Securities and Exchange Commission
Washington, D.C. 20549
FORM 10-K
[X] Annual Report Pursuant to Section
13 or 15(d)
of the Securities Exchange Act of 1934
(Mark One) for the
fiscal year ended December 28, 1996
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 0-20388
Littelfuse, Inc.
(Exact name of registrant as specified in its charter)
Delaware
36-3795742
(State or other jurisdiction of
(I.R.S. Employer Identification No.)
incorporation or organization)
800 East Northwest Highway,
Des Plaines, Illinois
60016
(Address of principal executive offices)
(Zip Code)
847/824-1188
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
None
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, $.01 par value, and Warrants to purchase shares
of Common Stock, $.01 par value
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 (or for such shorter period that the registrant was
required to file such reports), 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 8,414,224 shares of voting
stock held by non-affiliates of the registrant was
approximately $401,779,196 based on the last reported sale
price of the registrant's Common Stock, $.01 par value, as
reported on the NASDAQ National Market System on March 14,
1997.
As of March 14, 1997, the registrant had outstanding
9,851,054 shares of Common Stock, $.01 par value, and Warrants
to purchase 2,086,225 shares of Common Stock, $.01 par value.
The following documents have been incorporated herein by
reference to the extent indicated herein:
Littelfuse, Inc. Proxy Statement dated March 19, 1997
(the "Proxy Statement") -- Part III.
Littelfuse, Inc. Annual Report to Stockholders for the
year ended December 28, 1996 (the "Annual Report") -- Parts
II and III.
Part I
ITEM 1. BUSINESS
General
Littelfuse, Inc. (the "Company" or "Littelfuse") is a
leading manufacturer and seller of fuses and other circuit
protection devices for use in the electronic, automotive and
general industrial markets. Management believes the Company
is ranked first in market share in the electronic market,
first in the automotive market and third in the power fuse
market in North America. Management believes that the
Company, together with its licensees, is also first in market
share in the electronic market and first in the automotive
market worldwide.
In the electronic market, leading manufacturers such as
Amana, Compaq, Daewoo, Hewlett Packard, IBM, LG Electronics,
Lucent Technologies, Motorola, Nortel, Panasonic, Sharp, Sony,
Toshiba and US Robotics obtain a substantial portion of their
electronic circuit protection requirements from the Company.
In the automotive market, the Company or its licensees have
customer relationships with all leading automobile
manufacturers throughout the world. Littelfuse provides
substantially all of the automotive fuse requirements for
vehicles manufactured domestically by General Motors
Corporation and is the primary supplier for Ford Motor
Company, Chrysler Corporation and all Japanese and most
European auto manufacturer transplants. The Company also
competes in the power fuse market selling to companies such as
the Allen Bradley division of Rockwell International and
Reliance Electric. In addition to fuses, the Company
manufactures and supplies relays, switches, circuit breakers
and indicator lights to the automotive industry and to
appliance and general electronics manufacturers. See
"Business Environment: Circuit Protection Market."
The Company manufactures its products on fully integrated
manufacturing and assembly equipment, much of which is
designed and built by its own engineers. The Company
fabricates and assembles a majority of its products and
maintains product quality through a rigorous quality assurance
program with all sites certified under ISO 9000 standards and
its world headquarters now certified under the QS9000
standards.
The Company's products are sold worldwide through a
direct sales force and manufacturers' representatives. In
Asia Pacific, the Company has licensed its automotive fuse
technology to a Japanese firm that supplies automotive fuses
to Pacific Rim customers. For the year ended December 28,
1996, approximately 39% of the Company's net sales were to
customers outside the United States (exports and foreign
operations).
The Company was incorporated under the laws of the State
of Delaware on November 25, 1991. The Company is the
successor to the business and assets of a corporation of the
same name ("Old Littelfuse"), which was originally formed in
1927 and subsequently acquired by Tracor, Inc. ("Tracor") in
1968. Any references to performance, financial results or
other aspects of the Company prior to December 27, 1991,
relate to Old Littelfuse.
References herein to "1994" or "fiscal 1994" refer to the
calendar year ended December 31,
1994. References herein to "1995" or "fiscal 1995" refer to
the calendar year ended December 31, 1995. References herein
to "1996" or "fiscal 1996" refer to the fiscal year ended
December 28, 1996.
Background: The Reorganization
The Company's predecessor, Old Littelfuse, was one of a
number of wholly owned subsidiaries of Tracor. In addition to
manufacturing fuses and other circuit protection and control
devices through Old Littelfuse, Tracor and its subsidiaries
were involved in a wide range of commercial and defense
related businesses. On October 9, 1987, Tracor was acquired
by Westmark Systems, Inc. ("Westmark") in a highly leveraged
transaction. Due to heavy debt service requirements and
adverse conditions in the defense industry and the resulting
negative impact on the operating results of its defense
related businesses, the senior lenders and certain other
creditors of Tracor reached an agreement in principle to
restructure Tracor and its affiliates through voluntary
bankruptcy proceedings. Accordingly, Tracor and its
affiliates, including Old Littelfuse, filed voluntary
petitions for reorganization on February 15, 1991, under
Chapter 11 of the United States Bankruptcy Code. On
December 6, 1991, the Bankruptcy Court approved the
Littelfuse Plan of Reorganization for Old Littelfuse ("the
Plan"). The Plan, which was implemented effective as of
December 27, 1991, resulted in the Company receiving
substantially all of the assets and businesses of Old
Littelfuse. Pursuant to the Plan, the indebtedness of Old
Littelfuse was restructured with the Company entering new
credit arrangements with the secured lenders. The secured
lenders and other unsecured creditors of Old Littelfuse were
issued equity in the Company as successor entities.
Business Environment: Circuit Protection Market
The circuit protection market can be broadly categorized
into five major product areas: electronic, automotive, indus
trial (power), high voltage and residential. The Company
sells products designed for the electronic, automotive and
industrial areas. The Company entered the circuit protection
market in 1927 with the development and introduction of the
first small, fast-acting fuse capable of protecting sensitive
test meters. Since that time, the Company has diversified its
involvement in the circuit protection market to become a
leader in the production of electronic and automotive fuses.
The Company also entered the power fuse market in 1983 with a
broad line of fuses, including several proprietary products.
