(Mark
One)
|
|
[X]
|
QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF
1934
|
For
the quarterly period ended June 30, 2006
|
|
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 1-12626
|
EASTMAN
CHEMICAL COMPANY
|
(Exact
name of registrant as specified in its
charter)
|
Delaware
|
62-1539359
|
|
(State
or other jurisdiction of
|
(I.R.S.
employer
|
|
incorporation
or organization)
|
identification
no.)
|
|
200
South Wilcox Drive
|
||
Kingsport,
Tennessee
|
37660
|
|
(Address
of principal executive offices)
|
(Zip
Code)
|
|
Registrant’s
telephone number, including area code: (423)
229-2000
|
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 whether the registrant is a large accelerated filer,
an
accelerated filer, or a non-accelerated filer. See definition of
“accelerated filer and large accelerated filer” in Rule 12b-2 of the
Exchange Act. (check one);
Large
accelerated filer [X] Accelerated filer [ ] Non-accelerated filer
[
]
|
Indicate
by check mark whether the registrant is a shell company (as defined
in
Rule 12b-2 of the Exchange Act) YES [ ] NO
[X]
|
Indicate
the number of shares outstanding of each of the issuer’s classes of common
stock, as of the latest practicable date.
|
||
Class
|
Number
of Shares Outstanding at June 30, 2006
|
|
Common
Stock, par value $0.01 per share
|
82,262,980
|
|
(including
rights to purchase shares of Common Stock or Participating Preferred
Stock)
|
ITEM
|
|
PAGE
|
1.
|
Financial
Statements
|
|
3
|
||
4
|
||
5
|
||
6
|
||
2.
|
23
|
|
4.
|
40
|
1.
|
41
|
|
1A.
|
41
|
|
2.
|
42
|
|
4.
|
42
|
|
6.
|
43
|
44
|
Second
Quarter
|
First
Six Months
|
|||||||
(Dollars
in millions, except per share amounts)
|
2006
|
2005
|
2006
|
2005
|
||||
Sales
|
$
|
1,929
|
$
|
1,752
|
$
|
3,732
|
$
|
3,514
|
Cost
of sales
|
1,579
|
1,378
|
3,051
|
2,741
|
||||
Gross
profit
|
350
|
374
|
681
|
773
|
||||
Selling,
general and administrative expenses
|
113
|
122
|
211
|
231
|
||||
Research
and development expenses
|
44
|
39
|
86
|
78
|
||||
Asset
impairments and restructuring charges, net
|
3
|
10
|
10
|
19
|
||||
Other
operating income
|
--
|
--
|
--
|
(2)
|
||||
Operating
earnings
|
190
|
203
|
374
|
447
|
||||
Interest
expense, net
|
21
|
24
|
41
|
54
|
||||
Income
from equity investment in Genencor
|
--
|
(171)
|
--
|
(173)
|
||||
Early
debt extinguishment costs
|
--
|
46
|
--
|
46
|
||||
Other
(income) charges, net
|
(2)
|
--
|
(3)
|
(1)
|
||||
Earnings
before income taxes
|
171
|
304
|
336
|
521
|
||||
Provision
for income taxes
|
57
|
98
|
117
|
153
|
||||
Net
earnings
|
$
|
114
|
$
|
206
|
$
|
219
|
$
|
368
|
Earnings
per share
|
||||||||
Basic
|
$
|
1.39
|
$
|
2.55
|
$
|
2.68
|
$
|
4.59
|
Diluted
|
$
|
1.37
|
$
|
2.51
|
$
|
2.64
|
$
|
4.52
|
Comprehensive
Income
|
||||||||
Net
earnings
|
$
|
114
|
$
|
206
|
$
|
219
|
$
|
368
|
Other
comprehensive income (loss)
|
||||||||
Change
in cumulative translation adjustment
|
23
|
(56)
|
40
|
(79)
|
||||
Change
in minimum pension liability, net of tax
|
--
|
1
|
--
|
--
|
||||
Change
in unrealized gains (losses) on investments, net of tax
|
8
|
1
|
11
|
1
|
||||
Change
in unrealized gains (losses) on derivative instruments, net of
tax
|
(1)
|
1
|
(1)
|
13
|
||||
Total
other comprehensive income (loss)
|
30
|
(53)
|
50
|
(65)
|
||||
Comprehensive
income
|
$
|
144
|
$
|
153
|
$
|
269
|
$
|
303
|
Retained
Earnings
|
||||||||
Retained
earnings at beginning of period
|
$
|
1,992
|
$
|
1,636
|
$
|
1,923
|
$
|
1,509
|
Net
earnings
|
114
|
206
|
219
|
368
|
||||
Cash
dividends declared
|
(36)
|
(36)
|
(72)
|
(71)
|
||||
Retained
earnings at end of period
|
$
|
2,070
|
$
|
1,806
|
$
|
2,070
|
$
|
1,806
|
June
30,
|
December
31,
|
|||
(Dollars
in millions, except per share amounts)
|
2006
|
2005
|
||
(Unaudited)
|
||||
Assets
|
|
|||
Current
assets
|
||||
Cash
and cash equivalents
|
$
|
497
|
$
|
524
|
Trade
receivables, net of allowance of $16 and $20
|
750
|
575
|
||
Miscellaneous
receivables
|
93
|
81
|
||
Inventories
|
728
|
671
|
||
Other
current assets
|
50
|
73
|
||
Total
current assets
|
2,118
|
1,924
|
||
Properties
|
||||
Properties
and equipment at cost
|
9,705
|
9,597
|
||
Less:
Accumulated depreciation
|
6,496
|
6,435
|
||
Net
properties
|
3,209
|
3,162
|
||
Goodwill
|
313
|
312
|
||
Other
noncurrent assets
|
362
|
375
|
||
Total
assets
|
$
|
6,002
|
$
|
5,773
|
Liabilities
and Stockholders’ Equity
|
||||
Current
liabilities
|
||||
Payables
and other current liabilities
|
$
|
1,050
|
$
|
1,047
|
Borrowings
