1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 1997 Commission file number 1-7088 ------------------ ------ AMERICAN BUSINESS PRODUCTS, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Georgia 58-1030529 - -------------------------------------------------------------------------------- (State of Incorporation) (IRS Employer Identification No.) 2100 RiverEdge Parkway, Suite 1200, Atlanta, Georgia 30328 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (770) 953-8300 -------------- 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 --- --- Common Stock, $2.00 par value 16,431,580 shares - ----------------------------- ----------------- (Class) (Outstanding at September 30, 1997) Page 1 of 13 Exhibit Index on Page 13 2 Part I -- FINANCIAL INFORMATION Item 1. Financial Statements AMERICAN BUSINESS PRODUCTS, INC. CONDENSED CONSOLIDATED INCOME STATEMENTS FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996 (UNAUDITED) (Dollars in thousands except per share data) Three Months Ended September 30, 1997 1996 - -------------------------------- --------------- -------------- NET SALES $ 124,269 $ 157,993 --------------- -------------- COST AND EXPENSES Cost of goods sold 88,125 109,856 Selling and administrative expenses 29,004 35,860 Restructuring and other charges - 1,498 --------------- -------------- 117,129 147,214 --------------- -------------- OPERATING INCOME 7,140 10,779 OTHER INCOME (EXPENSE) Interest expense (1,322) (1,774) Miscellaneous - net 1,896 1,645 --------------- -------------- 574 (129) --------------- -------------- INCOME BEFORE INCOME TAXES 7,714 10,650 PROVISION FOR INCOME TAXES 3,070 4,271 --------------- -------------- NET INCOME $ 4,644 $ 6,379 =============== ============== EARNINGS PER COMMON SHARE $ 0.28 $ 0.39 DIVIDENDS PER COMMON SHARE $ 0.155 $ 0.145 WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING 16,427,313 16,399,943 Nine Months Ended September 30, 1997 1996 - ------------------------------- --------------- -------------- NET SALES $ 379,385 $ 472,394 --------------- -------------- COST AND EXPENSES Cost of goods sold 268,517 332,032 Selling and administrative expenses 85,345 106,205 Restructuring and other charges - 5,799 --------------- -------------- 353,862 444,036 --------------- -------------- OPERATING INCOME 25,523 28,358 OTHER INCOME (EXPENSE) Interest expense (4,588) (5,452) Miscellaneous - net 8,550 3,679 --------------- -------------- 3,962 (1,773) --------------- -------------- INCOME BEFORE INCOME TAXES 29,485 26,585 PROVISION FOR INCOME TAXES 11,396 10,412 --------------- -------------- NET INCOME $ 18,089 $ 16,173 =============== ============== EARNINGS PER COMMON SHARE $ 1.10 $ 0.99 DIVIDENDS PER COMMON SHARE $ 0.465 $ 0.435 WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING 16,416,565 16,392,705 See accompanying notes to the condensed consolidated financial statements. 2 3 AMERICAN BUSINESS PRODUCTS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (Dollars in thousands) September 30, December 31, 1997 1996 ---------------- -------------- (Unaudited) CURRENT ASSETS Cash and cash equivalents $ 53,639 $ 82,516 Short-term investments 31,409 - Accounts receivable, less allowances of $2,024 and $1,885 56,757 60,082 Inventories 34,766 38,911 Other 9,401 12,046 --------------- -------------- Total Current Assets 185,972 193,555 PROPERTY, PLANT AND EQUIPMENT - AT COST Land 2,998 3,114 Buildings and improvements 43,499 37,476 Machinery, equipment and software 108,756 97,796 Construction in progress 7,584 10,952 --------------- -------------- 162,837 149,338 Less accumulated depreciation 73,373 67,409 --------------- -------------- 89,464 81,929 INTANGIBLE ASSETS FROM ACQUISITIONS Goodwill, less amortization of $4,747 and $4,077 27,455 28,125 Other, less amortization of $4,865 and $4,586 1,083 1,362 --------------- -------------- 28,538 29,487 DEFERRED INCOME TAXES 12,369 12,987 OTHER ASSETS 20,830 22,533 --------------- -------------- TOTAL ASSETS $ 337,173 $ 340,491 =============== ============== CURRENT LIABILITIES Accounts payable $ 41,137 $ 49,142 Salaries and wages 8,352 11,957 Profit sharing contributions 1,980 3,717 Current maturities of long-term debt 12,078 12,047 --------------- -------------- Total Current Liabilities 63,547 76,863 LONG-TERM DEBT 54,559 54,958 SUPPLEMENTAL RETIREMENT BENEFITS 17,789 18,492 POSTRETIREMENT AND POSTEMPLOYMENT BENEFITS 17,580 17,187 STOCKHOLDERS' EQUITY Common stock - $2 par value; authorized 50,000,000 shares, issued 16,667,039 and 16,620,848 shares 33,334 33,242 Additional paid-in capital 6,849 6,118 Retained earnings 146,458 136,003 Foreign currency translation adjustment 615 651 --------------- -------------- 187,256 176,014 Less 235,459 and 213,256 shares of common stock in treasury - at cost 3,558 3,023 --------------- -------------- 183,698 172,991 --------------- -------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 337,173 $ 340,491 =============== ============== See accompanying notes to condensed consolidated financial statements. 