools, Inc. Reference
and Sears, Roebuck and Co.
(d)Note Agreement as of November 1, 1992 Incorporated by
Between Danaher Corporation and Lenders Reference
Referenced Therein.
(e)Note Agreement as of April 1, 1993 Incorporated by
Between Danaher Corporation and Lenders Reference
Referenced Therein.
(f)Danaher Corporation 1987 Stock Option Plan Incorporated by
Reference
(g)Employment Agreement between Danaher Incorporated by
Corporation and John P. Watson dated as Reference
of January 17, 1991
(13) Annual Report to Securityholders
(22) Subsidiaries of Registrant.
(24) Consent of Independent Public Accountants.
(27) Financial Data Schedules
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.
DANAHER CORPORATION
By: /s/ GEORGE M. SHERMAN
George M. Sherman
President and Chief
Executive Officer
Date: March 16, 1998
/s/ GEORGE M. SHERMAN President and Chief Executive Officer
George M. Sherman
/s/ STEVEN M. RALES Chairman of the Board
Steven M. Rales
/s/ MITCHELL P. RALES Chairman of the Executive Committee
Mitchell P. Rales
/s/ WALTER G. LOHR, JR. Director
Walter G. Lohr, Jr.
/s/ DONALD J. EHRLICH Director
Donald J. Ehrlich
/s/ MORTIMER M. CAPLIN Director
Mortimer M. Caplin
/s/ A. EMMET STEPHENSON, JR. Director
A. Emmet Stephenson, Jr.
/s/ PATRICK W. ALLENDER Senior Vice President-Chief Financial
Patrick W. Allender Officer and Secretary
/s/ C. SCOTT BRANNAN Vice President and Controller
C. Scott Brannan
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
ON THE FINANCIAL STATEMENT SCHEDULES
To Danaher Corporation:
We have audited in accordance with generally accepted auditing
standards, the financial statements included in pages 7 to 10 of the
Danaher Corporation and Subsidiaries' Annual Report to Shareholders
incorporated by reference in this Form 10-K, and have issued our report
thereon dated January 29, 1998. Our audit was made for the purpose of
forming an opinion on those statements taken as a whole. The schedules
listed in the index are the responsibility of the Company's management
and are presented for the purpose of complying with the Securities and
Exchange Commission's rules and are not a part of the basic financial
statements. These schedules have been subjected to the auditing
procedures applied in the audit of the basic financial statements and,
in our opinion, fairly state in all material respects the financial data
required to be set forth therein in relation to the financial statements
taken as a whole.
ARTHUR ANDERSEN LLP
Washington, D.C.
January 29, 1998
DANAHER CORPORATION AND SUBSIDIARIES
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
(000's omitted)
Additions Write
Balance Charged Offs,
Classification at to Charged Write Balance
Beginning Costs to Downs at End
of & other & of
Period Expenses Accounts Deductions Period
Year Ended December 31, 1997
Allowances deducted
from asset accounts:
Allowance for
doubtful accounts $14,868 $ 6,820 $ 510(a) $ 3,688 $18,510
Year Ended December 31, 1996
Allowances deducted
from asset accounts:
Allowance for
doubtful accounts: $13,431 $ 5,763 $ 507(a) $ 4,833 $14,868
Year Ended December 31, 1995
Allowances deducted
from asset accounts:
Allowance for 4,148
doubtful accounts: $11,638 $ 4,847 $ 2,961(a) $ 1,867(b) $13,431
Notes:(a) - Amounts related to businesses acquired.
(b) - Amounts related to businesses disposed of.
EXHIBIT 24
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the
incorporation of our reports included (or incorporated by
reference) in this Form 10-K, into the Company's previously
filed Registration Statement File No. 33-32402.
ARTHUR ANDERSEN LLP
Washington, D.C.
March 17, 1998