due within one year
|
3
|
4
|
||
Total
current liabilities
|
1,053
|
1,051
|
||
Long-term
borrowings
|
1,581
|
1,621
|
||
Deferred
income tax liabilities
|
305
|
317
|
||
Post-employment
obligations
|
1,049
|
1,017
|
||
Other
long-term liabilities
|
162
|
155
|
||
Total
liabilities
|
4,150
|
4,161
|
||
Stockholders’
equity
|
||||
Common
stock ($0.01 par value - 350,000,000 shares authorized;
shares
issued
- 90,191,995 and 89,566,115 for 2006 and 2005,
respectively)
|
1
|
1
|
||
Additional
paid-in capital
|
363
|
320
|
||
Retained
earnings
|
2,070
|
1,923
|
||
Accumulated
other comprehensive loss
|
(150)
|
(200)
|
||
2,284
|
2,044
|
|||
Less:
Treasury stock at cost (8,035,786 shares for 2006 and 8,034,901 shares
for
2005)
|
432
|
432
|
||
Total
stockholders’ equity
|
1,852
|
1,612
|
||
Total
liabilities and stockholders’ equity
|
$
|
6,002
|
$
|
5,773
|
First
Six Months
|
||||
(Dollars
in millions)
|
2006
|
2005
|
||
Cash
flows from operating activities
|
||||
Net
earnings
|
$
|
219
|
$
|
368
|
|
||||
Adjustments
to reconcile net earnings to net cash provided by operating
activities:
|
||||
Income
from equity investment in Genencor
|
--
|
(173)
|
||
Depreciation
and amortization
|
150
|
153
|
||
Early
debt extinguishment costs
|
--
|
46
|
||
Asset
impairments
|
8
|
1
|
||
Provision
for deferred income taxes
|
29
|
67
|
||
Changes
in operating assets and liabilities:
|
||||
(Increase)
decrease in receivables
|
(156)
|
(38)
|
||
(Increase)
decrease in inventories
|
(49)
|
(173)
|
||
Increase
(decrease) in trade payables
|
59
|
22
|
||
Increase
(decrease) in liabilities for employee benefits and incentive
pay
|
(74)
|
(46)
|
||
Other
items, net
|
(23)
|
(16)
|
||
Net
cash provided by operating activities
|
163
|
211
|
||
Cash
flows from investing activities
|
||||
Proceeds
from sale of equity investment in Genencor, net
|
--
|
417
|
||
Additions
to properties and equipment
|
(169)
|
(124)
|
||
Proceeds
from sale of assets and investments
|
11
|
50
|
||
Additions
to capitalized software
|
(8)
|
(6)
|
||
Other
items, net
|
(1)
|
(2)
|
||
Net
cash provided by (used in) investing activities
|
(167)
|
335
|
||
Cash
flows from financing activities
|
||||
Net
increase (decrease) in commercial paper, credit facility and other
short-term borrowings
|
23
|
(104)
|
||
Repayment
of borrowings
|
--
|
(544)
|
||
Dividends
paid to stockholders
|
(72)
|
(70)
|
||
Proceeds
from stock option exercises and other items
|
24
|
90
|
||
Net
cash provided by (used in) financing activities
|
(25)
|
(628)
|
||
Effect
of exchange rate changes on cash and cash equivalents
|
2
|
(2)
|
||
Net
change in cash and cash equivalents
|
(27)
|
(84)
|
||
Cash
and cash equivalents at beginning of period
|
524
|
325
|
||
Cash
and cash equivalents at end of period
|
$
|
497
|
$
|
241
|
ITEM
|
Page
|
Note
1. Basis of Presentation
|
7
|
Note
2. Inventories
|
7
|
Note
3. Other Noncurrent
Assets
|
7
|
Note
4. Equity Investment in Genencor
|
8
|
8
|
|
Note
6. Provision for Income Taxes
|
8
|
Note
7. Borrowings
|
9
|
10
|
|
11
|
|
Note
10. Environmental Matters
|
12
|
Note
11. Commitments
|
13
|
14
|
|
Note
13. Stockholders' Equity
|
14
|
Note
14. Earnings and Dividends Per Share
|
15
|
Note
15. Share-Based Compensation
Awards
|
15
|
Note
16. Segment Information
|
19
|
Note
17. Legal Matters
|
21
|
Note
18. Recently Issued Accounting
Standards
|
22
|
Note
19. Subsequent Events
|
22
|
2. |
June
30,
|
December
31,
|
|||
(Dollars
in millions)
|
2006
|
2005
|
||
At
FIFO or average cost (approximates current cost)
|
||||
Finished
goods
|
$
|
637
|
$
|
664
|
Work
in process
|
210
|
207
|
||
Raw
materials and supplies
|
328
|
247
|
||
Total
inventories
|
1,175
|
1,118
|
||
LIFO
Reserve
|
(447)
|
(447)
|
||
Total
inventories
|
$
|
728
|
$
|
671
|
June
30,
|
December
31,
|
|||
(Dollars
in millions)
|
2006
|
2005
|
||
Trade
creditors
|
$
|
600
|
$
|
534
|
Accrued
payrolls, vacation, and variable-incentive compensation
|
89
|
154
|
||
Accrued
taxes
|
37
|
49
|
||
Post-employment
obligations
|
80
|
134
|
||
Interest
payable
|
31
|
31
|
||
Bank
overdrafts
|
74
|
10
|
||
Other
|
139
|
135
|
||
Total
|
$
|
1,050
|
$
|
1,047
|
Second
Quarter
|
First
Six Months
|
|||||||||||
(Dollars
in millions)
|
2006
|
2005
|
Change
|
2006
|
2005
|
Change
|
||||||
Provision
for
income
taxes
|
$
|
57
|
$
|
98
|
(42)%
|
$
|
117
|
$
|
153
|
(24)%
|
||
Effective
tax rate
|
33.5
%
|
32.2
%
|
34.9
%
|
29.3
%
|
7. |
June
30,
|
December
31,
|
|||
(Dollars
in millions)