3 4 AMERICAN BUSINESS PRODUCTS, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996 (UNAUDITED) (Dollars in thousands) 1997 1996 --------------- -------------- CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 18,089 $ 16,173 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 10,523 12,804 Gain on disposition of plant and equipment (3,753) (1,881) Amortization of discount on short-term investments (1,271) - Change in assets and liabilities: Decrease in accounts receivable 3,325 7,410 Decrease in inventories 4,145 5,105 Increase in other current assets (139) (3,470) Decease in intangible and other assets 198 15 (Decrease) increase in accounts payable (8,005) 518 Decrease in other current liabilities (5,342) (3,766) (Decrease) increase in supplemental retirement benefits and postemployment benefits (310) 1,456 Decrease (increase) in deferred income taxes 618 (1,164) --------------- -------------- Total adjustments (11) 17,027 Net cash provided by operating activities 18,078 33,200 CASH FLOWS FROM INVESTING ACTIVITIES Purchase of short-term investment (47,344) - Proceeds from sale of short-term investment 17,206 - Decrease (increase) in cash value of life insurance 1,590 (214) Additions to plant and equipment (17,499) (21,063) Proceeds from disposition of plant and equipment 6,806 3,709 --------------- -------------- Net cash used in investing activities (39,241) (17,568) CASH FLOWS FROM FINANCING ACTIVITIES Increase in long-term debt - 6,460 Reductions of long-term debt (368) (3,221) Sales and exchanges of common stock 288 249 Dividends paid (7,634) (7,131) --------------- -------------- Net cash used by financing activities (7,714) (3,643) Net (decrease) increase in cash and cash equivalents (28,877) 11,989 Cash and cash equivalents at beginning of period 82,516 29,023 --------------- -------------- Cash and cash equivalents at end of period $ 53,639 $ 41,012 =============== ============== See accompanying notes to condensed consolidated financial statements. 4 5 AMERICAN BUSINESS PRODUCTS, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 1. Unaudited Condensed Consolidated Financial Statements The condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles which in certain instances require the use of management's estimates. The information contained in these condensed consolidated financial statements and notes for the three and nine month periods ended September 30, 1997 and 1996 is unaudited but, in the opinion of management, all adjustments necessary for a fair presentation of such information have been made. All such adjustments are of a normal recurring nature. Reclassifications of certain 1996 amounts have been made to conform with the 1997 presentation. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted pursuant to applicable rules and regulations of the Securities and Exchange Commission. The condensed consolidated financial statements included herein should be read in conjunction with the audited financial statements and notes thereto contained in the Company's Annual Report on Form 10-K for the year ended December 31, 1996. 2. Consolidation Policy The condensed consolidated financial statements include the accounts of the Company and its subsidiaries, all of which are wholly-owned. Intercompany balances and transactions have been eliminated. 3. New Accounting Standard In February 1997, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 128, "Earnings per Share" ("SFAS No. 128"). This Statement establishes new standards for computing and presenting earnings per share ("EPS") information. SFAS No. 128 simplifies the computation of earnings per share currently required by ABP Opinion No. 15 and its related interpretations. The new Statement replaces the presentation of "primary" (and when required "fully diluted") earnings per share with "basic" and "diluted" earnings per share. This Statement is effective for financial statements issued for periods ending after December 15, 1997, including interim periods; earlier application is not permitted. The Company's computation of basic EPS under SFAS No. 128 for 1997, 1996, and 1995 will not be materially different than EPS previously reported. 