The Company believes it is the circuit protection leader
because it designs and produces almost all the products it
sells in all three markets including the two markets where it
holds the number one market share position. See "Littelfuse
Products."
Electronic Fuses. Electronic fuses are used to protect
power circuits in a multitude of electronic systems.
Electronic fuses fall into two major categories: miniature
and subminiature. Miniature fuses are generally tubular in
shape with glass, ceramic and composition bodies.
Subminiature devices are used where space is at a premium.
Applications for electronic fuses include telecommunications
equipment, computers and computer peripherals, power supplies,
test and medical instrumentation, and consumer electronic
products. There is also a special
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segment of the electronic fuse market directed toward the
aerospace industry. These special high-reliability fuses are
manufactured in small quantities under extremely high quality
control standards.
Automotive Fuses. Fuses are extensively used in automo
biles, trucks, buses and off-road equipment to protect
electrical circuits and wiring harnesses supplying electrical
power to operate lights, heating, air conditioning, windshield
wipers, radios, windows and controls. Currently, a typical
automobile contains 30 to 70 fuses, depending upon the options
installed. The market for automotive fuses is expected to
grow in the coming years as more electronic features are
included in automobiles and as larger amperage fuses replace
existing low technology fuses in wiring harnesses. Certain
new vehicles, such as the Cadillac Seville, Ford 150 series
truck, Chrysler Concorde and the Jaguar, contain as many as 50
to 90 fuses and this higher fuse count is expected to spread
to other vehicles.
Power Fuses. Power fuses include both current limiting
and non-current limiting devices used to protect electrical
systems against overcurrents. Power fuses are rated and
listed under one of many Underwriters' Laboratories fuse
classifications. The three main end user market segments for
power fuses include original equipment manufacturers ("OEMs"),
industrial maintenance and repair operations ("MROs") and new
commercial and industrial construction. Major applications
for power fuses include protection from over-load and
short-circuit currents in motor branch circuits, heating and
cooling systems, control systems, lighting circuits and
electrical distribution networks. Other applications include
the protection of semiconductor devices such as SCRs, diodes,
thyristors, triacs and similar solid state devices.
Littelfuse Products
General. The Company is a leading manufacturer and
seller of fuses and other circuit protection devices for use
in the electronic, automotive and general industrial markets.
The Company's products are marketed under the general
trademarked names of Littelfuser and, where appropriate, Slo-
Blor Fuse as well as the trademarked names of certain of its
products listed below in the description of the Company's
electronic, automotive and power fuse products.
Product Sales. Net sales of the Company's products by
industry category for the periods indicated are as follows:
Fiscal Year
(in thousands)
1996 1995 1994
Electronic $112,667 $103,809 $ 87,340
Automotive 94,391 83,372 77,787
Industrial (Power) 34,388 32,354 29,327
Total $241,446 $219,535 $194,454
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Electronic Fuses. The Company manufactures and sells a
wide range of electronic fuse products, including miniature
and subminiature fuses. These miniature and subminiature
fuses are designed to provide circuit protection in the
limited space requirements of electronic equipment. The
Company also entered a new market in 1996 for conductive
polymer PTC devices that behave like a resettable fuse.
While the Company continues to develop its own resettable fuse
products, the Company also entered into agreements with
Raychem Corp. In 1996 which allows the Company to sell
resettable fuses using certain of Raychem's technology.
The Company's electronic fuse products are marketed under the
following trademarked and brand names:
PICOr II Fuse is a very fast-acting
subminiature fuse with axial leads which can
be automatically inserted into a circuit
board. It is used in consumer electronics,
computers, medical instruments, power
supplies and telecommunication line cards.
It was originally developed for the aerospace
industry where extremely small size and high
reliability were prime requisites. This fuse
in encapsulated with an epoxy coating which
protects the fuse from adverse environmental
conditions. It can stand up under the rough
treatment found in high speed automated
circuit board assembly processes used by many
different manufacturers.
2AG fuses are a miniature version of the
standard 1/4" diameter by 1-1/4" long glass
bodied fuses manufactured for more than 40
years. The fuse occupies about 1/3 of the
space but still provides the performance of
the larger sized product. The Company has
developed a strong market in the
telecommunications industry for a leaded
version of the 2AG fuse. These fuses are
used in business and personal telephone
systems, answering machines and other
equipment connected to phone lines. They are
used to protect the system from lightning
surges and accidental contact with power
lines. These fuses also are used extensively
in electronic ballasts for lighting.
MICRO Fuse is a plug-in style fuse about the
size of a pencil eraser. It is a very fast
acting fuse and, like the PICOr Fuse, was
originally designed for the emerging
aerospace industry. Applications are
particularly suited to equipment where the
user might "blow" a fuse during testing or by
accidental shorting out of the power supply.
The "plug-in" feature allows the fuse to be
quickly and easily replaced without the need
for special de-soldering equipment. The
Company also manufactures sockets for the
MICRO Fuse.
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NANO Fuse is a surface mount version of
PICOr Fuse. Because it has no leads, it is
substantially smaller. It is the product
choice where subminiaturization is a key
need. Surface mount circuit boards are often
less than 25% of the size of similar boards
using leaded components. Applications
include cellular telephones and miniature 8mm
video camcorders.
NANO2 r SMF Fuse represents our fourth
generation surface mount fuse product line.
The compact size (.240" x .100" x .100") of
this rectangular shaped fuse is very
attractive to design engineers. In addition,
the flat side design permits efficient pick
and placement by automated assembly
equipment. The NANO2 r SMF Fuse is used
where space considerations are critical
including laptop computers, camcorders and
battery chargers.
ALF II is a very fast acting thin film
surface mount fuse measuring only .12 inch x
.06 inch. The super small subminiature size
assures additional space savings in surface
mount applications. It is completely
compatible with common soldering systems used
in surface mount assembly applications and it
is available on 8mm reels for use with
automatic placement equipment.
"0603" SMF is a very fast acting thin film
surface mount fuse measuring only .06 inch x
.03 inch. The 0603 is the smallest fuse
available and has a very low profile .018
inches. The small physical size along with
low values for resistance and voltage drop
are significant features of this new fuse for
battery and other low voltage applications.