|
2006
|
2005
|
||
Borrowings
consisted of:
|
||||
3
1/4% notes due 2008
|
$
|
72
|
$
|
72
|
6.30%
notes due 2018
|
175
|
185
|
||
7%
notes due 2012
|
137
|
142
|
||
7
1/4% debentures due 2024
|
497
|
497
|
||
7
5/8% debentures due 2024
|
200
|
200
|
||
7.60%
debentures due 2027
|
297
|
297
|
||
Credit
facility borrowings
|
189
|
214
|
||
Other
|
17
|
18
|
||
Total
borrowings
|
1,584
|
1,625
|
||
Borrowings
due within one year
|
(3)
|
(4)
|
||
Long-term
borrowings
|
$
|
1,581
|
$
|
1,621
|
(dollars
in millions)
|
Book
Value
|
|
3
1/4% notes due 2008
|
$
|
178
|
6.30%
notes due 2018
|
68
|
|
7%
notes due 2012
|
254
|
|
Total
|
$
|
500
|
(Dollars
in millions)
|
Balance
at
January
1, 2005
|
Provision/
Adjustments
|
Non-cash
Reductions
|
Cash
Reductions
|
Balance
at
December
31, 2005
|
|||||
Non-cash
charges
|
$
|
--
|
$
|
12
|
$
|
(12)
|
$
|
--
|
$
|
--
|
Severance
costs
|
26
|
3
|
--
|
(26)
|
3
|
|||||
Site
closure and other restructuring costs
|
9
|
18
|
(1)
|
(19)
|
7
|
|||||
Total
|
$
|
35
|
$
|
33
|
$
|
(13)
|
$
|
(45)
|
$
|
10
|
Balance
at
January
1, 2006
|
Provision/
Adjustments
|
Non-cash
Reductions
|
Cash
Reductions
|
Balance
at
June
30, 2006
|
||||||
Non-cash
charges
|
$
|
--
|
$
|
8
|
$
|
(8)
|
$ |
--
|
$
|
--
|
Severance
costs
|
3
|
--
|
--
|
(1)
|
2
|
|||||
Site
closure and other restructuring costs
|
7
|
2
|
--
|
--
|
9
|
|||||
Total
|
$
|
10
|
$
|
10
|
$ |
(8)
|
$ |
(1)
|
$
|
11
|
Summary
of Components of Net Periodic Benefit Costs
|
||||||||
Second
Quarter
|
First
Six Months
|
|||||||
(Dollars
in millions)
|
2006
|
2005
|
2006
|
2005
|
||||
Service
cost
|
$
|
11
|
$
|
11
|
$
|
22
|
$
|
21
|
Interest
cost
|
20
|
20
|
40
|
40
|
||||
Expected
return on assets
|
(23)
|
(20)
|
(44)
|
(39)
|
||||
Amortization
of:
|
||||||||
Prior
service credit
|
(2)
|
(3)
|
(4)
|
(5)
|
||||
Actuarial
loss
|
10
|
8
|
19
|
17
|
||||
Net
periodic benefit cost
|
$
|
16
|
$
|
16
|
$
|
33
|
$
|
34
|
Summary
of Components of Net Periodic Benefit Costs
|
||||||||
Second
Quarter
|
First
Six Months
|
|||||||
(Dollars
in millions)
|
2006
|
2005
|
2006
|
2005
|
||||
Service
cost
|
$
|
2
|
$
|
2
|
$
|
4
|
$
|
4
|
Interest
cost
|
10
|
11
|
21
|
22
|
||||
Amortization
of:
|
||||||||
Prior
service credit
|
(6)
|
(6)
|
(12)
|
(12)
|
||||
Actuarial
loss
|
4
|
5
|
8
|
10
|
||||
Net
periodic benefit cost
|
$
|
10
|
$
|
12
|
$
|
21
|
$
|
24
|
11. |
(Dollars
in millions)
|
Common
Stock at Par Value
$
|
Paid-in
Capital
$
|
Retained
Earnings
$
|
Accumulated
Other Comprehensive Income (Loss)
$
|
Treasury
Stock at Cost
$
|
Total
Stockholders' Equity
$
|
Balance
at December 31, 2005
|
1
|
320
|
1,923
|
(200)
|
(432)
|
1,612
|
Net
Earnings
|
--
|
--
|
219
|
--
|
--
|
219
|
Cash
Dividends Declared
|
--
|
--
|
(72)
|
--
|
--
|
(72)
|
Other
Comprehensive Income
|
--
|
--
|
--
|
50
|
--
|
50
|
Stock
Option Exercises and Other Items (1)
|
--
|
43
|
--
|
--
|
--
|
43
|
Balance
at June 30, 2006
|
1
|
363
|
2,070
|
(150)
|
(432)
|
1,852
|
(Dollars
in millions)
|
Cumulative
Translation Adjustment
|
Unfunded
Minimum Pension Liability
|
Unrealized
Gains (Losses) on Derivative Instruments
|
Unrealized
Gains (Losses) on Investments
|
Accumulated
Other Comprehensive Income (Loss)
|
|||||
Balance
at December 31, 2004
|
$
|
155
|
$
|
(248)
|
$ |
(8)
|
$ |
(2)
|
$ |
(103)
|
Period
change
|
(94)
|
(7)
|
3
|
1
|
(97)
|
|||||
Balance
at December 31, 2005
|
61
|
(255)
|
(5)
|
(1)
|
(200)
|
|||||
Period
change
|
40
|
--
|
11
|
(1)
|
50
|
|||||
Balance
at June 30, 2006
|
$
|
101
|
$
|
(255)
|
$
|
6
|
$
|
(2)
|
$
|
(150)
|
Second
Quarter
|
First
Six Months
|
||||||
2006
|
2005
|
2006
|
2005
|
||||
Shares
used for earnings per share calculation:
|
|||||||
Basic
|
81.9
|
80.7
|
81.7
|
80.1
|
|||
Diluted
|
83.0
|
82.0
|
82.7
|
81.5
|
Second
Quarter
|
First
Six Months
|
||||||||
(Dollars
and shares in millions, except per share amounts)
|
2006
|
Proforma
2005
|
2006
|
Proforma
2005
|
|||||
Net
earnings, as reported
|
$
|
114
|
$
|
206
|
$
|
219
|
$
|
368
|
|
Add:
Stock-based employee compensation expense
|
|||||||||
included
in net earnings, as reported
|
4
|
6
|
7
|
7
|
|||||
Deduct:
Total additional stock-based employee compensation cost, net of
tax, that
would have been included in net earnings under fair value
method
|
4
|
7
|
7
|
9
|
|||||
Pro
forma net earnings
|
$
|
114
|
$
|
205
|
$
|
219
|
$
|
366
|
|
Basic
earnings per share
|
As
reported
|
$
|
1.39
|
$
|
2.55
|
$
|
2.68
|
$
|
4.59
|
Pro
forma
|
$
|
N.A.
|
$
|
2.54
|
$
|
N.A.
