UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q (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, 1996 ------------- ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________________ to _____________________ Commission File No. 1-3560 ------ P. H. GLATFELTER COMPANY --------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Pennsylvania 23-0628360 --------------------------------------------------------------------------- (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 228 South Main Street, Spring Grove, Pennsylvania 17362 --------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (717) 225-4711 -------------- (Registrant's telephone number, including area code) 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 ------ ------. Shares of Common Stock outstanding at August 12, 1996 were 42,651,128.
P. H. GLATFELTER COMPANY INDEX Part I - Financial Information ------------------------------ Financial Statements: Condensed Consolidated Statements of Income and Retained Earnings - Three Months and Six Months Ended June 30, 1996 and 1995 (Unaudited).............................. 3 Condensed Consolidated Balance Sheets - June 30, 1996 (Unaudited) and December 31, 1995...................... 4 Condensed Consolidated Statements of Cash Flows - Six Months Ended June 30, 1996 and 1995 (Unaudited)........ 5 Notes to Condensed Consolidated Financial Statements (Unaudited)............................................ 6-7 Independent Accountants' Report........................... 8 Management's Discussion and Analysis of Financial Condition and Results of Operations................................. 9-11 Part II - Other Information..................................... 12 --------------------------- Signature....................................................... 13 --------- Index of Exhibits............................................... 14 ----------------- Exhibit 11 - Computation of Net Income Per Share............. 15 Exhibit 15 - Letter in Lieu of Consent Regarding Review Report of Unaudited Interim Financial Information..................................... 16 Exhibit 27 - Financial Data Schedule......................... 17 2
PART I - FINANCIAL INFORMATION ------------------------------ P. H. GLATFELTER COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS (in thousands, except number of shares and per share amounts) (UNAUDITED) <TABLE> <CAPTION> Three Months Ended Six Months Ended 6/30/96 6/30/95 6/30/96 6/30/95 ----------- ----------- ----------- ----------- <S> <C> <C> <C> <C> Net sales $ 144,687 $ 166,879 $ 285,022 $ 321,916 Other income - net Energy sales - net 2,410 2,328 4,707 3,944 Interest on investments and other - net 394 343 576 629 Gain from property dispositions, etc., - net 66 855 295 1,044 ----------- ----------- ----------- ----------- Total 147,557 170,405 290,600 327,533 Costs and expenses Cost of products sold 108,916 126,306 217,730 251,405 Selling, general and administrative expenses 9,770 10,002 18,628 18,835 Interest on debt - net 2,297 2,694 4,644 5,417 ----------- ----------- ----------- ----------- Total 120,983 139,002 241,002 275,657 Income before income taxes 26,574 31,403 49,598 51,876 Income tax provision Current taxes 5,713 6,186 10,276 9,758 Deferred taxes 4,585 6,192 9,076 10,579 ----------- ----------- ----------- ----------- Total 10,298 12,378 19,352 20,337 Net income 16,276 19,025 30,246 31,539 Retained earnings at beginning of period 438,256 401,404 431,762 396,635 ----------- ----------- ----------- ----------- Total 454,532 420,429 462,008 428,174 ----------- ----------- ----------- ----------- Common stock dividends declared 7,463 7,711 14,939 15,456 ----------- ----------- ----------- ----------- Retained earnings at end of period $ 447,069 $ 412,718 $ 447,069 $ 412,718 =========== =========== =========== =========== Weighted average number of common shares outstanding 42,846,262 44,440,830 43,073,896 44,413,091 Net income per common share $ .38 $ .43 $ .70 $ .71 =========== =========== =========== =========== Dividends declared per common share $ .175 $ .175 $ .35 $ .35 ============ =========== =========== =========== </TABLE> See accompanying notes to condensed consolidated financial statements. 3