Surface Mount PTC is the first in
Littelfuse's line of PTC devices. Its
dimensions of 0.200" x 0.290" x 0.120" are
ideal for circuit board applications where
space is at a premium. It also is available
in an 0.340" x 0.250" x 0.10" configuration.
This polymer surface mount PTC has the
ability to reset itself once the fault or
overcurrent condition has cleared. This new
product is used primarily for computer and
peripheral applications such as motherboards,
disk drives, PC cards, modems printers, etc.
Radial Leaded PTC series is a 60-volt radial
leaded surface mount product. This series
will be introduced in early 1997. Radial
leaded PTC applications include process and
industrial controls, test and measurement
equipment, security systems, motors and
automotive.
Automotive Fuses. The Company is a primary supplier of
fuses to United States, Japanese and European automotive
OEMs, automotive component parts manufacturers and
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automotive parts distributors. The Company also sells its
fuses in the replacement parts market, with its products
being sold through mass merchandisers, discount stores and
service stations, as well as under private label by national
firms. Management believes that it currently is the leading
worldwide supplier of automotive fuses for new vehicle
production and a leader for the aftermarket/replacement
market.
The Company invented and owns all of the U.S. patents
related to the blade type fuse which is the standard and most
commonly used fuse in the automotive industry. The Company
believes that, together with its licensees, it supplies
substantially all of the blade type fuses used in the North
American and Japanese markets and a majority in the European
market. The Company's automotive fuse products are marketed
under the following trademarked and brand names:
AUTOFUSEr or ATOr, a standard blade type
fuse, is used in automobiles produced
worldwide and designed to provide superior
circuit protection in a small, heat resistant
package for low ampere applications.
MINIr Fuse, smaller than its predecessor
AUTOFUSEr, is offered in a range from two
amps to 30 amps and is designed to permit
more fuses in the same amount of space than
prior products.
MAXI Fuse, a larger version of the
AUTOFUSEr, replaces the commonly used low
technology fusible wire or fusible links in
automobile electrical harnesses and is
offered in a range from 20 amps to 80 amps.
MIDIr Fuse is a bolt down version of the
MAXI fuse. This style is preferred by some
European customers in the 50 to 100 amp
range. Its primary use is for heating, air
conditioning and motor control circuits.
J-Case Fuse, is a cartridge version of the
Maxi fuse. This style is popular with
Japanese customers in the 40 to 80 amp range.
Its primary use is for branch circuit
protection and protection of circuits with
inductive loads.
MEGAr Fuse, a higher current fuse with
ratings of 100 to 200 amps, is used for
protection of battery cables.
Over half of the Company's North American automotive
(blade type) fuse sales are made to wire harness manufacturers
that incorporate the fuses into their products. The remaining
automotive fuse sales are made directly to automotive
manufacturers and through distributors who in turn sell most
of their products to automotive product wholesalers, such as
warehouse distributors, discount stores and service stations.
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The Company believes it currently has adequate production
capacity to meet the anticipated increased demand for
automotive fuses referred to in "Business Environment: Circuit
Protection Market -- Automotive Fuses." Any required
expenditures for additional machinery and equipment are
expected to be funded by cash flow from operations.
The Company has licensed its patented ATOr, Minir and
Maxi automotive fuse designs to Bussmann, a division of
Cooper Industries. Bussmann is the Company's largest domestic
competitor. Additionally, the Company has entered into a
licensing agreement with Pacific Engineering Company, Ltd., a
Japanese fuse manufacturer, which produces and distributes the
Company's patented ATOr and Minir automotive fuses to the
Pacific Rim manufacturing operations of Pacific Rim-based
automobile manufacturers. See "Competition" and "Business --
Patents, Trademarks and Other Intellectual Property."
Power Fuses. The Company entered the power fuse market
in 1983 and manufactures and sells a broad range of
low-voltage circuit protection products to electrical
distributors and their customers in the construction, OEM and
MRO markets. Power fuses are used to protect circuits in
various types of industrial equipment and circuits in
industrial plants, office buildings and residential units.
The Company's power fuse products are marketed under the
following classifications:
Class L fuses are commonly used as the first
line of electrical protection in building
service entrance equipment of high capacity
electrical systems. Other applications
include switchboard mains and feeders,
distribution equipment and branch circuit
protection for large motors.
Class R fuses are commonly used downstream
from Class L fuses in a variety of branch
circuit applications. Both time delay and
fast acting versions cover a range of
applications including main feeder, motor,
transformer and solenoids. The Company's RK5
INDICATOR fuse series has won numerous
product awards and wide recognition by
industrial plant personnel. These fuses have
an integrated blown fuse indicator that turns
from clear to dark once a fuse has blown.
This reduces troubleshooting time
significantly and helps improve safety.
Class J fuses are less than half the size of
Class R to provide substantial space
savings. Applications for Class J are
similar to Class R. Additional applications
include back up protection for circuit
breakers and protection for both IEC and NEMA
rated devices.
Class CC fuses, Littelfuse's KLDR (for
transformer protection) and CCMR (for motor
branch circuit protection) provide protection
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formerly supplied by fuses 10 times larger.
Littelfuse was the first to the market with
these products and is the only company with a
CCMR rated up to 60 amps.
Semiconductor fuses, designed for
supplementary protection of semiconducting
devices, are used in electronic equipment and
power equipment, such as variable speed
drives, power rectifiers, UPS systems and DC
power suppliers.
Midget fuses, seven different series provide
supplementary overcurrent protection in such
diverse applications as control circuits,
control power transformers, solenoids, street
lighting and computers.
Other Products. In addition to fuses, the Company
supplies relays, switches and indicator lights to the
automotive industry and to appliance and general electronics
manufacturers. The Company is also a supplier of circuit
breakers, fuse holders (including OMNI-BLOKr), fuse blocks
(including Powr-Blokr power distribution systems) and fuse
clips primarily to customers that purchase circuit protection
devices from the Company.
The LITTELITESr indicating lights product line includes
cartridge lamps with miniature and subminiature lampholders
and snap-mount plastic lights. These lights come in
incandescent, neon and solid state versions. LITTELITESr are
sold to producers of industrial machinery, office machines,
appliances, instruments and computers.