|
$
|
4.57
|
|
Diluted
earnings per share
|
As
reported
|
$
|
1.37
|
$
|
2.51
|
$
|
2.64
|
$
|
4.52
|
Pro
forma
|
$
|
N.A.
|
$
|
2.51
|
$
|
N.A.
|
$
|
4.51
|
Assumptions
|
Second
Quarter 2006
|
Second
Quarter 2005
|
First
Six Months 2006
|
First
Six Months 2005
|
|||
Exercise
Price
|
$56.37
|
$58.89
|
$56.37
|
$56.52
|
|||
Expected
term years
|
4.40
|
6.00
|
4.40
|
6.00
|
|||
Expected
volatility rate
|
22.50%
|
27.90%
|
22.50%
|
27.90%
|
|||
Expected
dividend yield
|
3.12%
|
3.70%
|
3.12%
|
3.70%
|
|||
Average
risk-free interest rate
|
5.02%
|
3.50%
|
5.02%
|
3.50%
|
|||
Expected
forfeiture rate
|
0.75%
|
Actual
|
0.75%
|
Actual
|
Stock
Options
|
Number
of Shares
|
Weighted
Average Exercise Price
|
Weighted
Average Remaining Contractual Life (years)
|
Aggregate
Intrinsic Value(1)
|
||
Outstanding
at 12/31/2005
|
6,616,803
|
$
|
48.26
|
|||
Grants
|
107,638
|
$
|
56.37
|
|||
Exercises
|
(519,607)
|
$
|
44.87
|
$
|
5,721,295
|
|
Cancelled/Forfeited/Expired
|
(65,734)
|
$
|
62.10
|
|||
Outstanding
at 6/30/2006
|
6,139,100
|
$
|
48.54
|
5.7
|
$
|
37,468,243
|
Exercisable
at 6/30/2006
|
4,353,007
|
$
|
47.31
|
4.4
|
$
|
32,769,946
|
Outstanding
at 12/31/2004
|
8,155,148
|
$
|
46.86
|
|||
Grants
|
64,788
|
$
|
56.52
|
|||
Exercises
|
(2,130,915)
|
$
|
43.32
|
$
|
32,547,349
|
|
Cancelled/Forfeited/Expired
|
(19,250)
|
$
|
46.89
|
|||
Outstanding
at 6/30/2005
|
6,069,771
|
$
|
48.21
|
5.3
|
$
|
49,797,698
|
Exercisable
at 6/30/2005
|
5,104,765
|
$
|
48.75
|
4.6
|
$
|
40,156,501
|
Second
Quarter
|
||||
(Dollars
in millions)
|
2006
|
2005
|
||
Sales
by Segment
|
||||
CASPI
|
$
|
362
|
$
|
325
|
Fibers
|
238
|
205
|
||
PCI
|
453
|
397
|
||
Performance
Polymers
|
674
|
642
|
||
SP
|
202
|
180
|
||
Total
Sales by Segment
|
1,929
|
1,749
|
||
Other
|
--
|
3
|
||
Total
Eastman Chemical Company
|
$
|
1,929
|
$
|
1,752
|
First
Six Months
|
||||
(Dollars
in millions)
|
2006
|
2005
|
||
Sales
by Segment
|
||||
CASPI
|
$
|
711
|
$
|
644
|
Fibers
|
468
|
405
|
||
PCI
|
864
|
786
|
||
Performance
Polymers
|
1,300
|
1,298
|
||
SP
|
389
|
357
|
||
Total
Sales by Segment
|
3,732
|
3,490
|
||
Other
|
--
|
24
|
||
Total
Eastman Chemical Company
|
$
|
3,732
|
$
|
3,514
|
Second
Quarter
|
||||
(Dollars
in millions)
|
2006
|
2005
|
||
Operating
Earnings (Loss) (1)
|
||||
CASPI
|
$
|
68
|
$
|
64
|
Fibers
|
61
|
47
|
||
PCI
|
47
|
43
|
||
Performance
Polymers
|
12
|
50
|
||
SP
|
14
|
21
|
||
Total
Operating Earnings by Segment
|
202
|
225
|
||
Other
|
(12)
|
(22)
|
||
Total
Eastman Chemical Company
|
$
|
190
|
$
|
203
|
First
Six Months
|
||||
(Dollars
in millions)
|
2006
|
2005
|
||
Operating
Earnings (Loss) (1)
|
||||
CASPI
|
$
|
123
|
$
|
131
|
Fibers
|
127
|
95
|
||
PCI
|
88
|
88
|
||
Performance
Polymers
|
29
|
134
|
||
SP
|
32
|
42
|
||
Total
Operating Earnings by Segment
|
399
|
490
|
||
Other
|
(25)
|
(43)
|
||
Total
Eastman Chemical Company
|
$
|
374
|
$
|
447
|
(1) |
Operating
earnings (loss) includes the impact of asset impairments and restructuring
charges, goodwill impairments, and other operating income and expense
as
described in Note 8 in this Form 10-Q. As previously discussed, operating
earnings (loss) for 2005 have been restated to eliminate the effects
of
interdivisional sales.