P. H. GLATFELTER COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands) ASSETS ------ <TABLE> <CAPTION> 6/30/96 12/31/95 (unaudited) ----------- ----------- <S> <C> <C> Current assets: Cash and cash equivalents $ 19,949 $ 18,864 Marketable securities 111 111 Accounts receivable - net 56,433 52,052 Inventories: Raw materials 23,521 25,577 In process and finished products 33,124 30,821 Supplies 31,947 30,680 --------- --------- Total inventory 88,592 87,078 Prepaid expenses and other current assets 4,722 2,318 --------- --------- Total current assets 169,807 160,423 Plant, equipment and timberlands - net 446,732 451,461 Other assets 65,368 61,223 --------- --------- Total assets $ 681,907 $ 673,107 ========= ========= </TABLE> <TABLE> <CAPTION> LIABILITIES AND SHAREHOLDERS' EQUITY ------------------------------------ <S> <C> <C> Current liabilities: Accounts payable $ 31,903 $ 34,623 Dividends payable 7,463 7,597 Federal, state and local taxes 3,088 235 Accrued compensation, other expenses and deferred income taxes 36,224 41,553 --------- --------- Total current liabilities 78,678 84,008 Long-term debt 150,000 150,000 Deferred income taxes 89,758 80,682 Other long-term liabilities 45,836 43,011 Commitments and contingencies Shareholders' equity: Common stock 544 544 Capital in excess of par value 41,377 40,921 Retained earnings 447,069 431,762 --------- --------- Total 488,990 473,227 Less cost of common stock in treasury (171,355) (157,821) --------- --------- Total shareholders' equity 317,635 315,406 Total liabilities and shareholders' equity $ 681,907 $ 673,107 ========= ========= </TABLE> See accompanying notes to condensed consolidated financial statements. 4
P. H. GLATFELTER COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) (UNAUDITED) <TABLE> <CAPTION> Six Months Ended 6/30/96 6/30/95 ----------- ----------- <S> <C> <C> Cash Flows from Operating Activities: Net income $ 30,246 $ 31,539 Items included in net income not using (providing) cash: Depreciation and depletion 17,126 16,504 Gain on disposition of fixed assets (42) (881) Expense related to employee stock purchase and 401(k) plans 672 464 Change in assets and liabilities: Accounts receivable (4,381) (9,520) Inventories (1,514) (497) Prepaid expenses and other assets (6,549) (6,435) Accounts payable, accrued compensation, other expenses, deferred income taxes and other long-term liabilities (3,484) 15,357 Federal, state and local taxes 2,853 1,443 Deferred income taxes - non-current 9,076 7,629 -------- -------- Net cash provided by operating activities 44,003 55,603 -------- -------- Cash Flows from Investing Activities: Proceeds from disposal of fixed assets 67 961 Additions to plant, equipment and timberlands (12,344) (10,031) Decrease in liabilities related to fixed asset acquisitions (542) (6,855) -------- -------- Net cash used in investing activities (12,819) (15,925) -------- -------- Cash Flows from Financing Activities: Repayment of short-term debt - (20,100) Dividends paid (15,073) (15,480) Purchases of common stock (15,823) (4,453) Proceeds from issuance of common stock under employee stock purchase plans and key employee long-term incentive plan 797 1,439 -------- -------- Net cash used in financing activities (30,099) (38,594) -------- -------- Net increase (decrease) in cash and cash equivalents 1,085 1,084 Cash and Cash Equivalents: At beginning of period 18,864 3,133 -------- -------- At end of period $ 19,949 $ 4,217 ======== ======== Supplemental Disclosure of Cash Flow Information: Cash paid for: Interest $ 5,203 $ 4,615 Income taxes 11,711 9,895 </TABLE> See accompanying notes to condensed consolidated financial statements. 5
P. H. GLATFELTER COMPANY AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 1. A reconciliation between the income tax provision computed by applying the statutory federal income tax rate of 35% to income before income taxes, and the actual income tax provision follows in thousands: <TABLE> <CAPTION> Three Months Ended Six Months Ended 6/30/96 6/30/95 6/30/96 6/30/95 --------- --------- --------- --------- <S> <C> <C> <C> <C> Federal income tax provision at statutory rate $ 9,301 $ 10,991 $ 17,359 $ 18,157 State income taxes after deducting federal income tax benefit 1,001 1,457 1,880 2,334 Other (4) (70) 113 (154) -------- -------- -------- -------- Actual income tax provision $ 10,298 $ 12,378 $ 19,352 $ 20,337 ======== ======== ======== ======== </TABLE> The deferred income tax provisions for the six-month periods ended June 30, 1996 and 1995 result from the following temporary differences (in thousands): <TABLE> <CAPTION> Six Months Ended <S> <C> <C> 6/30/96 6/30/95 --------- --------- Depreciation $ 6,152 $ 10,218 Pensions 2,340 2,004 Alternative minimum tax 1,907 (114) Other (1,323) (1,529) -------- -------- $ 9,076 $ 10,579 ======== ======== </TABLE> The provision for deferred income taxes is, in part, estimated based on an allocation of the appropriate amount relative to the number of months reported herein and in conformance with existing tax regulations. 