Estate of Dorothy B. Foote - Page 11




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          Financial Review                                                             
               The portion captioned "Management's Discussion and Analysis of          
          Results of Operations and Financial Condition" of Applied Power's            
          Form 10-Q (filed with the Securities and Exchange Commission) for            
          the quarter ended November 30, 1993, states:                                 
                    RESULTS OF CONTINUING OPERATIONS  (Dollars are                     
                    in thousands except for per share amounts)                         
                    Net earnings for the first quarter were                            
                    $2,580, or $0.20 per share, compared to a loss                     
                    of $1,048, or $0.08 per share in the prior                         
                    year, which included a $4,355 charge for the                       
                    cumulative effect of adopting a new accounting                     
                    pronouncement for postretirement benefits.                         
                    Earnings before accounting changes for the                         
                    first quarter of fiscal 1994 were $2,580, or                       
                    $0.20 per share, compared to $3,307, or $.25                       
                    per share, for the same period last year.                          
                    Sales for the first quarter of fiscal 1994                         
                    were $91,097, down slightly from $91,721                           
                    reported in the same quarter last year.  Due                       
                    to poor economic conditions, results at the                        
                    Company's operations in Europe and Japan were                      
                    weak, with sales declines from last year of                        
                    11% and 2%, respectively.  Sales in North                          
                    America increased 4% over last year.                               
                    Sales increases were recorded at GB                                
                    Electrical, Power-Packer, and APITECH of 15%,                      
                    8% and 100%, respectively.  Due to poor                            
                    economic conditions in Europe and Japan,                           
                    Enerpac sales declined 7% from last year.                          
                    First quarter sales at Barry Controls were                         
                    lower than the comparable period last year due                     
                    to reduced demand from aircraft manufacturers,                     
                    as well as the sale of the helicopter product                      
                    line in the second quarter of fiscal 1993.                         
                    The Company's overall gross profit margin                          
                    declined from 37.8% in the first quarter of                        
                    fiscal 1993 to 37.2% in the most recent                            
                    quarter, reflecting an unfavorable shift in                        
                    product mix.                                                       



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