SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 - For the quarter ended March 31, 1994
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission file number 1-640
NL INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
New Jersey 13-5267260
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
3000 North Sam Houston Parkway East, Houston, Texas 77032
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (713) 987-5000
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of
1934 during the preceding 12 months, and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
Number of shares of common stock outstanding on May 10, 1994: 51,039,943
NL INDUSTRIES, INC. AND SUBSIDIARIES
INDEX
Page
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements.
Consolidated Balance Sheets - December 31, 1993
and March 31, 1994 3-4
Consolidated Statements of Operations - Three months
ended March 31, 1993 and 1994 5
Consolidated Statement of Shareholders' Deficit -
Three months ended March 31, 1994 6
Consolidated Statements of Cash Flows - Three months
ended March 31, 1993 and 1994 7-8
Notes to Consolidated Financial Statements 9-14
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations. 15-18
PART II. OTHER INFORMATION
Item 1. Legal Proceedings. 19
Item 6. Exhibits and Reports on Form 8-K. 19
NL INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands)
ASSETS December 31, March 31,
1993 1994
Current assets:
Cash and cash equivalents $ 106,593 $ 85,700
Marketable securities 41,045 41,114
Accounts and notes receivable 116,355 149,092
Refundable income taxes 386 1,708
Inventories 194,167 196,101
Prepaid expenses 5,637 11,120
Deferred income taxes 3,315 2,668
Total current assets 467,498 487,503
Other assets:
Marketable securities 18,428 18,790
Refundable income taxes 91,994 95,710
Investment in joint ventures 190,787 188,891
Prepaid pension cost 16,307 17,303
Other 42,932 43,575
Total other assets 360,448 364,269
Property and equipment:
Land 18,237 18,769
Buildings 129,582 132,665
Machinery and equipment 515,090 531,033
Mining properties 72,711 74,147
Construction in progress 30,050 31,008
765,670 787,622
Less accumulated depreciation and depletion 387,067 402,113
Net property and equipment 378,603 385,509
$1,206,549 $1,237,281
NL INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (CONTINUED)
(In thousands)
LIABILITIES AND SHAREHOLDERS' DEFICIT December 31, March 31,
1993 1994
Current liabilities:
Current maturities of long-term debt $ 35,716 $ 37,167
Accounts payable and accrued liabilities 177,265 171,084
Payable to affiliates 9,566 11,039
Income taxes 6,353 6,654
Deferred income taxes 3,623 2,559
Total current liabilities 232,523 228,503
Noncurrent liabilities:
Long-term debt 835,169 857,401
Deferred income taxes 138,977 147,925
Accrued pension cost 72,606 74,497
Accrued postretirement benefits cost 68,322 67,866
Other 121,309 132,609
Total noncurrent liabilities 1,236,383 1,280,298
Minority interest 2,438 2,493
Shareholders' deficit:
Common stock 8,355 8,355
Additional paid-in capital 759,281 759,281
Adjustments:
Currency translation (115,803) (120,463)
Pension liabilities (3,442) (3,442)
Marketable securities (2,164) (1,662)
Accumulated deficit (543,059) (549,426)
103,168 92,643
Less treasury stock 367,963 366,656
Total shareholders' deficit (264,795) (274,013)
$1,206,549 $1,237,281
[FN]
Commitments and contingencies (Note 13)
NL INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
Three months ended March 31, 1993 and 1994
(In thousands, except per share data)
1993 1994
Revenues and other income:
Net sales $198,518 $201,849
Interest and dividends 2,422 1,418
Securities transactions 1,650 (801)
Other, net 2,014 22,397
204,604 224,863