4. Nature of Operations The Company markets envelope products, business forms, labels and other supplies for business and industry and, except for business forms, manufactures such supplies; manufactures and distributes hardcover and softcover books for the publishing industry; and provides extrusion coating and laminating of papers, films, and nonwoven fabrics for use in medical, industrial and consumer packaging. The markets for these products are located principally throughout the continental United States. 5. Net Income Per Share Net income per common share is based upon the weighted average number of shares outstanding during each period: 16,427,313 and 16,399,943 for the three month periods ended September 30, 1997 and 1996, respectively, and 16,416,565 and 16,392,705 for the nine month periods ended September 30, 1997 and 1996, respectively. 5 6 6. Short-Term Investments Short-term investments consist of Federal Agency notes with original maturities at date of purchase of less than one year but greater than 90 days. These investments are readily purchased or sold using established markets. Such short-term investments are stated at cost plus accrued income, which approximates fair value. 7. Inventories ($000's) Inventories consisted of the following at the dates indicated: September 30, December 31, 1997 1996 ---- ---- Products finished or in process $18,589 $15,825 Raw materials 16,070 22,413 Supplies 107 673 ------- ------- Total $34,766 $38,911 ======= ======= Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations Net sales for the third quarter of 1997 were $124,269,000, a 21.3% decrease from the $157,993,000 of net sales for the third quarter of 1996. Net sales for the nine months ended September 30, 1997 were $379,385,000, a decrease of 19.7% from the $472,394,000 of net sales for the nine months ended September 30, 1996. Included in the results for 1996 were net sales of $32,437,000 and $98,961,000 for the three month and nine month periods, respectively, related to Vanier Graphics Corporation ("Vanier"), which operated the Company's former business forms manufacturing business which was sold on December 31, 1996. Exclusive of Vanier's revenue, the Company's net sales for the third quarter 1997 decreased 1.0% from net sales in the third quarter of 1996 due primarily to lower sales at the Company's principal printed business supplies subsidiary, Curtis 1000 Inc. ("Curtis") and its book manufacturing subsidiary, BookCrafters USA, Inc. ("BookCrafters"). Exclusive of Vanier's revenue, the Company's net sales for the nine months ended September 30, 1997 increased 1.6% over the nine months ended September 30, 1996 due to higher sales at the Company's other printed business supplies subsidiaries, Discount Labels, Inc. and International Envelope, Inc. and its extrusion coating and laminating subsidiary, Jen-Coat, Inc. ("Jen-Coat"). Cost of goods sold, expressed as a percentage of sales, for the third quarter of 1997 was 70.9% compared to 69.5% for the third quarter of 1996. Cost of goods sold, expressed as a percentage of sales, for the nine months ended September 30, 1997 was 70.8% compared to 70.3% for the nine months ended September 30, 1996. Included in the results for 1996 were cost of goods sold of $22,871,000 and $70,573,000 for the three month and nine month periods, respectively, related to Vanier. Exclusive of the Vanier portion, the Company's cost of goods sold, expressed as a percentage of sales, for the third quarter of 1996 was 69.3% and cost of goods sold, expressed as a percentage of sales, for the nine months ended September 30, 1996 was 70.0%. The increases resulted primarily from lower sales at Curtis and BookCrafters, and during the third quarter of 1997, a less favorable sales mix at Jen-Coat. Selling and administrative expenses for the third quarter of 1997 were 23.3% of sales, compared to 22.7% for the third quarter of 1996. Selling and administrative expenses for the nine months ended September 30, 1997 were 22.5% of sales compared to 22.5% for the nine months ended September 30, 1996. Included in the results for 1996 were selling and administrative expenses of $8,044,000 and $23,777,000 for the three and nine month periods, respectively, related to Vanier. Exclusive of the Vanier portion, the Company's selling and administrative expenses for the third quarter of 1996 were 22.2% of sales and 22.1% of sales for the nine months ended September 30, 6 7 1996. The increased selling and administrative expense resulted primarily from the costs of consulting services, retained in the third quarter of 1997 to address issues, including the reduced sales and margins at Curtis and BookCrafters. The Company had pre-tax restructuring