2. The number of shares of common stock outstanding decreased by 789,186 in the first six months of 1996. This decrease was due to the repurchase of 946,273 shares of common stock for the treasury, which more than offset the delivery of 80,763 treasury shares pursuant to the various employee stock purchase and 401(k) plans of the Registrant, the delivery of 4,131 treasury shares pursuant to the exercise of stock options under the Registrant's 1992 Key Employee Long-Term Incentive Plan, and the delivery of 72,193 treasury shares pursuant to stock awards granted under the Registrant's 1988 Restricted Common Stock Award Plan. At June 30, 1996, 11,715,854 shares of common stock were held in treasury. 3. The Registrant's Board of Directors has authorized the repurchase in the open market or in privately negotiated transactions of up to 12,000,000 shares of the Registrant's common stock in the aggregate. Repurchased shares are added to the treasury and are available for future sale. Under these authorizations, as of June 30, 1996, the Registrant had repurchased an aggregate of 10,900,503 shares for a total consideration of $ 184,425,824. 4. Pursuant to the Registrant's 1992 Key Employee Long-Term Incentive Plan (the "Plan"), on May 1, 1996, the Registrant granted to certain key employees, excluding officers, non-qualified stock options to purchase an aggregate of 92,000 shares of common stock. Of this amount, stock options for 82,000 shares of common stock, subject to certain conditions, are exercisable for 25% of such shares beginning on January 1, 1997 and for an additional 25% of such shares beginning on January 1 of each of the next three years. Subject to certain conditions, the remaining 10,000 stock options are exercisable beginning on November 1, 1996. All of the stock options, which expire on April 30, 2006, were granted at an exercise price of $16.625 per share, representing the fair market value of the Registrant's common stock on May 1, 1996. 6
5. The Registrant is subject to loss contingencies resulting from regulation by various federal, state, local and foreign governmental authorities with respect to the environmental impact of air and water emissions and noise from its mills as well as its disposal of solid waste generated by its operations. In order to comply with environmental laws and regulations, the Registrant has incurred substantial capital and operating expenditures over the past several years. The Registrant anticipates that environmental regulation of the Registrant's operations will continue to become more burdensome and that capital expenditures will continue and operating expenditures will continue, and perhaps increase, in the future. In addition, the Registrant may incur obligations to remove or mitigate any adverse effects on the environment resulting from its operations, including the restoration of natural resources, and liability for personal injury and damage to property, including natural resources. Because other paper companies located in the United States are generally subject to the same environmental regulations, the Registrant does not believe that its competitive position in the United States paper industry will be materially adversely affected by its capital expenditures for, or operating costs of, pollution abatement facilities for its present mills, any other environmental-related obligations it may incur or the limitations which environmental compliance may place on its operations. The amount and timing of future expenditures for environmental compliance, clean-up, remediation and personal injury and property damage liability cannot be ascertained with any certainty due to, among other things, the unknown extent and nature of any contamination, the extent and timing of any technological advances for pollution control, the remedial actions which may be required and the number and financial resources of any other responsible parties. The Registrant continues to evaluate its exposure and the level of its reserves. Management's current assessment, after consultation with legal counsel, is that such expenditures are not likely to have a material adverse effect on the Registrant's financial condition, results of operations or liquidity, but there can be no assurance that its reserves will be adequate or that such an effect will not occur at some future time. 6. In the opinion of the Registrant, the accompanying unaudited condensed consolidated financial statements contain all adjustments (which comprise only normal recurring accruals) necessary for a fair presentation of the financial information contained therein. These unaudited condensed consolidated financial statements should be read in conjunction with the more complete disclosures contained in the Company's Annual Report on Form 10-K for the year ended December 31, 1995. The accompanying unaudited condensed consolidated financial statements have been reviewed by the Registrant's independent public accountants, Deloitte & Touche LLP, in accordance with the established professional standards and procedures for such limited review. No additional adjustments or disclosures were required as a result of this review. 7