Costs and expenses:
Cost of sales 142,506 146,956
Selling, general and administrative 44,739 56,011
Interest 26,137 21,065
213,382 224,032
Income (loss) before income taxes and
minority interest (8,778) 831
Income tax expense (4,541) (6,949)
Loss before minority interest (13,319) (6,118)
Minority interest (171) (249)
Net loss $(13,490) $ (6,367)
Net loss per share of common stock $ (.27) $ (.12)
Weighted average common shares outstanding 50,890 50,965
NL INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF SHAREHOLDERS' DEFICIT
Three months ended March 31, 1994
(In thousands)
Additional Adjustments
Common paid-in Currency Pension Marketable
stock capital translation liabilities securities
Balance at December 31, 1993 $8,355 $759,281 $(115,803) $(3,442) $(2,164)
Net loss - - - - -
Adjustments - - (4,660) - 502
Other, net - - - - -
Balance at March 31, 1994 $8,355 $759,281 $(120,463) $(3,442) $(1,662)
Accumulated Treasury
deficit stock Total
Balance at December 31, 1993 $(543,059) $(367,963) $(264,795)
Net loss (6,367) - (6,367)
Adjustments - - (4,158)
Other, net - 1,307 1,307
Balance at March 31, 1994 $(549,426) $(366,656) $(274,013)
NL INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
Three months ended March 31, 1993 and 1994
(In thousands)
1993 1994
Cash flows from operating activities:
Net loss $(13,490) $ (6,367)
Adjustments:
Depreciation, depletion and amortization 12,548 8,464
Deferred income taxes 584 4,935
Net (gains) losses from:
Securities transactions (1,650) 801
Disposition of property and equipment 219 987
Marketable trading securities, net - (870)
Other, net (639) (1,950)
Change in assets and liabilities:
Accounts and notes receivable (12,643) (29,639)
Inventories (12,912) 869
Prepaid expenses (2,801) (3,993)
Accounts payable and accrued liabilities (4,425) (6,133)
Income taxes 2,516 (1,164)
Other, net (405) 11,285
Total adjustments (19,608) (16,408)
Net cash used by operating activities (33,098) (22,775)
Cash flows from investing activities:
Capital expenditures (8,049) (7,248)
Marketable securities:
Purchases (1,615) -
Dispositions 10,166 -
Proceeds from disposition of property
and equipment 188 33
Investment in joint ventures, net - 2,027
Other, net 992 250
Net cash provided (used) by investing
activities 1,682 (4,938)
NL INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
Three months ended March 31, 1993 and 1994
(In thousands)
1993 1994
Cash flows from financing activities:
Notes payable and long-term debt:
Additions $ 993 $ 14,418
Principal payments (4,308) (7,900)
Deferred financing costs - (369)
Distribution to minority interest - (190)
Net cash provided (used) by financing
activities (3,315) 5,959
Cash and cash equivalents:
Net change from:
Operating, investing and financing activities (34,731) (21,754)
Currency translation (276) 861
Balance at beginning of period 87,333 106,593
Balance at end of period $ 52,326 $ 85,700
Supplemental disclosures - cash paid for:
Interest, net of amounts capitalized $ 23,942 $ 10,603
Income taxes 1,538 3,277
NL INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - ORGANIZATION AND BASIS OF PRESENTATION:
NL Industries, Inc. is primarily a holding company and conducts its
operations through its wholly-owned subsidiaries, Kronos, Inc. (titanium dioxide
pigments, or "TiO2") and Rheox, Inc. (specialty chemicals). At March 31, 1994,
Valhi, Inc. held approximately 49% of NL's outstanding common stock and Tremont
Corporation, a 48%-owned affiliate of Valhi, held an additional 18% of NL's
outstanding common stock. Together, Tremont and Valhi may be deemed to control
NL. Contran Corporation holds, directly or through subsidiaries, approximately
90% of Valhi's outstanding common stock.