Product Design and Development
The Company employs scientific, engineering and other per
sonnel to improve its existing product lines and to develop
new products at its research and engineering facility in Des
Plaines, Illinois. The Engineering Department consists of
approximately 50 engineers, chemists, metallurgists,
fusologists and technicians. This department is primarily
responsible for the design and development of new products and
consists of five major groups. Three of the groups are
dedicated to the design of certain types of products,
specifically electronic fuses, including automotive and
general electronic fuses; electrical fuses, including power
and industrial fuses; and electromechanical devices such as
relays and switches. Another engineering group is dedicated
to materials engineering which brings metallurgy, plating and
other technologies to bear on the development of new products.
Finally, the engineering support group oversees patent and
trademark compliance and maintains the model shop, drafting
rooms and an electronics lab. The electronics lab develops
the necessary tooling, hardware and software for testing the
standards and tolerances of sample products.
Proposals for the development of new products are
initiated primarily by marketing managers, members of the
sales staff and customers. The entire product development pro
cess
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typically takes between 12 and 18 months. During the fiscal
years ended December 28, 1996, December 31, 1995, and
December 31, 1994, the Company expended approximately $7.3
million, $7.9 million and $6.1 million, respectively, on
product design and development.
Patents, Trademarks and Other Intellectual Property
The Company generally relies on patent and trademark laws
and license and nondisclosure agreements to protect its rights
in its trade secrets in its proprietary products. In cases
where it is deemed necessary by management, key employees are
required to sign an agreement that they will maintain the
confidentiality of the Company's proprietary information and
trade secrets. This is information, which for business
reasons, is not disclosed to the public.
As of December 28, 1996, the Company owned 97 patents in
North America, 15 patents in the European Economic Community
and 23 patents in other foreign countries. The Company has
also registered trademark protection for certain of its brand
names and logos. The 97 North American patents are in the
following categories: 46 Electronic, 30 Automotive, 15 Power
Fuse and 6 miscellaneous. Of the 30 automotive patents, 9 are
article and process patents for the ATOr type fuses, 7 are for
the MINIr and MAXITM type fuses, 3 are for the MEGAr and MIDIr
type fuses and 11 are for other automotive products. Patents
expiring in 1997 cover products that accounted for 5% of 1996
sales. Patents covering products that accounted for the
balance of 1996 sales expire between 1998 and 2010.
The first article patent covering the AUTOFUSEr or ATOr
fuse expired on September 30, 1992. However, the last
improvement patent covering the ATOr fuse expires on
August 10, 1999. The ATOr fuse product is further protected
by trademark and trade dress protection which has a remaining
indefinite life so long as it is continued to be correctly
used by the Company and its licensees.
New products are continually being developed to replace
older products. The Company regularly applies for patent
protection on such new products. Although in the aggregate
the Company's patents are important in the operation of its
businesses, the Company believes that the loss by expiration
or otherwise of any one patent or group of patents would not
materially affect its business.
The Company currently licenses its MINIr and MAXI
automotive fuse technology to Bussmann, a division of Cooper
Industries and the Company's largest domestic competitor. The
license granted in 1987 is nonexclusive and grants the Company
the right to receive royalties of 4% of the licensee's
revenues from the sale of the licensed products with an annual
minimum of $25,000. Each license expires upon the expiration
of the licensed product patents.
The Company currently licenses its ATOr automotive fuse
technology to Pacific Engineering Company, Ltd., a Japanese
manufacturer that produces and distributes the Company's
patented automotive fuses to Pacific Rim operations of Pacific
Rim-based
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automotive manufacturers. The license is exclusive as to
Japan and non-exclusive as to other specified Pacific Rim
territories and provides that the Company will receive
royalties of 1.5% of the licensee's revenues from the sales of
the licensed products with a $25,000 annual minimum. This
license expires on August 10, 1999. In addition, a second
license covering the MINIr Fuse technology was granted with
similar territory arrangements to Pacific Engineering and
grants the Company the right to receive royalties of 2.5% of
the licensee's revenues from the sale of the licensed
products, with an annual minimum of $100,000. The second
license expires on April 6, 2006.
License royalties amounted to $266,000, $349,000 and
$552,000 for 1996, 1995 and 1994 respectively.
Manufacturing
Much of the Company's manufacturing equipment is custom
designed by its engineers, and the Company conducts the
majority of its own fabrication. The Company stamps most of
the metal components used in its fuses, relays, holders and
switches from raw metal stock and makes its own contacts and
springs. However, the Company does depend upon a single
source for a substantial portion of its stamped metal end caps
for electronic fuses. The Company believes that alternative
stamping sources are available at prices which would not have
a material adverse effect on the Company. The Company also
performs its own plating (silver, nickel, zinc, tin and
oxides). In addition, all thermoplastic molded component
requirements used for such products as the AUTOFUSEr, MINIr
and Maxi product lines are met through the Company's in-
house molding capabilities.
After components are stamped, molded, plated and readied
for assembly, final assembly is accomplished on fully
automatic and semi-automatic assembly machines. Quality
assurance and operations personnel, using techniques such as
Statistical Process Control, perform tests, checks and
measurements during the production process to maintain the
highest levels of product quality and customer satisfaction.
The principal raw materials for the Company's products
include copper and copper alloys, heat resistant plastics,
zinc, melamine, glass, silver, solder, sulphate clipboard and
linerboard. The Company depends upon a sole source for
several of heat resistant plastics. The Company believes that
suitable alternative heat resistant plastics are available
from other sources at prices which would not have a material
adverse effect on the Company. All of the other raw materials
are purchased from a number of readily available outside
sources.
A computer-aided design and manufacturing system
(CAD/CAM) expedites product development and machine design,
while reliability and high power laboratories test new
products, prototype concepts and production run samples. The
Company participates in "Just-in-Time" delivery programs with
many of its major suppliers and actively promotes the building
of strong cooperative relationships with its suppliers by
involving them in pre-engineering product and process
development. The Company also sponsors an annual major
supplier conference and conducts a vendor certification
program.
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Marketing
The Company's domestic sales staff of approximately 65
people maintains relations with major OEMs and distributors.
The Company's sales and engineering personnel interact
directly with the OEM engineers to ensure maximum circuit
protection and reliability within the parameters of the OEM
design. Internationally, the Company maintains a sales staff
of approximately 25 people and sales offices in The
Netherlands, England, Singapore, Korea and China. The Company
also markets its products indirectly through a worldwide
organization of approximately 125 manufacturers'
representatives and distributes through an extensive network
of electronic, automotive and electrical distributors.