|
June
30,
|
December
31,
|
|||
(Dollars
in millions)
|
2006
|
2005
|
||
Assets
by Segment
|
||||
CASPI
|
$
|
1,480
|
$
|
1,393
|
Fibers
|
662
|
675
|
||
PCI
|
1,552
|
1,589
|
||
Performance
Polymers
|
1,528
|
1,416
|
||
SP
|
777
|
689
|
||
Total
Assets by Segment
|
5,999
|
5,762
|
||
Other
|
3
|
11
|
||
Total
Eastman Chemical Company
|
$
|
6,002
|
$
|
5,773
|
17. |
19. |
SUBSEQUENT
EVENT
|
ITEM
|
Page
|
23
|
|
24
|
|
Results
of Operations
|
|
24
|
|
27
|
|
32
|
|
33
|
|
36
|
|
37
|
|
37
|
|
Second
Quarter
|
Volume
Effect
|
Price
Effect
|
Product
Mix
Effect
|
Exchange
Rate
Effect
|
||||||||||
(Dollars
in millions)
|
2006
|
2005
|
Change
|
|||||||||||
Sales
|
$
|
1,929
|
$
|
1,752
|
10
%
|
5
%
|
5
%
|
--
%
|
--
%
|
First
Six Months
|
Volume
Effect
|
Price
Effect
|
Product
Mix
Effect
|
Exchange
Rate
Effect
|
||||||||||
(Dollars
in millions)
|
2006
|
2005
|
Change
|
|||||||||||
Sales
|
$
|
3,732
|
$
|
3,514
|
6
%
|
3
%
|
5
%
|
(1)
%
|
(1)
%
|
Second
Quarter
|
First
Six Months
|
|||||||||||
(Dollars
in millions)
|
2006
|
2005
|
Change
|
2006
|
2005
|
Change
|
||||||
Gross
Profit
|
$
|
350
|
$
|
374
|
(8)
%
|
$
|
681
|
$
|
773
|
(13)
%
|
||
As
a percentage of sales
|
18
%
|
21
%
|
18
%
|
22
%
|
Second
Quarter
|
First
Six Months
|
|||||||||||
(Dollars
in millions)
|
2006
|
2005
|
Change
|
2006
|
2005
|
Change
|
||||||
Selling,
General and
|
||||||||||||
Administrative
Expenses
|
$
|
113
|
$
|
122
|
(7)
%
|
$
|
211
|
$
|
231
|
(9)
%
|
||
Research
and Development
|
||||||||||||
Expenses
|
44
|
39
|
13
%
|
86
|
78
|
10
%
|
||||||
$
|
157
|
$
|
161
|
(2)
%
|
$
|
297
|
$
|
309
|
(4)
%
|
|||
As
a percentage of sales
|
8
%
|
9
%
|
8
%
|
9
%
|
Second
Quarter
|
First
Six Months
|
|||||||||||
(Dollars
in millions)
|
2006
|
2005
|
Change
|
2006
|
2005
|
Change
|
||||||
Gross
interest costs
|
$
|
28
|
$
|
30
|
$
|
56
|
$
|
64
|
||||
Less:
Capitalized interest
|
2
|
1
|
3
|
2
|
||||||||
Interest
expense
|
26
|
29
|
(9)%
|
53
|
62
|
(16)%
|
||||||
Interest
income
|
5
|
5
|
12
|
8
|
||||||||
Interest
expense, net
|
$
|
21
|
$
|
24
|
(14)%
|
$
|
41
|
$
|
54
|
(25)%
|
||
Second
Quarter
|
First
Six Months
|
|||||||||||
(Dollars
in millions)
|
2006
|
2005
|
Change
|
2006
|
2005
|
Change
|
||||||
Other
(income)
|
$
|
(4)
|
$
|
(2)
|
$
|
(2)
|
$
|
(7)
|
$
|
(6)
|
$
|
(1)
|
Other
charges
|
2
|
2
|
--
|
4
|
5
|
(1)
|
||||||
Other
(income) charges, net
|
$
|
(2)
|
$
|
--
|
$
|
(2)
|
$
|
(3)
|
$
|
(1)
|
$
|
(2)
|
Second
Quarter
|
First
Six Months
|
|||||||||||
(Dollars
in millions)
|
2006
|
2005
|
Change
|
2006
|
2005
|
Change
|
||||||
Provision
for income
taxes
|
$
|
57
|
$
|
98
|
(42)%
|
$
|
117
|
$
|
153
|
(24)%
|
||
Effective
tax rate
|
33.5%
|
32.2%
|
34.9%
|
29.3%
|
CASPI
Segment
|
|||||||||||||||||
Second
Quarter
|
First
Six Months
|
||||||||||||||||
Change
|
Change
|
||||||||||||||||
(Dollars
in millions)
|
2006
|
2005
|
$
|
%
|
2006
|
2005
|
$
|
%
|
|||||||||
Sales
|
$
|
362
|
$
|
325
|
$
|
37
|
11
%
|
$
|
711
|
$
|
644
|
$
|
67
|
10
%
|
|||
Volume
effect
|
9
|
3
%
|
7
|
1
%
|
|||||||||||||
Price
effect
|
27
|
8
%
|
62
|
9
%
|
|||||||||||||
Product
mix effect
|
2
|
1
%
|
6
|
1
%
|
|||||||||||||
Exchange
rate effect
|
(1)
|
(1)
%
|
(8)
|
(1)
%
|
|||||||||||||
Operating
earnings
|
68
|
64
|
4
|
6
%
|
123
|
131
|
(8)
|
(6)
%
|
|||||||||
Asset
impairments and
|
|||||||||||||||||
restructuring
charges, net
|
1
|
1
|
--
|
8
|
2
|
6
|
|||||||||||
Other
operating income
|
--
|
--
|
--
|
--
|
(2)
|
2
|
Fibers
Segment
|
|||||||||||||||||
Second
Quarter
|
First
Six Months
|
||||||||||||||||
Change
|
Change
|
||||||||||||||||
(Dollars
in millions)
|
2006
|
2005
|
$
|
%
|
2006
|
2005
|
$
|
%
|
|||||||||
Sales
|
$
|
238
|
$
|
205
|
$
|
33
|
16
%
|
$
|
468
|
$
|
405
|
$
|
63
|
16
%
|
|||
Volume
effect
|
9
|
4
%
|
43
|
11
%
|
|||||||||||||
Price
effect
|
18
|
9
%
|
42
|
10
%
|
|||||||||||||
Product
mix effect
|
6
|
3
%
|
(21)
|
(5)
%
|
|||||||||||||
Exchange
rate effect
|
--
|
--
%
|
(1)
|
--
%
|
|||||||||||||
Operating
earnings
|
61
|
47
|
14
|
30
%
|
127
|
95
|
32
|
34
%
|
PCI
Segment
|
|||||||||||||||||
Second
Quarter
|
First
Six Months
|
||||||||||||||||
Change
|
Change
|
||||||||||||||||
(Dollars
in millions)
|
2006
|
2005
|
$
|
%
|
2006
|
2005
|
$
|
%
|
|||||||||
Sales
|
$
|
453
|
$
|
397
|
$
|
56
|
14
%
|
$
|
864
|
$
|
786
|
$
|
78
|
10
%
|
|||
Volume
effect
|
15
|
4
%
|
(5)
|
(1)
%
|
|||||||||||||
Price
effect
|
36
|
9
%
|
78
|
10
%
|
|||||||||||||
Product
mix effect
|
6
|
1
%
|
8
|
1
%
|
|||||||||||||
Exchange
rate effect
|
(1)
|
--
%
|
(3)
|
--
%
|
|||||||||||||