charges in the third quarter of 1996 of $1,498,000 and $5,799,000 for the nine months ended September 30, 1996, related mainly to the major plant consolidation program completed in early 1997 at Curtis. While the Company has not recorded restructuring charges during the first nine months of 1997, costs and processing bottlenecks related to the plant consolidation program had an adverse impact on the Company's revenues and income during the third quarter of 1997 and the first nine months of 1997. Although the Company's plant consolidation program includes actions intended to reduce these adverse impacts, to improve customer service, to reduce costs, and to realize the value of realty rendered redundant by the plant consolidation program, the timing and magnitude of the effects of such actions is subject to uncertainty. Interest expense for the third quarter of 1997 was $1,322,000, a decrease of 25.5% from the $1,774,000 for the third quarter of 1996. Interest expense for the nine months ended September 30, 1997 was $4,588,000, a 15.8% decrease from the $5,452,000 for the nine months ended September 30, 1996. Interest expense related to Vanier was not material for either period. The decreased interest expense resulted primarily from interest capitalized in conjunction with capital projects and reduced long term debt. Miscellaneous net income for the third quarter of 1997 was $1,896,000, an increase of 15.3% from the $1,645,000 for the third quarter of 1996. Miscellaneous net income for the nine months ended September 30, 1997 was $8,550,000, an increase of 132.4% over the $3,679,000 for the nine months ended September 30, 1996. Included in the 1996 results were miscellaneous net expense of $168,000 and miscellaneous net income of $408,000 for the three and nine month periods, respectively, related to Vanier. Exclusive of Vanier, miscellaneous net income for the third quarter of 1996 and nine months ended September 30, 1996, would have been $1,813,000 and $3,271,000, respectively. The third quarter increase resulted primarily from interest earned on the investment of funds from the sale of Vanier. The year to date increase resulted primarily from interest earned on the investment of funds from the sale of Vanier as well as pre-tax gains of $2,846,000 on the sale of realty. The Company's effective tax rate was 39.8% and 40.1% for the third quarter of 1997 and third quarter of 1996, respectively. The effective tax rate was 38.7% and 39.2% for the nine month periods ending September 30, 1997 and September 30, 1996, respectively. Exclusive of Vanier, the effective tax rate was 39.7% and 38.7% for the third quarter of 1996 and nine months ended September 30, 1996, respectively. Financial Condition The current ratio increased to 2.9 to 1.0 at September 30, 1997 from 2.5 to 1.0 at December 31, 1996. The Company believes its liquid current assets, internal cash flow, availability of additional borrowing under its existing loan agreements, and to the extent necessary, additional external financing, should adequately meet the Company's needs for the foreseeable future. Investing activities in 1997 included capital expenditures of $17,499,000 and the purchase of short term investments, net of redemptions, of $30,138,000. In addition, the Company paid $7,634,000 in dividends through September 30, 1997 and reduced long-term debt by $368,000. The Company maintains a revolving credit agreement (the "Credit Agreement") with a bank providing for loans up to $35,000,000 at per annum interest rates related to prime and Eurocurrency rates. At September 30, 1997 there were no borrowings under this Credit Agreement. During 1997 the term of the Credit Agreement was extended until April 22, 2000. Curtis has borrowed approximately $6.5 million through a variable interest rate industrial revenue bond (the "Bond") due May 1, 2031. The interest rate on the Bond was 4.25% at September 30, 1997. The Bond is supported by a letter of credit issued pursuant to the Credit Agreement which commensurately reduces the balance available to the Company under the Credit Agreement. 7 8 Pro Forma Financial Information The accompanying unaudited pro forma condensed consolidated financial statements give effect to the Vanier sale as if the transaction occurred on December 31, 1995. The pro forma condensed consolidated financial statements of the Company are presented for informational purposes only and their inclusion in this report is not intended to intimate that the pro forma information is a more meaningful indicator of the results of operations than the Company's reported financial results. Further, the pro forma information may not reflect the Company's future results of operations or what the results of operations of the Company would have been had the Vanier sale occurred at the date indicated. 