In addition to the normal risks associated with the
Company's domestic operations, the Company's international
operations entail such further risks as currency fluctuations
and the effect of international relations or the domestic
affairs of foreign countries on the conduct of business. As
of December 28, 1996, the Company's operations have not been
significantly affected by such additional risks. For
information relating to foreign sales, see "Item 7.
Management's Discussion and Analysis of Financial Condition
and Results of Operations - Geographical Business Segments."
Electronic. The Company has retained 24 manufacturers'
representatives to sell its electronic products domestically
and additional representatives to sell its electronic products
internationally. These representatives call on major OEMs and
distributors. Since the manufacturers' representatives do not
maintain inventories, the Company distributes approximately
41% of its domestic products directly to OEMs, with the
remainder distributed by more than 670 distributors
nationwide.
In the Pacific Rim, the Company maintains a direct sales
staff of five people in Singapore, one in Hong Kong and four
in Korea, one in Japan and one or more manufacturers' repre
sentatives in Japan, Singapore, Korea, Hong Kong, Taiwan,
China, Malaysia, Thailand, Philippines and Australia. In
Europe, the Company's distribution methods differ from its
domestic methods in that it maintains a direct sales force of
eight people to call on OEMs exclusively and utilizes
approximately 15 manufacturers' representatives to approach
distributors and smaller OEMs. Unlike its domestic
representatives, these manufacturers' representatives purchase
inventory from the Company to facilitate delivery and reduce
financial risks associated with currency exchange rate fluctua
tions.
Automotive. The Company sells automotive fuses through a
direct sales force in Detroit consisting of four employees.
Salespersons service all the major automotive OEMs (including
the United States manufacturing operations of foreign-based
OEMs) through both the engineering and purchasing departments
of these companies. Twenty-eight manufacturers'
representatives distribute the Company's products to
aftermarket fuse retailers such as Autozone, Pep Boys, K-Mart
and NAPA. In Europe, the Company uses both a direct sales
force and manufacturers' representatives to distribute its
products to Mercedes Benz, BMW, Volvo, Saab, Jaguar and other
OEMs, as well as aftermarket distributors. In Asia Pacific,
the
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Company has licensed its automotive fuse technology to a
Japanese firm which supplies the majority of the automotive
fuses to the Japanese manufacturing operations in the region
including Toyota, Honda and Nissan.
Power. The Company markets and sells its power fuses
through 48 manufacturers' representatives across North
America. These representatives sell power fuse products
through an electrical distribution network comprised of
approximately 1,240 distributors. These distributors have
customers that include electrical contractors, municipalities,
utilities and factories (including both MRO and OEM). Some of
the manufacturers' representatives have consigned inventory in
order to facilitate rapid customer delivery.
The Company's field sales force (including application
engineers) and manufacturers' representatives call on both
distributors and end-users (consulting engineers,
municipalities, utilities and OEMs) in an effort to educate
these customers on the capabilities and characteristics of the
Company's products.
Customers
The Company sells to over 10,000 customers worldwide. No
single customer accounted for more than 10% of net sales
during the last three years except for its Japanese stocking
representative which accounted for 11% in 1996. The Japanese
stocking representative serves over 100 customers in the Asia
Pacific electronics market. During the 1996, 1995 and 1994
fiscal years, net sales to customers outside the United States
(exports and foreign operations) accounted for approximately
38.5%, 35.3% and 30.1%, respectively, of the Company's total
net sales.
Competition
The Company's products compete with similar products of
other manufacturers, many of which have substantially greater
financial resources than the Company. In the electronic fuse
market, the Company's competitors are Bussmann, a division of
Cooper Industries, Bel Fuse, Inc., Raychem Corp., San-O
Industrial Corp. and Wickmann-Werke GmbH. In the fuseholder
portion of this market, the Company's principal competitor is
Schurter, Inc. In the automotive fuse market, the Company's
major competitor, both in sales to automobile manufacturers
and in the aftermarket, is Bussmann. The Company licenses
several of its automotive fuse designs to Bussmann. Other
auto fuse competitors include Pudenz and MTA. In the power
fuse market, the Company's major competitors include Bussmann,
Gould, Inc and Ferraz. The Company believes that it competes
primarily on the basis of innovative products, the breadth of
available product lines, the quality and design of its
products and the responsiveness of its customer service rather
than through price competition.
Backlog
The Company does not consider backlog to be a predictive
measure of results due to the Company's short delivery time.
The Company manufactures high volume products based on its
-12-
demand forecasts and manufactures low volume products based on
customer orders. The Company attempts to ship such products
to the customer within five business days of the date of the
order. Over 90% of all orders, which request delivery within
three weeks of the date of the order, are filled on time from
available stock or current production.
Employees
During 1996, the Company employed approximately 2,550
persons. Approximately 50 employees in Des Plaines and 465
employees in Mexico are covered by collective bargaining
agreements. The Des Plaines agreement expires March 31, 1999
and the Mexico agreement expires February 28, 1998. The
Company has not experienced any work stoppage or other form of
labor dispute within the last 20 years. The Company believes
that its employee relations are excellent and that its
employees, many of whom have long experience with the Company,
represent a valuable resource. The Company emphasizes
employee training and development and has established Quality
Improvement Process (QIP) training for its employees worldwide
so as to promote product quality and customer satisfaction.
Environmental Regulation
The Company is subject to numerous federal, state and
local regulations relating to air and water quality, the
disposal of hazardous waste materials, safety and health.
Compliance with applicable environmental regulations has not
significantly changed the Company's competitive position,
capital spending or earnings in the past and the Company does
not presently anticipate that compliance with such regulations
will change its competitive position, capital spending or
earnings for the foreseeable future. The Company employs an
environmental engineer to monitor regulatory matters and
believes that it is currently in compliance in all material
respects with applicable environmental laws and regulations.
ITEM 2. PROPERTIES
Littelfuse Facilities
The Company's operations are located in 19 owned or
leased facilities worldwide, containing approximately 679,000
square feet. The U.S. headquarters and principal fabrication
and distribution facility is located in Des Plaines, Illinois,
supported by three additional plants in Illinois and one in
Mexico. European headquarters and the primary European
distribution center is in Utrecht, The Netherlands, with
manufacturing plants in the United Kingdom and Switzerland.