INDEPENDENT ACCOUNTANTS' REPORT ------------------------------- P. H. Glatfelter Company: We have reviewed the accompanying condensed consolidated balance sheet of P. H. Glatfelter Company and subsidiaries as of June 30, 1996, and the related condensed consolidated statements of income and retained earnings for the three- month and six-month periods ended June 30, 1996 and 1995 and of cash flows for the six-months ended June 30, 1996 and 1995. These financial statements are the responsibility of the Company's management. We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to such condensed consolidated financial statements for them to be in conformity with generally accepted accounting principles. We have previously audited, in accordance with generally accepted auditing standards, the consolidated balance sheet of P. H. Glatfelter Company and subsidiaries as of December 31, 1995, and the related consolidated statements of income and retained earnings and of cash flows for the year then ended (not presented herein); and in our report dated February 2, 1996, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 31, 1995 is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived. Deloitte & Touche LLP Philadelphia, Pennsylvania July 16, 1996 8
P. H. GLATFELTER COMPANY AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS ------------------------------------------------ Any statements set forth below or otherwise made in writing or orally by the Registrant with regard to its expectations as to financial results and other aspects of its business may constitute forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Although the Registrant makes such statements based on assumptions which it believes to be reasonable, there can be no assurance that actual results will not differ materially from the Registrant's expectations. Accordingly, the Registrant hereby identifies the following important factors, among others, which could cause its results to differ from any results which might be projected, forecast or estimated by the Registrant in any such forward looking statements: (i) variations in demand for its products, (ii) changes in the cost or availability of raw materials used by the Registrant, in particular market pulp, pulp substitutes and wastepaper; (iii) changes in industry paper production capacity, including the construction of new mills, the closing of mills and incremental changes due to capital expenditures or productivity increases; (iv) the gain or loss of significant customers; (v) cost and other effects of environmental compliance, cleanup, damages, remediation or restoration, or personal injury or property damage related thereto, such as the cost of natural resource restoration or damages related to the presence of PCBs in the lower Fox River on which the Registrant's Neenah mill is located; (vi) significant changes in cigarette consumption, both domestically and internationally; (vii) enactment of adverse state or federal legislation or changes in government policy or regulation; (viii) adverse results in litigation; and (ix) disruptions in production and/or increased costs due to labor disputes. RESULTS OF OPERATIONS: - - --------------------- A summary of the period-to-period changes in the principal items included in the consolidated statements of income is shown below. <TABLE> <CAPTION> Comparison of Three Months Ended Six Months Ended June 30, 1996 and June 30, 1996 and June 30, 1995 June 30, 1995 ------------------------------------------------ Increase (Decrease) (dollars in thousands) <S> <C> <C> <C> <C> Net sales $ (22,192) -13.3% $ (36,894) -11.5% Other income - net (656) -18.6% (39) - 0.7% Cost of products sold (17,390) -13.8% (33,675) -13.4% Selling, general and administrative expenses (232) - 2.3% (207) - 1.1% Interest on debt (397) -14.7% (773) -14.3% Income tax provision (2,080) -16.8% (985) - 4.8% Net income (2,749) -14.4% (1,293) - 4.1% </TABLE> Net Sales - - --------- The Registrant classifies product sales into two groups: 1) printing papers; and 2) tobacco and other specialty papers. Overall net sales declined $22,192,000, or 13.3%, in the second quarter of 1996 compared to the second quarter of 1995, and $36,894,000, or 11.5%, in the first six months of 1996 compared to the corresponding period in the