The consolidated balance sheet of NL Industries, Inc. and Subsidiaries
(collectively, the "Company") at December 31, 1993 has been condensed from the
Company's audited consolidated financial statements at that date. The
consolidated balance sheet at March 31, 1994 and the consolidated statements of
operations, shareholders' deficit and cash flows for the interim periods ended
March 31, 1993 and 1994, have been prepared by the Company, without audit. In
the opinion of management, all adjustments, consisting only of normal recurring
adjustments, necessary to present fairly the consolidated financial position,
results of operations and cash flows have been made. The results of operations
for the interim periods are not necessarily indicative of the operating results
for a full year or of future operations.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted. The accompanying consolidated financial
statements should be read in conjunction with the consolidated financial
statements included in the Company's Annual Report on Form 10-K for the year
ended December 31, 1993 (the "1993 Annual Report").
NOTE 2 - LOSS PER SHARE OF COMMON STOCK:
Loss per share of common stock is based on the weighted average number of
common shares outstanding. Common stock equivalents are excluded from the
computation because they are antidilutive.
NOTE 3 - BUSINESS SEGMENT INFORMATION:
The Company's operations are conducted in two business segments - TiO2
conducted by Kronos and specialty chemicals conducted by Rheox.
Three months ended
March 31,
1993 1994
(In thousands)
Net sales:
Kronos $172,083 $174,260
Rheox 26,435 27,589
$198,518 $201,849
Operating income:
Kronos $ 17,156 $ 15,359
Rheox 5,949 6,954
23,105 22,313
General corporate income (expense):
Interest and dividends 1,220 1,002
Securities transactions 1,650 (801)
Corporate expenses, net (8,616) (618)
Interest expense (26,137) (21,065)
$ (8,778) $ 831
NOTE 4 - INVENTORIES:
December 31, March 31,
1993 1994
(In thousands)
Raw materials $ 19,785 $ 27,438
Work in process 7,173 6,233
Finished products 135,102 128,940
Supplies 32,107 33,490
$194,167 $196,101
NOTE 5 - MARKETABLE SECURITIES AND SECURITIES TRANSACTIONS:
December 31, March 31,
1993 1994
(In thousands)
Current - U.S. Treasury securities:
Unrealized gains (losses) $ 52 $ (336)
Cost 40,993 41,450
Aggregate market $41,045 $41,114
Noncurrent - marketable equity securities:
Unrealized gains $ 33 $ 26
Unrealized losses (2,951) (2,582)
Cost 21,346 21,346
Aggregate market $18,428 $18,790
The Company has classified its U.S. Treasury securities as trading
securities and its marketable equity securities as available-for-sale.
Net gains and losses from securities transactions are composed of:
Three months ended
March 31,
1993
1994
(In thousands)
Unrealized gains (losses):
Marketable equity securities $ (20) $ -
Other securities 556 (388)
Realized gains (losses) - other securities 1,114 (413)
$1,650 $ (801)
NOTE 6 - INVESTMENT IN JOINT VENTURES:
December 31, March 31,
1993 1994
(In thousands)
TiO2 manufacturing joint venture $188,031 $186,018
Other 2,756 2,873
$190,787 $188,891
NOTE 7 - OTHER NONCURRENT ASSETS:
December 31, March 31,
1993 1994
(In thousands)
Intangible assets, net $15,317 $15,195
Deferred financing costs, net 18,954 18,341
Other 8,661 10,039
$42,932 $43,575
NOTE 8 - ACCOUNTS PAYABLE AND ACCRUED LIABILITIES:
December 31, March 31,
1993 1994
(In thousands)
Accounts payable $ 89,010 $ 72,596
Accrued liabilities:
Employee benefits 32,350 33,304
Environmental costs 14,517 14,548
Interest 6,933 13,881
Miscellaneous taxes 2,240 2,594
Other 32,215 34,161
88,255 98,488
$177,265 $171,084
NOTE 9 - OTHER NONCURRENT LIABILITIES:
December 31, March 31,
1993 1994
(In thousands)
Environmental costs $ 70,789 $ 78,854
Deferred technology fee income 26,881 24,976
Insurance claims and expenses 10,299 15,406
Employee benefits 10,084 10,357
Other 3,256 3,016
$121,309 $132,609
NOTE 10 - LONG-TERM DEBT:
December 31, March 31,
1993 1994
(In thousands)
NL Industries:
11.75% Senior Secured Notes $250,000 $250,000
13% Senior Secured Discount Notes 102,627 105,879
352,627 355,879
Kronos:
DM bank credit facility 316,032 343,800
Joint venture term loan 104,143 100,286
5% to 8% bank loans payable through 2000 12,338 12,789
Other 2,175 2,027
434,688 458,902
Rheox:
Bank term loan 82,500 78,750
Other 1,070 1,037
83,570 79,787
870,885 894,568
Less current maturities 35,716 37,167
$835,169 $857,401
The Company borrowed an additional DM 25 million under the revolving
portion of its DM bank credit facility in February 1994, and DM 125 million was
available for future borrowings under such revolving credit facility at
March 31, 1994.