Operating
earnings
|
47
|
43
|
4
|
9
%
|
88
|
88
|
--
|
--
%
|
|||||||||
Asset
impairments and
|
|||||||||||||||||
restructuring
charges, net
|
--
|
--
|
--
|
--
|
4
|
(4)
|
Performance
Polymers Segment
|
|||||||||||||||||
Second
Quarter
|
First
Six Months
|
||||||||||||||||
Change
|
Change
|
||||||||||||||||
(Dollars
in millions)
|
2006
|
2005
|
$
|
%
|
2006
|
2005
|
$
|
%
|
|||||||||
Sales
|
$
|
674
|
$
|
642
|
$
|
32
|
5
%
|
$
|
1,300
|
$
|
1,298
|
$
|
2
|
--
%
|
|||
Volume
effect
|
37
|
6
%
|
30
|
2
%
|
|||||||||||||
Price
effect
|
(4)
|
(1)
%
|
(24)
|
(2)
%
|
|||||||||||||
Product
mix effect
|
1
|
--
%
|
10
|
1
%
|
|||||||||||||
Exchange
rate effect
|
(2)
|
--
%
|
(14)
|
(1)
%
|
|||||||||||||
Operating
earnings
|
12
|
50
|
(38)
|
(76)%
|
29
|
134
|
(105)
|
(78)
%
|
SP
Segment
|
|||||||||||||||||
Second
Quarter
|
First
Six Months
|
||||||||||||||||
Change
|
Change
|
||||||||||||||||
(Dollars
in millions)
|
2006
|
2005
|
$
|
%
|
2006
|
2005
|
$
|
%
|
|||||||||
Sales
|
$
|
202
|
$
|
180
|
$
|
22
|
12
%
|
$
|
389
|
$
|
357
|
$
|
32
|
9
%
|
|||
Volume
effect
|
16
|
9
%
|
21
|
6
%
|
|||||||||||||
Price
effect
|
9
|
5
%
|
21
|
6
%
|
|||||||||||||
Product
mix effect
|
(1)
|
(1)
%
|
(4)
|
(1)
%
|
|||||||||||||
Exchange
rate effect
|
(2)
|
(1)
%
|
(6)
|
(2)
%
|
|||||||||||||
Operating
earnings
|
14
|
21
|
(7)
|
(33)
%
|
32
|
42
|
(10)
|
(24)%
|
Second
Quarter
|
||||||||||||||
(Dollars
in millions)
|
2006
|
2005
|
Change
|
Volume
Effect
|
Price
Effect
|
Product
Mix
Effect
|
Exchange
Rate
Effect
|
|||||||
United
States and Canada
|
$
|
1,094
|
$
|
1,006
|
9
%
|
1
%
|
7
%
|
1
%
|
--
%
|
|||||
Europe,
Middle East, and Africa
|
384
|
351
|
10
%
|
5
%
|
3
%
|
3
%
|
(1)
%
|
|||||||
Asia
Pacific
|
248
|
231
|
7
%
|
5
%
|
6
%
|
(3)
%
|
(1)
%
|
|||||||
Latin
America
|
203
|
164
|
24
%
|
29
%
|
(7)
%
|
2
%
|
--
%
|
|||||||
$
|
1,929
|
$
|
1,752
|
10
%
|
5
%
|
5
%
|
--
%
|
--
%
|
First
Six Months
|
||||||||||||||
(Dollars
in millions)
|
2006
|
2005
|
Change
|
Volume
Effect
|
Price
Effect
|
Product
Mix
Effect
|
Exchange
Rate
Effect
|
|||||||
United
States and Canada
|
$
|
2,167
|
$
|
2,016
|
8
%
|
2
%
|
8
%
|
(2)
%
|
--
%
|
|||||
Europe,
Middle East, and Africa
|
709
|
719
|
(1)
%
|
--
%
|
1
%
|
2
%
|
(4)
%
|
|||||||
Asia
Pacific
|
459
|
450
|
2
%
|
(3)
%
|
7
%
|
(1)
%
|
(1)
%
|
|||||||
Latin
America
|
397
|
329
|
21
%
|
26
%
|
(7)
%
|
2
%
|
--
%
|
|||||||
$
|
3,732
|
$
|
3,514
|
6
%
|
3
%
|
5
%
|
(1)
%
|
(1)
%
|
First
Six Months
|
||||
(Dollars
in millions)
|
2006
|
2005
|
||
Net
cash provided by (used in)
|
||||
Operating
activities
|
$
|
163
|
$
|
211
|
Investing
activities
|
(167)
|
335
|
||
Financing
activities
|
(25)
|
(628)
|
||
Effect
of exchange rate changes on cash and cash equivalents
|
2
|
(2)
|
||
Net
change in cash and cash equivalents
|
$
|
(27)
|
$
|
(84)
|
|
||||
Cash
and cash equivalents at end of period
|
$
|
497
|
$
|
241
|
· |
that
the volatility of raw material and energy costs will continue and
that the
Company will continue to pursue pricing strategies and ongoing cost
control initiatives to offset the effects on gross
profit;
|
· |
strong
volume will be maintained due to continued economic strength, continued
substitution of Eastman products for other materials, and new applications
for existing products;
|
· |
that
pension and other post-employment benefit expenses will be similar
to 2005
levels;
|
· |
to
contribute approximately $75 million to the Company’s U.S. defined benefit
pension plan of which $50 million had been completed as of June
30,2006;
|
· |
net
interest expense to decrease compared with 2005 primarily as a result
of
anticipated lower average borrowings, increased capitalized interest
and
higher interest income;
|
· |
that
R&D expenses will be approximately 3 percent of
revenue;
|
· |
the
effective tax rate to be approximately 35
percent;
|
· |
to
continue to evaluate its portfolio, which could lead to further
restructuring, divestiture, or consolidation of product lines as
it
continues to focus on
profitability;
|
· |
capital
expenditures to be up to $450 million and exceed estimated depreciation
and amortization of approximately $300 million; in 2006, the Company
plans
to complete construction of the new PET facility in South Carolina
utilizing IntegRex
technology, and pursue a copolyester intermediates expansion and
other
targeted growth initiatives; and
|
· |
that
priorities for use of available cash will be to pay the quarterly
cash
dividend and fund targeted growth initiatives and the defined benefit
pension plans.