Asia Pacific operations include a distribution center located
in Singapore, with manufacturing plants in Korea and China.
The leases referenced in the following table account for
annual rentals of approximately $913,000. The Company does
not believe that it will encounter any difficulty in renewing
its existing leases upon the expiration of their current
terms. Management believes that the Company's facilities are
adequate to meet its requirements for the foreseeable future.
-13-
The following table provides certain information
concerning the Company's facilities:
Lease
Expir-
Size Lease/ ation Industry
Location Use (sq.ft.) Own Date Focus
Des Plaines, Administrat 340,000 Owned -- Auto,
Illinois ive, Electronic,
Engineering, Power
Manufacturi
ng, Testing
and
Research
Centralia, Manufacturing 45,200 Owned -- Electronic
Illinois
Arcola, Illinois Manufacturing 36,000 Owned -- Power
Watseka, Manufacturing 26,000 Leased(1)1999 Auto,
Illinois Electronic
Watseka, Storage 5,000 Owned -- Other
Illinois
Farmington Administrative 1,562 Leased 1999 Auto
Hills, Michigan
Piedras Negras, Manufacturing 50,300 Leased 1997 Auto,
Mexico Electronic,
Power
Piedras Negras, Manufacturing 11,848 Leased 1997 Electronic and
Mexico Power
Washington, Manufacturi Electronic,
England ng, 60,000 Owned -- Auto, Other
Sales and
Distribution
Utrecht, The Warehousing 8,680 Leased 1998 Auto,
Netherlands Electronic,
Other
Utrecht, The Sales, 12,000 Owned -- Auto,
Netherlands Administrative Electronic,
and Engineering Other
Grenchen, Manufacturing 11,000 Owned -- Auto
Switzerland
Singapore Sales and 5,845 Leased 1998 Electronic
Distribution
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Lease
Expir-
Size Lease/ ation Industry
Location Use (sq.ft.) Own Date Focus
Seoul, Korea Sales and 20,000 Leased 2000 Electronic,
Manufacturing Auto
Suzhou, China Manufacturi 40,000 Owned -- Electronic
ng
Suzhou, China Manufacturi 5,230 Leased 1997 Electronic
ng
Honk Kong, Japan Sales 920 Leased 1998 Electronic
Yokohama, Japan Sales 1,815 Leased 1999 Electronic
Sao Paulo, Sales and
Brazil Distribution 1,200 Leased 1997 Electronic,
Auto
<FN>
<F1>(1) The lease of the manufacturing facility
in Watseka, Illinois, provides that the
Company may purchase the leased facility
upon certain terms and conditions.
</FN>
ITEM 3. Legal Proceedings
The Company is not a party to any legal proceedings which
it believes will have a material adverse effect upon the
conduct of its business or its financial position.
ITEM 4. Submission of Matters to a Vote of Security Holders
There were no matters submitted to the Company's
stockholders during the fourth quarter of fiscal 1996.
Executive Officers of Registrant
The executive officers of the Company are as
follows:
Name Age Position
Howard B. Witt 56 Chairman of the Board, President
and Chief Executive Officer
Jon B. Anderson 48 Vice President, Human Resources
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Kenneth R. Audino 53 Vice President, Quality Assurance and
Reliability
William S. Barron 54 Vice President, Marketing and Sales
James F. Brace 51 Vice President, Treasurer and Chief
Financial Officer
David J. Krueger 59 Vice President, Engineering
Lloyd J. Turner 53 Vice President, Operations
Hans Ouwehand 50 Vice President, European Operations
Mary S. Muchoney 51 Secretary
Officers of Littelfuse are elected by the Board of Directors
and serve at the discretion of the Board.
Howard B. Witt was elected to the position of Chairman of
the Board in May, 1993. He was promoted to President and
Chief Executive Officer of Old Littelfuse in February 1990.
Prior to his appointment as President and Chief Executive
Officer, Mr. Witt served in several other key management
positions with Old Littelfuse, including Operations Manager
from March 1979 to January 1986, Vice President-Manufacturing
from January 1986 to January 1988, and Executive Vice
President with full operating responsibilities for all U.S.
activities from January 1988 to February 1990. Prior to
joining Old Littelfuse, Mr. Witt was a division president of
Keene Corporation from 1974 to 1979. Mr. Witt currently
serves as a member of the Board of Directors of Franklin
Electric Co., Inc. and is a member of the Electronic
Industries Association Board of Governors. He is also a
director of the Artisan Small Cap Fund.
Jon B. Anderson, Vice President, Human Resources, has
responsibility for implementation of strategic human resources
planning, team development and other related initiatives. He
joined Littelfuse in May 1993 from R.R. Donnelley & Sons
Company, Business Services Division where he was Director of
Administrative Services from 1988 to early 1993. Mr.
Anderson's total employment with Donnelley encompassed over 22
years.
Kenneth R. Audino, Vice President, Quality Assurance and
Reliability, oversees all product reliability and quality
assurance activities corporate-wide and also directs corporate
environmental affairs. Mr. Audino joined Old Littelfuse as a
Control Technician in 1964. From 1964 to 1977, he progressed
through several quality and reliability positions to Manager
-16-
of Reliability and Standards. In 1983, he became Managing
Director of the European Headquarters of Old Littelfuse and
later was named Corporate Director of Quality Assurance and
Reliability. He was promoted to his current position in 1988.
William S. Barron, Vice President, Sales and Marketing,
has responsibility for the general direction of all sales,
marketing and related support functions. He also is
responsible for the Information Services Department. Mr.
Barron joined Old Littelfuse in March 1991. From August 1981
to March 1991, Mr. Barron served as Director of Sales and
Marketing of Cinch Manufacturing and the General Manager of
one of its domestic divisions. Cinch Manufacturing is a
subsidiary of Labinal Corporation.
James F. Brace, Vice President, Treasurer and Chief
Financial Officer, has responsibility for the treasury,
financial control and financial reporting functions of the
Company. Mr. .Brace joined the Company in May 1992. From
April 1987 to May 1992, he was employed by Sanford
Corporation, a marker, writing instrument and office supplies
manufacturer. At Sanford he was elected Chief Financial
Officer in April 1987, Treasurer in April 1988 and Vice
President in July 1989. From March 1983 to April 1987 he was
Vice President - Finance and Administration of Iroquois
Industries Corp., a paper and office supplies distributor.