NOTE 11 - INCOME TAXES:
The difference between the provision for income tax expense attributable to
income (loss) before income taxes and minority interest and the amount that
would be expected using the U.S. federal statutory income tax rate is presented
below. The expected tax benefit in 1993 is computed at the previously-reported
U.S. federal statutory rate of 34% because the retroactive increase to the
current 35% rate was not enacted until August 1993.
Three months ended
March 31,
1993 1994
(In thousands)
Expected tax benefit (expense) $ 2,985 $ (291)
Non-U.S. tax rates 3,554 1,824
Incremental tax on income of companies not included
in NL's consolidated U.S. federal income tax return (1,174) (606)
Valuation allowance (9,804) (7,722)
U.S. state income taxes (102) (128)
Other, net - (26)
Income tax expense $(4,541) $(6,949)
NOTE 12 - OTHER INCOME, NET:
Three months ended
March 31,
1993 1994
(In thousands)
Litigation settlement gain $ - $20,040
Technology fee income - 2,409
Currency transaction gains (losses), net 622 (1,432)
Disposition of property and equipment (219) (987)
Royalty income 496 426
Other, net 1,115 1,941
$2,014 $22,397
NOTE 13 - COMMITMENTS AND CONTINGENCIES:
For descriptions of certain legal proceedings, income tax and other
commitments and contingencies related to the Company, reference is made to (i)
Part II, Item 1 -"Legal Proceedings" and (ii) the Company's 1993 Annual Report.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
RESULTS OF OPERATIONS
The Company's chemical operations are conducted in two business segments - TiO2
conducted by Kronos and specialty chemicals conducted by Rheox. The Company has
reported significant losses in the past few years. The future profitability of
the Company is dependent upon, among other things, improved pricing for TiO2.
Based on the Company's current near-term outlook for its TiO2 business, the
Company expects to report a net loss for calendar 1994, although its results for
the remainder of the year should be improved compared to 1993.
Three months ended
March 31,
1993 1994 % Change
(In millions)
Net sales:
Kronos $172.1 $174.2 +1%
Rheox 26.4 27.6 +4%
$198.5 $201.8 +2%
Operating income:
Kronos $ 17.2 $ 15.3 -10%
Rheox 5.9 7.0 +17%
$ 23.1 $ 22.3 -3%
Percent changes in TiO2:
Sales volume +8%
Average selling prices -3%
(in billing currencies)
Kronos' TiO2 operating income declined as a 3% year-to-year decline in
average selling prices were only partially offset by higher sales volumes, the
effects of higher production levels and slightly lower production costs.
Primarily as a result of improved pricing in Europe, Kronos' average TiO2
selling prices in the first quarter of 1994 were higher than those of the last
three quarters of 1993. Average TiO2 prices at the end of the first quarter of
1994 approximated both year-end 1993 levels and full year 1993 average selling
prices. TiO2 sales volume in the first quarter of 1994 increased 8% compared to
the same period in 1993 primarily due to increases in export markets and the
U.S.
Rheox's operating income for the first quarter of 1994 was $1 million
higher than the comparable 1993 period primarily as a result of higher sales
volumes and slightly lower operating costs.