|
· |
The
Company is reliant on certain strategic raw materials for its operations
and utilizes risk management tools, including hedging, as appropriate,
to
mitigate short-term market fluctuations in raw material costs. There
can
be no assurance, however, that such measures will result in cost
savings
or that all market fluctuation exposure will be eliminated. In addition,
natural disasters, changes in laws or regulations, war or other outbreak
of hostilities, or other political factors in any of the countries
or
regions in which the Company operates or does business, or in countries
or
regions that are key suppliers of strategic raw materials, could
affect
availability and costs of raw
materials.
|
· |
While
temporary shortages of raw materials and energy may occasionally
occur,
these items have historically been sufficiently available to cover
current
and projected requirements. However, their continuous availability
and
price are impacted by natural disasters, plant interruptions occurring
during periods of high demand, domestic and world market and political
conditions, changes in government regulation, and war or other outbreak
of
hostilities. Eastman’s operations or products may, at times, be adversely
affected by these factors.
|
· |
The
Company's competitive position in the markets in which it participates
is,
in part, subject to external factors in addition to those that the
Company
can impact. Natural disasters, changes in laws or regulations, war
or
other outbreak of hostilities, or other political factors in any
of the
countries or regions in which the Company operates or does business,
or in
countries or regions that are key suppliers of strategic raw materials,
could negatively impact the Company’s competitive position and its ability
to maintain market share. For example, supply and demand for certain
of
the Company's products is driven by end-use markets and worldwide
capacities which, in turn, impact demand for and pricing of the Company's
products.
|
· |
Limitation
of the Company's available manufacturing capacity due to significant
disruption in its manufacturing operations, including natural disasters,
could have a material adverse affect on sales revenue, costs and
results
of operations and financial condition.
|
· |
The
Company has an extensive customer base; however, loss of, or material
financial weakness of, certain of the largest customers could adversely
affect the Company's financial condition and results of operations
until
such business is replaced and no assurances can be made that the
Company
would be able to regain or replace any lost customers. In addition,
the
Company's competitive position may be adversely impacted by low cost
competitors in certain regions and customers developing internal
or
alternative sources of supply.
|
· |
In
addition to productivity and cost reduction initiatives, the Company
is
striving to improve margins on its products through price increases
where
warranted and accepted by the market; however, the Company's earnings
could be negatively impacted should such increases be unrealized,
not be
sufficient to cover increased raw material and energy costs, or have
a
negative impact on demand and volume. There can be no assurances
that
price increases will be realized or will be realized within the Company’s
anticipated timeframe.
|
· |
The
Company has efforts underway to exploit growth opportunities in certain
core businesses by developing new products, expanding into new markets,
and tailoring product offerings to customer needs. There can be no
assurance that such efforts will result in financially successful
commercialization of such products or acceptance by existing or new
customers or new markets.
|
· |
The
Company has made, and intends to continue making, strategic investments,
including IntegRex technology, and has entered, and expects to continue
to
enter, into strategic alliances in technology, services businesses,
and
other ventures in order to build, diversify, and strengthen certain
Eastman capabilities and to maintain high utilization of manufacturing
assets. There can be no assurance that such investments and alliances
will
achieve their underlying strategic business objectives or that they
will
be beneficial to the Company's results of
operations.
|
· |
The
Company has undertaken and expects to continue to undertake productivity
and cost reduction initiatives and organizational restructurings
to
improve performance and generate cost savings. There can be no assurance
that these will be completed as planned or beneficial or that estimated
cost savings from such activities will be
realized.
|
· |
The
Company's facilities and businesses are subject to complex health,
safety
and environmental laws and regulations, which require and will continue
to
require significant expenditures to remain in compliance with such
laws
and regulations currently and in the future. The Company's accruals
for
such costs and associated liabilities are subject to changes in estimates
on which the accruals are based. The amount accrued reflects the
Company’s
assumptions about remediation requirements at the contaminated site,
the
nature of the remedy, the outcome of discussions with regulatory
agencies
and other potentially responsible parties at multi-party sites, and
the
number and financial viability of other potentially responsible parties.
Changes in the estimates on which the accruals are based, unanticipated
government enforcement action, or changes in health, safety,
environmental, chemical control regulations and testing requirements
could
result in higher or lower costs.
|
· |
The
Company and its operations from time to time are parties to or targets
of
lawsuits, claims, investigations, and proceedings, including product
liability, personal injury, asbestos, patent and intellectual property,
commercial, contract, environmental, antitrust, health and safety,
and
employment matters, which are handled and defended in the ordinary
course
of business. The Company believes amounts reserved are adequate for
such
pending matters; however, results of operations could be affected
by
significant litigation adverse to the
Company.
|
· |
The
Company has deferred tax assets related to capital and operating
losses.
The Company establishes valuation allowances to reduce these deferred
tax
assets to an amount that is more likely than not to be realized.
The
Company’s ability to utilize these deferred tax assets depends on
projected future operating results, the reversal of existing temporary
differences, and the availability of tax planning strategies. Realization
of these assets is expected to occur over an extended period of time.
As a
result, changes in tax laws, assumptions with respect to future taxable
income and tax planning strategies could result in adjustments to
these
assets.
|
Period
|
Total
Number
of
Shares
Purchased
(1)
|
Average
Price Paid Per Share
(2)
|
Total
Number of Shares Purchased as Part of Publicly Announced Plans
or
Programs
(3)
|
Approximate
Dollar
Value
(in millions) that May Yet Be Purchased Under the Plans or Programs
(3)
|
|||
April
1- 30, 2006
|
--
|
$
|
--
|
0
|
$
|
288
|
|
May
1-31, 2006
|
126
|
$
|
57.99
|
0
|
$
|
288
|
|
June
1-30, 2006
|
40
|
$
|
53.05
|
0
|
$
|
288
|
|
Total
|
166
|
$
|
56.80
|
0
|
(1) |
Shares
surrendered to the Company by employees to satisfy individual tax
withholding obligations upon vesting of previously issued shares
of
restricted common stock. Shares are not part of any Company repurchase
plan.
|
(2) |
Average
price paid per share reflects the weighted average closing price
of
Eastman stock on the business date the shares were surrendered by
the
employee stockholder.
|
(3) |
The
Company was authorized by the Board of Directors on February 4, 1999
to
repurchase up to $400 million of its common stock. Common share
repurchases under this authorization in 1999, 2000 and 2001 were
$51
million, $57 million and $4 million, respectively. The Company has
not
repurchased any common shares under this authorization after 2001.
