SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

                QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934


For the quarter ended September 30, 1997             Commission File No. 0-2504


                         MINE SAFETY APPLIANCES COMPANY

             (Exact name of registrant as specified in its charter)



                  Pennsylvania                     25-0668780                   

      (State or other jurisdiction of   (IRS Employer Identification No.)      
      incorporation or organization)



           121 Gamma Drive
           RIDC Industrial Park
           O'Hara Township
           Pittsburgh, Pennsylvania                         15238               

     (Address of principal executive offices)            (Zip Code) 


Registrant's telephone number, including area code:  412/967-3000


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      


As of October 31, 1997, there were outstanding 5,058,026 shares of common stock
without par value, including 600,000 shares held by the Mine Safety Appliances
Company Stock Compensation Trust.




                         PART I  FINANCIAL INFORMATION
                         MINE SAFETY APPLIANCES COMPANY
                      CONSOLIDATED CONDENSED BALANCE SHEET
                   (Thousands of dollars, except shares data)
September December 31 1997 1996 ASSETS Current assets Cash $ 6,812 $ 7,963 Temporary investments, at cost plus accrued interest 19,062 17,133 Accounts receivable, less allowance (1997 - $3,278; 1996 - $2,993) 84,122 101,740 Inventories: Finished products 36,001 32,042 Work in process 14,609 15,311 Raw materials and supplies 31,479 29,687 -------- --------- Total inventories 82,089 77,040 --------- --------- Other current assets 26,773 24,531 --------- --------- Total current assets 218,858 228,407 --------- --------- Property, plant and equipment 348,416 347,432 Accumulated depreciation (198,827) (200,374) --------- --------- Net property 149,589 147,058 --------- --------- Other assets 29,316 32,217 --------- --------- TOTALS $ 397,763 $ 407,682 ========= =========
LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities Notes and accounts payable $ 48,443 $ 35,823 Federal, foreign, state and local income taxes 6,217 9,156 Other current liabilities 47,129 46,835 --------- --------- Total current liabilities 101,789 91,814 --------- --------- Long-term debt 12,393 13,278 Noncurrent liabilities (principally employee/retiree benefits) and deferred credits 47,079 61,158 Shareholders' equity Preferred stock, 4-1/2% cumulative - authorized 100,000 shares of $50 par value; issued 71,373 shares, callable at $52.50 per share 3,569 3,569 Second cumulative preferred voting stock - authorized 1,000,000 shares of $10 par value; none issued Common stock - authorized 20,000,000 shares of no par value; issued 6,769,273 and 6,749,733 (outstanding 4,461,386 and 4,611,125) 11,802 10,866 Stock compensation trust (600,000 shares) (28,196) (28,200) Cumulative translation adjustments (5,863) 1,430 Retained earnings 337,564 325,898 Less treasury shares, at cost: Preferred - 49,313 and 49,313 shares (1,595) (1,595) Common - 1,707,887 and 1,538,608 shares (80,779) (70,536) --------- --------- Total shareholders' equity 236,502 241,432 --------- --------- TOTALS $ 397,763 $ 407,682 ========= =========
MINE SAFETY APPLIANCES COMPANY CONSOLIDATED CONDENSED STATEMENT OF INCOME (Thousands of dollars, except earnings per share and shares outstanding)
Three Months Ended Nine Months Ended September 30 September 30 1997 1996 1997 1996 Net sales $ 120,602 $ 121,744 $ 363,320 $ 360,994 Other income 389 1,103 2,558 4,122 ---------- ---------- ---------- ---------- 120,991 122,847 365,878 365,116 ---------- ---------- ---------- ---------- Costs and expenses Cost of products sold 72,560 74,279 223,321 227,713 Selling, general and administrative 30,863 32,788 97,974 97,602 Depreciation 5,106 4,780 16,027 15,959 Interest 728 324 1,868 993 Currency exchange (gains)/losses 105 88 602 356 Facilities consolidation - net 2,418 414 2,125 930 ---------- ---------- ---------- ---------- 111,780 112,673 341,917 343,553 ---------- ---------- ---------- ---------- Income from operations before income taxes 9,211 10,174 23,961 21,563 Income taxes 3,379 4,058 9,470 8,552 ---------- ---------- ---------- ---------- Net income $ 5,832 $ 6,116 $ 14,491 $ 13,011 ========== ========== ========== ========== Earnings per common share $ 1.29 $ 1.26 $ 3.17 $ 2.63 ========== ========== ========== ========== Weighted average number of common shares outstanding 4,559,370 4,932,145 4,559,370 4,932,145 ========== ========== ========== ========== Dividends paid on preferred stock $ 12 $ 13 $ 37 $ 39 ========== ========== ========== ==========
MINE SAFETY APPLIANCES COMPANY CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS (Thousands of dollars)
Nine Months Ended September 30 1997 1996 OPERATING ACTIVITIES Income from operations $ 14,491 $ 13,011 Depreciation 16,027 15,959 Deferred taxes,pensions, and other non-cash charges/(credits) (10,244) (2,890) Changes in operating assets and liabilities 5,256 24,807 Other - principally currency exchange adjustments (5,176) 478 --------- --------- Cash flow from operating activities 20,354 51,365 --------- --------- INVESTING ACTIVITIES Property additions (23,352) (12,191) Property disposals 1,383 1,702 Acquisitions and other investing (511) (16,480) --------- --------- Cash flow from investing activities (22,480) (26,969) --------- --------- FINANCING ACTIVITIES Additions to long-term debt 514 88 Reductions of long-term debt (1,187) (1,379) Changes in notes payable and short term debt 20,146 (1,660) Cash dividends (4,448) (4,134) Company stock purchases and sales (9,303) (20,510) --------- --------- Cash flow from financing activities 5,722 (27,595) --------- --------- Effect of exchange rate changes on cash (2,818) (310) --------- --------- Increase/(decrease) in cash and cash equivalents 778 (3,509) Beginning cash and cash equivalents 25,096 31,950 --------- --------- Ending cash and cash equivalents $ 25,874 $ 28,441 ========= ========= Note 1 - Basis of Presentation The accompanying unaudited consolidated condensed financial statements include all adjustments,consisting of only normal recurring adjustments, which are, in the opinion of management of the registrant, necessary