The following table sets forth certain information regarding general
corporate income (expense).
Three months ended
March 31, Difference
1993 1994
(In millions)
Interest and dividends $ 1.2 $1.0 $ (.2)
Securities transactions 1.7 (.8) (2.5)
Corporate expenses, net (8.7) (.6) 8.1
$(5.8) $(.4) $ 5.4
Corporate expenses, net were lower as a $20 million gain related to the
1994 settlement of the Company's lawsuit against Lockheed Corporation was
partially offset by increased provisions for environmental remediation and other
costs.
Interest expense declined due to lower average levels of indebtedness and
lower interest rates on Deutsche mark denominated debt, partially offset by the
higher interest rates on the Company's Senior Notes issued in October 1993.
The Company's operations are conducted on a worldwide basis. In both 1993
and 1994, the Company's income tax expense was impacted by losses in certain
countries for which no current refund is available and for which recognition of
a deferred tax asset is not currently considered appropriate.
LIQUIDITY AND CAPITAL RESOURCES
The Company's consolidated cash flows from operating, investing and
financing activities for the three months ended March 31, 1993 and 1994 are
presented below.
Three months ended
March 31,
1993 1994
(In millions)
Net cash provided (used) by:
Operating activities $(33.1) $(22.8)
Investing activities 1.7 (4.9)
Financing activities (3.3) 5.9
Net cash used by operating, investing and
financing activities $(34.7) $(21.8)
The TiO2 industry historically has been cyclical, with the previous peak in
selling prices in early 1990. During the recent down cycle, the Company's
operations have used significant amounts of cash. The Company has taken and
continues to take measures to manage its near-term and long-term liquidity
requirements, including cost reduction efforts, tightening of controls over
working capital, discontinuance of unrelated business acquisition activities,
suspension of dividends in 1992 and the previously-reported formation of a TiO2
manufacturing joint venture and the refinancing of certain debt in 1993. The
Company currently expects to have sufficient liquidity to meet its near-term
obligations including operations, capital expenditures and debt service.
Net repayments of indebtedness in the first quarter of 1994 include
payments of $4 million on the Rheox bank term loan and $4 million on the joint
venture term loan and borrowings under the DM bank credit facility of DM 25
million ($14 million when borrowed).
At March 31, 1994, the Company had cash, cash equivalents and current
marketable securities aggregating $127 million (16% held by non-U.S.
subsidiaries) including restricted cash and cash equivalents of $15.3 million.
The Company's subsidiaries had $103 million available for borrowing under
existing non-U.S. credit facilities at March 31, 1994.
Certain of the Company's income tax returns in various U.S. and non-U.S.
jurisdictions, including Germany, are being examined and tax authorities have
proposed or may propose tax deficiencies. In June 1993, the German tax
authorities issued assessment reports disallowing the Company's claims for
refunds, primarily for 1989 and 1990, aggregating DM 160 million ($96 million
at March 31, 1994) and proposing additional taxes of approximately DM 100
million ($60 million). In April 1994, the German tax authorities withdrew the
June 1993 assessment reports and the Company currently understands that the tax
authorities intend to remit a portion of the Company's claims for refunds on a
tentative basis, in return for a lien on certain German assets, and issue new
assessment reports proposing additional tax deficiencies. The Company has
granted a DM 100 million ($60 million at March 31, 1994) lien on its Nordenham,
Germany TiO2 plant until any assessments proposing additional deficiencies are
resolved. The timing and amount of receipt of any tentative tax refund and
assessments proposing additional tax deficiencies remain uncertain. The Company
anticipates that any tentative tax refund received will be applied to the
outstanding amount of the DM bank credit facility. The Company currently
believes that it has adequately provided accruals for additional income taxes
and related interest expense which may ultimately result from these
examinations.