8 9 UNAUDITED PRO FORMA CONDENSED CONSOLIDATED INCOME STATEMENTS FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996 (Dollars in thousands, except per share data) Three Months Ended September 30, 1997 1996 - -------------------------------- --------------- -------------- NET SALES $ 124,269 $ 125,556 --------------- -------------- COST AND EXPENSES Cost of goods sold 88,125 86,985 Selling and administrative expenses 29,004 27,816 Restructuring and other charges - 1,129 --------------- -------------- 117,129 115,930 --------------- -------------- OPERATING INCOME 7,140 9,626 OTHER INCOME (EXPENSES) Interest expense (1,322) (1,720) Miscellaneous-net 1,896 1,813 (1) --------------- -------------- 574 93 --------------- -------------- INCOME BEFORE INCOME TAXES 7,714 9,719 PROVISION FOR INCOME TAXES 3,070 3,855 --------------- -------------- NET INCOME $ 4,644 $ 5,864 =============== ============== EARNINGS PER COMMON SHARE $ 0.28 $ 0.36 WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING 16,427,313 16,399,943 Nine Months Ended September 30, 1997 1996 - ------------------------------- --------------- -------------- NET SALES $ 379,385 $ 373,433 --------------- -------------- COST AND EXPENSES Cost of goods sold 268,517 261,459 Selling and administrative expenses 85,345 82,428 Restructuring and other charges - 4,472 --------------- -------------- 353,862 348,359 --------------- -------------- OPERATING INCOME 25,523 25,074 OTHER INCOME (EXPENSES) Interest expense (4,588) (5,195) Miscellaneous-net 8,550 3,271 (1) --------------- -------------- 3,962 (1,924) --------------- --------------- INCOME BEFORE INCOME TAXES 29,485 23,150 PROVISION FOR INCOME TAXES 11,396 8,951 --------------- -------------- NET INCOME $ 18,089 $ 14,199 =============== ============== EARNINGS PER COMMON SHARE $ 1.10 $ 0.87 WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING 16,416,565 16,392,705 9 10 (1) Does not include interest income of approximately $526 and $1,550 for the three and nine months ended September 30, 1996, respectively, which the Company would have received had the net proceeds of the Vanier Sale been invested in money market instruments throughout the first, second, and third quarters of 1996. Results for the third quarter of 1997 included gains of $317,000 after tax, or $0.02 per share, on the disposal of realty rendered redundant to operating needs by the Company's plant consolidation program which commenced in the first quarter of 1996 and concluded with the final planned plant closing in the first quarter of 1997. Without this gain the third quarter of 1997 would have shown net income of $4,326,000 or $0.26 per share. Results for the third quarter of 1996 included a restructuring charge of $893,000 after tax, or $0.05 per share, and realty gains of $651,000 after tax, or $0.04 per share, related to the plant consolidation program. Also, the Company's former business forms manufacturing business which the Company sold on December 31, 1996, provided revenues of $32,437,000 and after tax earnings contribution (net of interest income that would have been earned had the sale proceeds instead been invested in money market instruments throughout the quarter) of $584,000, or $0.04 per share, for the third quarter of 1996. Without the restructuring charge, the related realty gain and the business forms manufacturing businesses' revenues and earnings contribution, the third quarter of 1996 would have shown revenues of $125,556,000 and net income of $6,037,000 or $0.37 per share. Results for the nine months ended September 30, 1997 included after tax gains of $1,696,000, or $0.10 per share, on the disposal of realty rendered redundant to operating needs by the Company's plant consolidation program. Without the realty gains, the Company would have shown net income of $16,393,000, or $1.00 per share, for the nine months. Results for the nine months ended September 30, 1996 included a restructuring charge of $3,439,000 after tax, or $0.21 per share, related to the plant consolidation program and gains of $838,000 after tax or $0.05 per share upon sales of realty rendered redundant by the plant consolidation program. Also, the Company's former business forms manufacturing business which the Company sold on December 31, 1996, provided revenues of $98,961,000 and after tax earnings contribution (net of interest income that would have been earned had the sale proceeds instead been invested in money market