prior year. Printing paper net sales for the second quarter of 1996 decreased $22,037,000, or 17.6%, compared to the corresponding period in 1995 due to decreased sales volume and average net selling prices of 3.5% and 14.6%, respectively. For the first six months of 1996 compared to the first six months of 1995, printing paper net sales declined $38,231,000, or 15.8%. This decline was a result of decreased sales volume and average net selling prices of 10.8% and 5.7%, respectively. Pricing for printing papers showed mixed results during the second quarter. Commodity and non-commodity printing paper prices declined early in the quarter; however, in early June a modest price increase was implemented for commodity papers. Tobacco and other specialty papers net sales were relatively flat in the second quarter of 1996 compared to the second quarter of 1995. Decreased net sales volume of 4.5% was offset by the effect of a 4.3% increase in the average net selling price. In the first six months of 1996, net sales of tobacco and other specialty papers improved $1,337,000, or 1.7%, over the 9
first six months of 1995. Increased average net selling prices of 3.9% more than offset a 2.2% decline in volume in the first half of 1996 compared to the first half of 1995. A decrease in printing paper demand led to the decline in sales volume in the second quarter and first six months of 1996 compared to the corresponding periods of 1995. Although no unscheduled operating downtime was required during the second quarter of 1996, approximately seven days of unplanned downtime was taken at the Registrant's Spring Grove, Pennsylvania mill early in the year. In contrast, during the first six months of 1995, each of the Registrant's mills operated at full capacity. Although order backlogs were below the levels experienced one year earlier, demand for printing papers improved during the second quarter when compared to the earlier part of 1996, which allowed the Registrant's mills to operate without any unplanned downtime. Cost of Products Sold - - --------------------- The Registrant's gross margin increased from 21.9% for the first six months of 1995 to 23.6% for the first six months of 1996, and from 24.3% for the second quarter of 1995 to 24.7% for the second quarter of 1996. A reduction in the cost of products sold per ton more than offset the negative impact of lower net selling prices per ton. The reduction in cost per ton was due primarily to lower costs for market pulp, pulp substitutes and wastepaper in 1996 versus the comparable periods in 1995. These raw material cost decreases more than offset the unfavorable impact of lower production during the three and six month periods ended June 30, 1996 compared to the corresponding periods of 1995. The Registrant's lower production resulted in higher fixed costs per ton as fixed costs were absorbed over fewer tons produced. Although fiber costs are likely to remain lower throughout the balance of 1996 relative to the comparable periods in 1995, the Registrant believes that the cost of purchased fiber will be higher during the second half of 1996 in comparison to levels realized earlier in the year. Market pulp costs increased modestly effective July 1, 1996. At the present time it is difficult to determine whether these higher prices will hold and whether further increases will follow. Higher pulp costs could also provide an environment conducive to improved prices for printing papers, which could more than offset the negative impact of higher fiber costs. Selling, General and Administrative Expenses - - -------------------------------------------- The Registrant's selling, general and administrative expenses for the second quarter and first six months of 1996 were $232,000 and $207,000 less than the selling, general and administrative expenses for the corresponding periods of 1995. These decreases were primarily the result of lower profit sharing and incentive expenses, which were partially offset by increased miscellaneous general and administrative expenses. Interest on Debt - - ---------------- The Registrant's interest on debt for the second quarter and first six months of 1996 was $397,000 and $773,000 less than the corresponding periods of 1995. Reduced short-term bank borrowings accounted for $245,000 and $624,000 of these amounts, respectively. Interest on debt was approximately $152,000 and $149,000 less in the second quarter and first six months of 1996 compared to the comparable periods in 1995 due to a lower variable interest rate on the Registrant's interest rate swap agreement which has a total notional principal amount of $50,000,000. The variable rate on the swap agreement is