For
additional information see Note 14 to the Company's consolidated
financial
statements in Part II, Item 8 of the 2005 Annual Report on Form
10-K.
|
· |
the
election of three directors to serve in the class for which the term
in
office expires at the Annual Meeting of Stockholders in 2009 and
their
successors are duly elected and qualified;
and
|
· |
the
ratification of the action by the Audit Committee of the Board of
Directors appointing PricewaterhouseCoopers LLP as independent accountants
for the Company for the year ended December 31, 2006.
|
Nominee
|
Votes
For
|
Votes
Withheld
|
Abstentions
|
Broker
Non-Votes
|
Stephen
R. Demeritt
|
68,229,003
|
2,312,502
|
-0-
|
-0-
|
Robert
M. Hernandez
|
69,715,157
|
826,348
|
-0-
|
-0-
|
David
W. Raisbeck
|
69,716,845
|
824,660
|
-0-
|
-0-
|
Votes
For
|
Votes
Against
|
Abstentions
|
Broker
Non-Votes
|
69,455,291
|
583,568
|
502,641
|
-0-
|
Eastman
Chemical Company
|
|||
Date:
July 31, 2006
|
By:
|
/s/
Richard A. Lorraine
|
|
Richard
A. Lorraine
|
|||
Senior
Vice President and
Chief
Financial Officer
|
|
||||
|
|
|||
Exhibit
Number
|
Description
|
Sequential
Page Number
|
||
3.01
|
Amended
and Restated Certificate of Incorporation of Eastman Chemical Company,
as
amended (incorporated by reference to Exhibit 3.01 to Eastman Chemical
Company's Quarterly Report on Form 10-Q for the quarter ended June
30,
2001
|
|||
3.02
|
Amended
and Restated Bylaws of Eastman Chemical Company, as amended December
4,
2003 (incorporated herein by referenced to Exhibit 3.02 to Eastman
Chemical Company’s Annual Report on Form 10-K for the year ended December
31, 2003 (the “2003 10-K”))
|
|||
4.01
|
Form
of Eastman Chemical Company common stock certificate as amended February
1, 2001 (incorporated herein by reference to Exhibit 4.01 to Eastman
Chemical Company’s Quarterly Report on Form 10-Q for the quarter ended
March 31, 2001)
|
|||
4.02
|
Stockholder
Protection Rights Agreement dated as of December 13, 1993, between
Eastman
Chemical Company and First Chicago Trust Company of New York, as
Rights
Agent (incorporated herein by reference to Exhibit 4.4 to Eastman
Chemical
Company's Registration Statement on Form S-8 relating to the Eastman
Investment Plan, File No. 33-73810)
|
|||
4.03
|
Indenture,
dated as of January 10, 1994, between Eastman Chemical Company and
The
Bank of New York, as Trustee (the "Indenture") (incorporated herein
by
reference to Exhibit 4(a) to Eastman Chemical Company's Current Report on
Form 8-K dated January 10, 1994 (the "8-K"))
|
|||
4.04
|
Form
of 7 1/4% Debentures due January 15, 2024 (incorporated herein by
reference to Exhibit 4(d) to the 8-K)
|
|||
4.05
|
Officers’
Certificate pursuant to Sections 201 and 301 of the Indenture
(incorporated herein by reference to Exhibit 4(a) to Eastman Chemical
Company's Current Report on Form 8-K dated June 8, 1994 (the "June
8-K"))
|
|||
4.06
|
Form
of 7 5/8% Debentures due June 15, 2024 (incorporated herein by reference
to Exhibit 4(b) to the June 8-K)
|
|||
4.07
|
Form
of 7.60% Debentures due February 1, 2027 (incorporated herein by
reference
to Exhibit 4.08 to Eastman Chemical Company's Annual Report on Form
10-K
for the year ended December 31, 1996 (the "1996 10-K"))
|
|||
4.08
|
Form
of 7% Notes due April 15, 2012 (incorporated herein by reference
to
Exhibit 4.09 to Eastman Chemical Company's Quarterly Report on Form
10-Q
for the quarter ended March 31, 2002)
|
|||
4.09
|
Officer's
Certificate pursuant to Sections 201 and 301 of the Indenture related
to
7.60% Debentures due February 1, 2027 (incorporated herein by reference
to
Exhibit 4.09 to the 1996 10-K)
|
|||
4.10
|
$200,000,000
Accounts Receivable Securitization agreement dated April 13, 1999
(amended
April 11, 2000), between the Company and Bank One, N.A., as agent.
Pursuant to Item 601(b)(4)(iii) of Regulation S-K, in lieu of filing
a
copy of such agreement, the Company agrees to furnish a copy of such
agreement to the Commission upon request
|
|||
4.11
|
Amended
and Restated Credit Agreement, dated as of April 3, 2006 (the "Credit
Agreement") among Eastman Chemical Company, the Lenders named therein,
and
Citigroup Global Markets Inc. and J.P. Morgan Securities Inc., as
joint
lead arrangers
|
|
EXHIBIT
INDEX
|
|
|||
|
|
|||
Exhibit
Number
|
Description
|
Sequential
Page Number
|
||
4.12
|
Form
of 3 ¼% Notes due June 16, 2008 (incorporated herein by reference to
Exhibit 4.13 to Eastman Chemical Company’s Quarterly Report on Form 10-Q
for the quarter ended June 30, 2003)
|
|||
4.13
|
Form
of 6.30% Notes due 2018 (incorporated herein by reference to Exhibit
4.14
to Eastman Chemical Company’s Quarterly Report on Form 10-Q for the
quarter ended September 30, 2003)
|
|||
4.14
|
Amendments
to Stockholder Protection Rights Agreement (incorporated herein by
reference to Exhibits 4.1 and 4.2 to Eastman Chemical Company’s Current
Report on Form 8-K dated December 4, 2003)
|
|||
10.01
|
47-53
|
|||
10.02
|
54-55
|
|||
10.03
|
56-57
|
|||
12.01
|
58
|
|||
31.01
|
59
|
|||
31.02
|
60
|
|||
32.01
|
61
|
|||
32.02
|
62
|
|||