for a fair statement of the operating results for the three and nine-month periods ended September 30, 1997 and 1996. These financial statements have been prepared in accordance with the instructions to Form 10-Q and therefore do not include all information and footnotes necessary for a fair presentation of financial position, results of operations, and changes in cash flows in conformity with generally accepted accounting principles. Note 2 - Earnings per Share Earnings per common share is computed after dividends paid on preferred stock. Common shares reserved for outstanding options under the stock option and incentive plans would have a negligible dilutive effect on earnings per common share. The shares held by the Stock Compensation Trust are not included for earnings per share calculations. In February 1997, the Financial Accounting Standards Board issued FAS 128, Earnings per Share. The company will adopt this statement for its December 31, 1997 financial statements and will restate prior period earnings per share amounts, if necessary. Presentation of both "basic" and "dilutive" earnings per share is required. The company does not expect any material impact on earnings per common share.
MINE SAFETY APPLIANCES COMPANY MANAGEMENT'S DISCUSSION AND ANALYSIS Consolidated sales for the third quarter of 1997 were $120,602,000 compared with $121,744,000 for the third quarter of 1996. Sales for the nine months ended September 30, 1997 were $363,320,000 compared with $360,994,000 for the same period last year. Net income for the 1997 third quarter was $5,832,000, or $1.29 per share, compared with 1996 third quarter income of $6,116,000, or $1.26 per share. Net income for the nine months ended September 30, 1997 was $14,491,000, or $3.17 per share, compared with $13,011,000, or $2.63 per share in 1996. Sales results have been affected by various trends and events. In the U.S., the absence of significant military gas mask business has been offset by sales from 1996 fall protection and respirator acquisitions, which were not included until the end of the year. Commercial safety product sales in U.S. markets have been essentially flat with some continued growth in exports. Recent sales of instrument products are lower than 1996 levels, which included large special orders. Sales of specialty chemicals have continued to grow. Sales in Europe have been lower than the prior year with a moderate decline in local currency revenues compounded by adverse currency exchange rates. Sales in other international markets have increased, mostly in Latin America. International sales have also benefit by the inclusion of MSA Africa, which became a wholly owned affiliate of MSA earlier this year. The decline in net income for the third quarter occurred mainly in MSA European operations, principally Germany, as a result of lower sales and high operating costs. Income improved, however, in Latin America and other inter- national operations. Income from U.S. operations for the third quarter was about the same as the corresponding period of last year. Last year's results benefited by $1.7 million before-tax LIFO credit from inventory reductions which have not continued this year, due partly to a temporary need to keep back-up inventory during the facilities consolidation announced at the end of 1996. Furthermore, 1997 results include $2.4 million of pre-tax charges related to the consolida- tion activities. However, 1997 results include $4.5 million before tax pension settlement gains also stemming from the facilities consolidation. Facilities consolidation efforts are proceeding as anticipated. Results for the quarter were about as expected. MSA has been reasonably successful in adjusting to the end of some major U.S. military business by acquiring or increasing other businesses and by consolidating U.S. manufacturing facilities. While the consolidation activities have significant implementation costs, future years' operating performance will benefit. The profitability of European operations is a continuing concern. MSA is evaluating appropriate plans for improvement which should be finalized during the fourth quarter. Several new members of the MSA Europe management team have been hired over the last year. The results for the fourth quarter of 1996 included several significant income items which improved net income despite substantial restructuring charges. It may be challenging to expect similar results for the final quarter of this year. However, MSA continues to strive to attain its goal of higher earnings per share for the year. Earnings per share have been enhanced by reduced shares outstanding as a result of shares purchased by the company. Currency exchange adjustments charged directly to the equity cumulative translation adjustments account are shown below. Significant third quarter 1997 year-to-date losses relate primarily to Germany and Australia. Significant third quarter 1996 gains relate primarily to Germany and Italy.
Three Months Ended Nine Months Ended September 30 September 30 1997 1996 1997 1996 (Thousands of dollars)(Thousands of dollars) Translation (gains)/losses 2,077 (914) 7,293 264
Available credit facilities along with internal cash resources are adequate to provide for ensuing capital requirements. The company's financial position and liquidity continue to be adequate. The current ratio and term debt in relation to capital as of September 30, 1997 were 2.2 and 5.8%, respectively, as compared to 2.5 and 6.2% at December 31, 1996. PART II OTHER INFORMATION MINE SAFETY APPLIANCES COMPANY Item 1. Legal Proceedings Not Applicable Item 6. Exhibits and Reports on Form 8-K (a) Exhibits None (b) Reports on Form 8-K No reports on Form 8-K were filed during the quarter ended September 30, 1997. 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. MINE SAFETY APPLIANCES COMPANY Date: November 12, 1997 By S/James E. Herald James E. Herald Vice President - Finance; Principal Financial and Accounting Officer
 

5 THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM SEPTEMBER 1997 FINANCIAL STATEMENTS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS 9-MOS DEC-31-1997 SEP-30-1997 6,812 19,062 87,400 (3,278) 82,089 26,773 348,416 (198,827) 397,763 101,789 12,393 0 3,569 11,802 221,131 397,763 363,320 365,878 223,321 239,348 2,727 0 1,868 23,961 9,470 14,491 0 0 0 14,491 3.17 3.17