recalculated in March and September of each year until the termination of the agreement on March 1, 1998. As a result of this lower rate, during the first two months of the third quarter the Registrant's interest on debt will be approximately $101,000 less than in the comparable two month period of 1995. Based upon current interest rate levels, however, the Registrant expects a modest increase in the variable interest rate on its interest rate swap agreement when the rate resets on September 3, 1996. The Registrant does not anticipate the need for short-term bank borrowings during the balance of 1996. Income Tax Provision - - -------------------- The Registrant's provision for income taxes decreased by $2,080,000 and $985,000 for the second quarter and first six months of 1996 compared to the same periods in 1995, primarily due to lower taxable income. 10
FINANCIAL CONDITION: - - -------------------- Liquidity: - - --------- The Registrant's cash, cash equivalents, and marketable securities increased by $1,085,000 during the first six months of 1996. Cash provided by operating activities of $44,003,000 slightly exceeded cash used in investing activities of $12,819,000 and cash used in financing activities of $30,099,000. Significant uses of cash in the first half of 1996 were $15,823,000 for purchases of common stock for the treasury, $15,073,000 for the payment of dividends, and $12,886,000 for the funding of capital projects. The Registrant expects to meet all of its near and long-term cash needs, including the retirement of the $150,000,000 principal amount of its 5 7/8% notes due March 1, 1998, from a combination of internally generated funds, cash, cash equivalents, marketable securities, existing bank lines of credit, and if prudent, long-term debt. ENVIRONMENTAL MATTERS: - - --------------------- The Registrant is subject to loss contingencies resulting from regulation by various federal, state, local and foreign governmental authorities with respect to the environmental impact of air and water emissions and noise from its mills as well as its disposal of solid waste generated by its operations. In order to comply with environmental laws and regulations the Registrant has incurred substantial capital and operating expenditures over the past several years. The Registrant anticipates that environmental regulation of the Registrant's operations will continue to become more burdensome and that capital expenditures will continue and operating expenditures will continue, and perhaps increase, in the future. In addition, the Registrant may incur obligations to remove or mitigate any adverse effects on the environment resulting from its operations, including the restoration of natural resources, and liability for personal injury and damage to property, including natural resources. The Registrant's current assessment, after consultation with legal counsel, is that such expenditures are not likely to have a material adverse effect on its financial condition, results of operations or liquidity, but there can be no assurance that its reserves will be adequate or that such an effect will not occur at some future time. 11
PART II - OTHER INFORMATION --------------------------- Item 4. Submission of Matters to a Vote of Security Holders - - ------------------------------------------------------------ (a) The Registrant's Annual Meeting of Shareholders was held on April 24, 1996. (b) The shareholders elected all of management's nominees for Directors. (c) The votes cast for election of Directors were as follows (cumulative voting applied): <TABLE> <CAPTION> For Withheld ----------- ------------ <S> <C> <C> N. DeBenedictis 36,435,014 677,708 G. H. Glatfelter 36,871,505 241,217 M. A. Johnson II 36,862,874 249,848 </TABLE> No other matters were voted upon at the meeting. Item 6. Exhibits and Reports on Form 8-K - - ----------------------------------------- (a) Exhibits -------- Number Description of Documents ------ ------------------------ 11 Computation of Net Income per Share 15 Letter in Lieu of Consent Regarding Review Report of Unaudited Interim Financial Information 27 Financial Data Schedule (b) Reports on Form 8-K ------------------- None 12
SIGNATURE --------- 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. P. H. GLATFELTER COMPANY Date: August 13, 1996 --------------------------------- R. P. Newcomer Senior Vice President, Treasurer and Chief Financial Officer 13
INDEX OF EXHIBITS ----------------- Number Description of Documents ------ ------------------------ 11 Computation of Net Income per Share 15 Letter in Lieu of Consent Regarding Review Report of Unaudited Interim Financial Information 27 Financial Data Schedule 14