The Company has been named as a defendant, potentially responsible party,
or both, in a number of legal proceedings associated with environmental matters,
including waste disposal sites currently or formerly owned, operated or used by
the Company, many of which disposal sites or facilities are on the
U.S. Environmental Protection Agency's Superfund National Priorities List or
similar state lists. The Company believes it has adequate reserves ($77 million
at March 31, 1994) for reasonably estimable costs of such matters. It is not
possible to estimate the range of costs for certain sites. The Company has
estimated that the upper end of the range of reasonably possible costs to the
Company for sites for which it is possible to estimate costs is approximately
$120 million. No assurance can be given that actual costs will not exceed
accrued amounts or the upper end of the range for sites for which estimates have
been made, and no assurance can be given that costs will not be incurred with
respect to sites as to which no estimate presently can be made. Further, there
can be no assurance that additional environmental matters will not arise in the
future. The Company is also a defendant in a number of legal proceedings
seeking damages for personal injury and property damage arising out of the sale
of lead pigments and lead-based paints. Based on, among other things, the
results of such litigation to date, the Company believes that the pending lead
pigment litigation is without merit and has not accrued any amounts for such
pending lead pigment litigation. The Company currently believes the disposition
of all claims and disputes, individually or in the aggregate, should not have a
material adverse effect on the Company's consolidated financial position,
results of operations or liquidity. There can be no assurance that additional
matters of these types will not arise in the future. In addition, various
legislation and administrative regulations have, from time to time, been enacted
or proposed at the state, local and federal levels that seek to impose various
obligations on present and former manufacturers of lead pigment and lead-based
paint with respect to asserted health concerns associated with the use of such
products and effectively overturn court decisions in which the Company and other
pigment manufacturers have been successful.
The Company periodically evaluates its liquidity requirements, capital
needs and availability of resources in view of, among other things, its debt
service requirements, capital expenditure requirements and estimated future
operating cash flows. As a result of this process, the Company has in the past
and may in the future seek to refinance or restructure indebtedness, raise
additional capital, restructure ownership interests, sell interests in
subsidiaries, marketable securities or other assets, or take a combination of
such steps or other steps to increase its liquidity and capital resources.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Reference is made to the 1993 Annual Report for descriptions of certain
previously-reported legal proceedings.
Skipworth v. Sherwin-Williams Co., et al. In April 1994, the court granted
defendants' motion for summary judgment. The plaintiff's time to appeal has not
yet expired.
In May 1994, the court declined to grant summary judgment in the Company's
favor in one of the eight pending third-party complaints filed by the Housing
Authority of New Orleans ("HANO"), concluding that fact issues remained
regarding product identification. Discovery is proceeding.
Exxon Chemical Company v. NL Industries, Inc. Mediation is set for May
1994.
Wagner, et al. v. Anzon and NL Industries, Inc. Trial in this matter has
been postponed until September 1994. Defendants have moved for summary judgment
against a portion of the class based on the statute of limitations and for
decertification of the class.
United States of America v. Peter Gull and NL Industries, Inc. In April
1994, the court entered judgment against the Company in the amount of
$6.4 million, with post-judgment interest thereon accruing. The Company's
motion to waive the bond requirement and stay the judgment has been granted
pending an appeal. The parties have until June 1994 to appeal the decision.
Day, et al. v. NLO, Inc., et al. The trial in this matter is set for July
1994.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBITS
None.
(b) REPORTS ON FORM 8-K
Reports on Form 8-K for the quarter ended March 31, 1994 and for the
month of April 1994:
January 27, 1994 - reported Items 5 and 7.
February 2, 1994 - reported Items 5 and 7.
February 9, 1994 - reported Items 5 and 7.
February 24, 1994 - reported Items 5 and 7.
April 25, 1994 - reported Items 5 and 7.
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.
NL INDUSTRIES, INC.
(Registrant)
Date: May 10, 1994 By /s/ Joseph S. Compofelice
Joseph S. Compofelice
Vice President and
Chief Financial Officer
Date: May 10, 1994 By /s/ Dennis G. Newkirk
Dennis G. Newkirk
Vice President and Controller
(Principal Accounting Officer)