David J. Krueger, Vice President, Engineering, directs
all product feasibility, design, development and testing
activities. Joining Old Littelfuse as an Industrial Fuse
Engineering Manager in 1982, he was named Manager of Circuit
Protection Devices in 1984, promoted to Director of
Engineering in January 1986 and promoted to his current
position one year later. Prior to joining Old Littelfuse, Mr.
Krueger worked for 15 years as an Engineering Manager for the
Economy Fuse Division of Federal Electric, and for six years
as a Plant Manager for Federal Pacific Reliance Electric.
Lloyd J. Turner, Vice President, Operations, has
responsibility for manufacturing operations and related
support functions. Mr. Turner joined Old Littelfuse in
October 1988, as Director of Manufacturing Operations after
having served as an Operations Manager with Texas Instruments
from November 1984 to September 1988. He was promoted to his
current position in 1991.
Hans Ouwehand, Vice President, European Operations, has
complete responsibility for all sales, marketing, research and
development, and manufacturing activities covering the entire
range of electronic, automotive and aftermarket products sold
by the Company in Europe. Mr. Ouwehand joined Old Littelfuse
in 1984 as Sales Manager, Europe, Electronics Division. He
was later promoted to the position of European Sales and
Marketing Manager for all Littelfuse products and in 1986 to
the position of General Manager-European Operations. Prior to
joining Old Littelfuse, his industrial background included
research and development work with Sperry Rand and sales and
product management with Lameris Medical Instruments.
-17-
Mary S. Muchoney has served as Corporate Secretary since
1991, after joining Old Littelfuse in 1977. She is
responsible for providing all secretarial and administrative
functions for the President and Littelfuse Board of Directors.
Ms. Muchoney is a member of the American Society of Corporate
Secretaries.
PART II
ITEM 5. Market for Registrant's Common Equity and Related
Stockholder Matters
The information set forth under "Quarterly Stock Price"
of Exhibit 13.1 filed as a part of this Annual Report on Form
10-K is incorporated herein by reference. As of March 14,
1997 there were 243 holders of record of the Company's Common
Stock and in excess of 1,900 beneficial holders of its Common
Stock.
Since September 22, 1992, shares of the Common Stock have
been traded in the over-the-counter market and quotations are
reported using the symbol "LFUS" on the National Association
of Securities Dealers Automated Quotations ("NASDAQ") National
Market System.
The Company has not paid any cash dividends since reorganization.
Future dividend policy will be determined by the Board of
Directors based upon their evaluation of earnings, cash
availability and general business prospects. Currently, there
are restrictions on the payment of dividends contained in the
Company's Credit Agreement which relate to the maintenance of
certain restricted payment ratios.
ITEM 6. Selected Financial Data
The information set forth under "Selected Financial Data
- - Five Year Summary" of Exhibit 13.1 filed as a part of this
Annual Report on Form 10-K is incorporated herein by
reference.
ITEM 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations
The information set forth under "Management's Discussion
and Analysis of Financial Condition and Results of Operations"
of Exhibit 13.1 filed as a part of this Annual Report on Form
10-K is incorporated herein by reference.
ITEM 8. Financial Statements and Supplementary Data
The Report of Independent Auditors, Management's
Statement of Responsibility and the Consolidated Financial
Statements and notes thereto of the Company set forth on
Exhibit 13.1 filed as a part of this Annual Report on Form 10-
K are incorporated herein by reference.
-18-
ITEM 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure
None.
PART III
ITEM 10. Directors and Executive Officers of the Registrant
The information set forth under "Election of Directors"
in the Proxy Statement is incorporated herein by reference.
The information set forth under "Executive Officers of the
Registrant" in Part I of this Report is incorporated herein by
reference.
ITEM 11. Executive Compensation
The information set forth under "Compensation of
Executive Officers" in the Proxy Statement is incorporated
herein by reference, except for the sections captioned
"Reports of the Compensation Committee and Stock Option
Committee on Executive Compensation" and "Company
Performance."
ITEM 12. Security Ownership of Certain Beneficial Owners and
Management
The information set forth under "Ownership of Littelfuse,
Inc. Common Stock" in the Proxy Statement is incorporated
herein by reference.
ITEM 13. Certain Relationships and Related Transactions
The information set forth under "Certain Relationships
and Related Transactions" in the Proxy Statement is
incorporated herein by reference.
PART IV
ITEM 14. Exhibits, Financial Statement Schedules and Reports
on Form 8-K
(a) Financial Statements and Schedules
(1) Financial Statements. The following
financial statements set forth in Exhibit 13.1
filed as a part of the Annual Report on Form
10-K and incorporated herein by reference.
(i) Consolidated Statements of
Financial Condition as of December
28, 1996 and December 31, 1995.
(ii) Consolidated Statements of Income for
the years ended December 28, 1996, December 31, 1995
and 1994.
-19-
(iii) Consolidated Statements of Cash Flows
for the years ended December 28, 1996, December 31,
1995 and 1994.
(iv) Consolidated Statements of Shareholders' Equity
for the years ended December 28, 1996, December
31, 1995 and 1994.
(v) Notes to Consolidated Financial Statements.
(2) Financial Statement Schedules. The following
financial statement schedules are submitted herewith for the
periods indicated therein.
(I) Schedule II-Valuation and Qualifying
Accounts and Reserves
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.
(3) Exhibits
See Exhibit Index on pages 21-23, incorporated
herein by reference.
(b) Reports on Form 8-K
There were no reports on Form 8-K during the fourth
quarter of 1996.
-20-
LITTELFUSE, INC.
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES
(In Thousands)
Balance Additions Charged Balance
at Charged to Deductions at
Description Beginni to Other End of Year
ng Costs Accounts (A)
of Year and
Expenses
Year ended December 28,
1996
Allowance for losses
on accounts receivable $ 863 $ 236 $ 203 $ 896
Reserves for sales
discounts and
allowances $ 3,038 $ 1,123 $ -- $ 4,161
Year ended December 31,
1995
Allowance for losses
on accounts receivable $ 716 $ 275 $ 128 $ 863
Reserves for sales
discounts
and allowances $2,525 $ 513 $ -- $ 3,038
Year ended December 31,
1994
Allowance for losses
on accounts receivable $ 692 $ 155 $ 131 $ 716
Reserves for sales
discounts
and allowances . . $2,134 $ 391 $ -- $ 2,525
<FN>
<F1>
(A) Write-off of uncollectible accounts, net of recoveries
and foreign currency translation.