instruments throughout the first nine months of 1996) of $1,674,000, or $0.11 per share, for the first nine months of 1996. Without the restructuring charge, the related realty gains and the business forms manufacturing businesses' revenues and earnings contribution, the first nine months of 1996 would have shown revenues of $373,433,000 and net income of $17,100,000 or $1.04 per share. Risks and Uncertainties As a result of lower revenues at BookCrafters and Curtis and difficulties reducing costs and processing bottlenecks at Curtis, particularly during the third quarter of 1997, the Company is investigating and considering taking additional actions to address these problems. Certain of these actions, if implemented, would result in future charges to earnings. A decision is expected to be made during the fourth quarter. Curtis is a party to an agreement with the purchaser of Vanier's former business forms manufacturing business whereby Curtis agreed to buy and the purchaser agreed to sell to Curtis from April 1, 1997 until September 30, 1999, certain products and services. The agreement provides that Curtis will pay a penalty to the purchaser in the event Curtis buys less than the agreed quantities from the purchaser. During the period from April 1, 1997 until September 30, 1997, the rate of Curtis' purchases fell short of the rate required in the agreement due to reduced sales by Curtis to its own customers and Curtis' purchases from other suppliers of certain comparable products and services at costs lower than if such products and services had been purchased pursuant to the agreement. As a result, the Company has incurred expense and may incur additional future expense on account of purchasing shortfall penalties under the agreement. 10 11 Except for historical information contained herein, the matters set forth in this report including statements regarding the Company's expectations, hopes, intentions or strategies regarding the future, are forward looking statements that involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward looking statements. The Company assumes no obligation to update any such forward looking statements. The Company's expectations respecting future sales and profits assume, among other things reasonable continued growth in the general economy which affects demand for the Company's products. The costs and benefits of the Company's plant consolidation and order processing redesign programs remain uncertain and may vary from the Company's expectations due to factors such as: the extent of management's ability to control and ultimately eliminate duplication of costs, inefficiencies, overheads, and operational bottlenecks associated with transferring production from closing to continuing plants; the speed with which new employees can be hired, trained and deployed productively at the Company's new and enlarged continuing manufacturing plants; sale prices realized upon future disposal of redundant assets, particularly real property which is subject to future supply and demand conditions in various local real estate markets; the Company's ability to implement order processing redesign programs within expected time and cost constraints; and the difficulties inherent in forecasting the operating results of an operating mode different from that which exists at the time the forecast is made. 11 12 PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K. a. Exhibits attached hereto: NUMBER DESCRIPTION 10.1 Executive Compensation Plans (a) Second Amendment to the American Business Products, Inc. Supplemental Retirement Income Plan. (b) Second Amendment to the American Business Products, Inc. Deferred Compensation Investment Plan (Executives). 27 Financial Data Schedules for Third Quarter 1997 10-Q (for SEC use only) b. Reports on Form 8-K. None SIGNATURES Pursuant to the requirements 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. AMERICAN BUSINESS PRODUCTS, INC. (Registrant) Date: November 3, 1997 /S/ Richard G. Smith -------------------- Richard G. Smith Vice President - Finance and Chief Financial Officer (principal financial officer) Date: November 3, 1997 /S/ Raymond J. Wilson ---------------------- Raymond J. Wilson Corporate Controller (principal accounting officer) 12 13 AMERICAN BUSINESS PRODUCTS, INC. INDEX OF EXHIBITS NUMBER DESCRIPTION PAGE - ------ ----------- ---- 10.1(a) Second Amendment to the American Business Products, Inc. Supplemental Retirement Income Plan 10.1(b) Second Amendment to the American Business Products, Inc. Deferred Compensation Plan (Executives) 27 Financial Data Schedules for Third Quarter 1997 10-Q (for SEC use only) 13