-21-
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.
Littelfuse, Inc.
By /s/ Howard B. Witt
Howard B. Witt,
Chairman, President and
Chief Executive Officer
Date: March 19, 1997
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 dates indicated:
/s/ Howard B. Witt Chairman of the Board, President
Howard B. Witt and Chief Executive Officer
/s/ Anthony Grillo Director
Anthony Grillo
/s/ Bruce A. Karsh Director
Bruce A. Karsh
/s/ John E. Major Director
John E. Major
/s/ John J. Nevin Director
John J. Nevin
/s/ James F. Brace Vice President, Treasurer
James F. Brace and Chief Financial Officer
(Principal Financial Officer)
-22-
LITTELFUSE INC.
INDEX TO EXHIBITS
Sequentialc)
Page
Number Description of Exhibita) Number
2.1 Plan of Reorganization under Chapter 11 of
the Bankruptcy Code of Old Littelfuse.
3.1 Certificate of Incorporation (as amended to date).
3.1A Certificate of Designations of Series A Preferred
Stock (filed as Exhibit 4.2 to the Company's Current
Report on Form 8-K dated December 1, 1995 (1934 Act File
No.0-20388) and incorporated herein by reference).
3.2 Bylaws (filed as Exhibit 3.1 to the Company's Current
Report on Form 8-K dated December 1, 1995 (1934 Act
File No. 0-20388) and incorporated herein by reference).
4.1 Credit Agreement among Littelfuse, Inc., as borrower, the
lenders named therein and the First National
Bank of Chicago, as agent, dated as of August 31, 1993.
4.1A Amendment No. 1 to Credit Agreement, dated as of March 31,
1994. (Filed as Exhibit 4.1A to the Company's Form 10-K
for the year ended December 31, 1995.)
4.1B Amendment No. 2 to Credit Agreement, dated as of June 16,
1995. (Filed as Exhibit 4.1A to the Company's Form
10-K for the year ended December 31, 1995.)
4.2 Registration Rights Agreement, dated as of
December 27, 1991, between Littelfuse, Inc. and The
Toronto-Dominion Bank Trust Company, as agent.
4.3 Warrant Agreement, dated as of December 27, 1991,
between Littelfuse, Inc., and LaSalle National Trust,
N.A., as warrant agent, together with form of Warrant.
____________
a) All of the exhibits, (except those filed herewith or
specifically noted as being incorporated by reference from a
different filing under the 1933 Act or 1934 Act) were filed as
exhibits to the Company's Form 10 as filed with the
Securities and Exchange Commission which became effective on
September 16, 1992 (1934 Act File No. 0- 20388) and are
incorporated herein by reference.
b) Filed herewith.
-23-
c) This information appears only in the manually signed
copy of the report.
d) Indicates an employee benefit plan, management
contract or compensatory plan or arrangement in which a named
executive officer participates.
Sequentialc)
Page
Number Description of Exhibit a) Number
4.4 Stock Plan for Employees and Directors of
Littelfuse, Inc. d)
4.5 Form of Stock Option Agreement
4.6 Specimen Common Stock certificate.
4.7 Littelfuse, Inc. Retirement Plan dated January
1, 1992, as amended and restated.d)
4.8 Littelfuse, Inc. 401(k) Savings Plan.d)
4.9 Note Purchase Agreement, dated as of August 31, 1993,
relating to $45,000,000 principal amount of Littelfuse,
Inc. 6.31% Senior Notes due August 31, 2000.
4.10 Littelfuse Rights Plan Agreement, dated as of December 15,
1995, between Littelfuse, Inc. and LaSalle National
Bank, as Rights Agent, together with Exhibits thereto
(filed as Exhibit 1 to the Company's Form 8-A
Registration Statement dated December 4, 1995 (1934
Act File No. 0-20388)
10.1 Lease Agreement (with option to purchase),dated December 27,
1991, between Littelfuse, Inc. and Westmark Systems, Inc.
10.2 Tax Indebtedness Sharing Agreement, dated December 27, 1991,
between Littelfuse, Inc., Tracor, Inc. and certain other companies.
b)10.3 Patent License Agreement, dated as of July 28, 1995, between
Littelfuse, Inc. and Pacific Engineering Company, Ltd.
10.4 MINIr and MAXITM License Agreement, dated as of June 21,
1989, between Littelfuse, Inc. and McGraw-Edison Company.
10.5 Patent License Agreement, dated as of January 1, 1987,
between Littelfuse, Inc. and Cooper Industries, Inc.
-24-
Sequentialc)
Page
Number Description of Exhibit a) Number
10.6 1993 Stock Plan for Employees and Directors of
Littelfuse, Inc. (filed as Exhibit 10.1 to the Company's
Form 10-Q for the quarterly period ended June 30, 1995
(1934 Act File No. 0-20388) and incorporated herein by
reference.d)
10.7 Littelfuse, Inc. Supplemental Executive Retirement Plan.d)
10.8 Littelfuse Deferred Compensation Plan for Non-employee
Directors.d)
10.9 Littelfuse Executive Loan Program (filed as Exhibit
10.2 to the Company's Form 10Q for the quarterly period
ended June 30, 1995 (1934 Act File No. 0-20388) and
incorporated herein by reference.d)
b10.10 Employment Agreement dated as of September1, 1996 between
Littelfuse, Inc. and Howard B. Witt. d)
b)10.11 Change of Control Employment Agreement dated
as of September 1, 1996 between Littelfuse, Inc. and Howard
B. Witt. d)
b)10.12 Form of change of Control Employment Agreement
dated as of September 1, 1996 between Littelfuse, Inc.
and Messrs. Anderson, Audino, Barron, Brace, Krueger
and Turner. d)
b)11.1 Computation of Net Income per Share.
b)13.1 Portions of Littelfuse Annual Report to Stockholders
for the year ended December 28, 1996.
b)22.1 Subsidiaries.
b)23.1 Consent of Independent Auditors.
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