Document nmBBepbJ5Mvvq6arqkKX6qMM2

MOOD Y'S INDUSTRIAL MANUAL /m CAPITAL STRUCTURE longterm debt WESTINGHOUSE ELECTRIC CORPORATION (BAmount Times Charges Earned Interest off DPLAINTIFF'S EXHIBIT 10H-3T U#ue , Rating 1. Debenture SYia. ................ *.......................... 5 7o notes, 1996........................................................ A1 3. t3y4%NewZ*aland<lollarlink<inoces............. A1 *. 13'/^Australian dollar notes. 1990................... At i i6Vj% New Zealand dollar notes, 1990 ............. A1 J * subord. debenture 9s, 2009 ....................... A2 7. Other long-term debt........................................................ Outstanding (38.800.000 300,000.000 51.200.000 35.300.000 ENZi100.000.000 115.600.000 281.300.000 1987 9.50 1986 6. Dates A&O 1 A&O 15 J&J 2 J&J 15 M&S 1 F&A 15 Price 100 N.C. N.C. N.C. N.C. E10S.40 1987 93'A- 83 1W-V- 100 100 - 100 1986 9) - 791 1043/,- 100 100 . 100 243-136 199 - jj9 CAPITAL STOCK Issue Par Value Rating Shares Earned per Sh. Outstanding 1987 1986 Divs. per Sh. t987 1986 Call Price Price Range 1 1987 1986 2. Com..m...o..n. ......... ..................... J1.00 .......... 145.180.270 5HS.12 CBJ4.42 *1.64 JUS .......... 7S -40 621/3- 42 Subject to change: also callable for sinking fund, see text (BAs reported by Co. on average shares; fully diluted. 1987. *5.02: 1986. $4.31; 1985. *3.4 CBExduding current portion. ^Offered in Feb. 1988. (EOffered in April 1987. 6HISTORY ,, ,. w. Incorporated in Pennsylvania. Began business as The Wesdnghouse Electric Co., which was incor porated on Jan. 8, 1886. In 1889, the charter of the Cbartiess Improvement Co., which was incorpo rated in Pennsylvania on Apr. 9. 1872. with a capi tal of *50.000. was purchased and the name of Qiartiers Improvement Co. was changed to West- inghouse Electric & Mfg. Co. and remained so until changed to present title on May 10.194S. Stock ot the latter company was exchanged for the of The Wesdnghouse Electric Corp. Sub sequently acquired control of various companies, such as Walker Co.. Cleveland. Ohio: Bryant Elec tric Co. and Perkins Electric Switch Mfg. Co., in and before 1900: and various properties in 1915, 1916. 1917 and 1920. described in detail in Moody's 1939 Industrial Manual. For acquisitions, mergers, etc., in 3932-1960 inclusive, see Moody's 1968 Industrial Manual. On June 30, 1961. acquired Thermo King Corp.. Minneapolis, for 746,667 shares. In Apr., 1962. acquired radio station WINS. New York for *10.000,000. In Apr. 1963. acquired for 132,000 shares. Con trols Division of Hagan Chemicals & Controls. Inc. Transaction also involved Hagan name. In 1966 acquired Coral Ridge Properties, Inc. for $40,119 common shares; DECO Electronics Inc.. Virginia,- Seven-Up Bottlers of Fairfield County Inc. Conn.; Seven-Up Bottling Co. Inc., Puerto Rico, all with common stock: Radio Station KFWB, Los Angeles by cash. On July 31. 1969 acquired Hub Electric Co. Inc. for 27.299 common shares (disposed of in 1981). On Sept. 30. 1969 acquired Seven Up Bottling Co. of Los Angeles. Inc.. Seven Up Bottling Co. ol San Bernardino. Inc. and 7-Up Bottling Co. of Bakersfield. Inc. through subsidiary, for 499,031 common shares. On Dec. 22. 1969 acquired C.W. Blakeslee & Sons. Inc., a heavy construction and general con tracting business, for 145.161 common shares. On Jan. 20. 1970. Wesdnghouse World Invest ment Corp.. subsidiary, acauired 478.466 shares lotte. NC and FM stadons KODA-FM in Houston and KOAX-FM in Dallas. Tex. Also in 1980. acquired 22% interest in Siliconix, Inc., increased to 42% during 1981. In Aug.. 1981 Wesdnghouse Broadcasting Co., a wholly-owned subsidiary of Co., acquired Tele prompter Corp. thru a payment of *646,000.000 (S38 per Teieprompter com. sh.). Name changed to Group W Cable in 1982. In 1982 sold its 50% interest in Showtime. In Nov. 1982 Wesdnghouse Broadcasting Co., a subsidiary, sold its radio stadon WOWO to Price Communications Corp. In Dec. 1980, acquired Hittman Nuclear and Development Corp. for *13.900,000. In 1983 sold its lamp business to North Ameri can Philips Corp. for approximately *200 million in cash and notes. In Jan. 1983, Co. acquired Unimadon, Ine. Unimadon stockholders received $2t a sh. in cash, giv ing the transaction a total value of *107.000.000. In Jan. 1983 Co. sold its Gearing Line to Nuttall Gear Corp. In June 1983 acquired Fortin Industries. Inc. In 1983. sold interest in Satellite News Channel, a cable television all-news service. In 1984. formed a joint venture with Hyundai of the Republic of Korea to manufacture elevators and escalators for sale in the Pacific Basin. In 1984. Wesdnghouse announced a joint ven ture with Toshiba Corp. to manufacture high-reso lution color display tubes for computer terminals and televisions. Initial production is planned for early 1987. In 1984. acquired a controlling interest in a West German firm, H. Maihak AG. a leader in emission control equipment. In 1984. reached final agreement to sell Spanish subsidiary. WESA. In 1984. Wesdnghouse Broadcasting and Cable. Inc. sold radio stadon WPNT in Pittsburgh and purchased FM stadon KQXT, San Antonio, Texas. In 1985. Wesdnghouse Broadcasting sold AM radio stadon WIND in Chicago and acquired KMED AM/FM radio in Phoenix. In 198S. Wesdnghouse acquired Gladwin Corp. Co. will build a plant near Essen and expects to b able to ship fuel assemblies by 1975. Steag pr< duces electricity in West Germany. In 19*1. Co. agreed with Sifco Industries, Inc. b form a joint venture to rebuild worn component of jet engines and combustion turbines. Tne ven ture. called Sifco Turbine Component Services rebuilds blades, vanes and other turbine parts a< small plants in the U.S. and overseas. Sifco's con tribution to the venture includes eouipment in plants in Minneapolis and Tampa. Florida and production know-how in turbine component repair. Co. provided cash and technical and engineering services from its combustion turbine systems divi sion in Concordville. Pennsylvania. In April, 1982. the Mitsubishi Electric Corpora tion said that it would form a 50-S0 joint ventur with Co. in June 1982 to produce core parts of ga circuit breakers for use in power plants. The con: any, named the Mi'tsubishi-Westinghouse S.G.f ompany, will build a factory in western Japa and started production in April 1983. , On Jan. 1. 1986 Wesdnghouse established a joi ; venture known as Powerex. Inc. with Genei Electric Company and Mitsubishi Electric Ameri" ' Inc. to manufacture and sell a broad line of d l crete power semiconductors. ! Also in 1985 formed a joint venture with Mils' |_ ishi Electric to market power circuit breakers voltage 121 kv and above and gas-insulated ' stations to utilities and large industrial user ,Se Canada and the United States. ' l'*> In Mar. 1987, Co. announced that it has rea> / an agreement in principle with Matsushita Ei< /^es Industrial Co. Ltd. of Japan for a joint ventu the field of factory automation. Each parent pany will continue to be responsible for the r n facturing and product development of its r t. tive factory automation product lines. The g, venture, among other things, will design, t (f1*' and service factory automation systems. 0t Unit Joint Ventures: In 1980 Co.'s Otwjm. /%/' unit in the United Kingdom formed a ioiiLjJ^-uu-e with MK Electric Holdings Ltd., also ot Great Britain, to manufacture switchgear equipment. (68%) of capital stock of Ateliers de Constructions Electriques de Charleroi. Belgium, in exchange for 89.S69.000 principal amount of 5% subordinated guaranteed convertible debentures, aue 1990 (guar anteed by Company and convertible into Company In 1985. acquired TSO Inc. In 1985. acquired Seven-Up franchises in Phoe nix and Albuquerque. On December 30. 1987, acquired Challenger Elec trical Equipment Corporation (Challenger) includ BUSINESS & PRODUCTS Wesdnghouse Electric Corporation was founded in 1886. Since 1889, however. Wesdnghouse has operated under a corporate charter granted by the common stock) (interest reduced to 47.9% in ing cash and marketable securities of *55 million, Commonwealth of Pennsylvania in 1872 and has 1977). All debentures were subsequently converted. for *250 million of notes payable. developed into a large diversified industrial corpo On May ll. 1970 acquired Seven Up Bottling Co. of Southern Indiana. Inc. and Seven Up Bot tling Co. of Indiana. Inc for 70,352 common shares. In December 1987. acquired S&ME for cash and notes payable totaling *60 million - Also m December 1987. Co. acquired, other smaller businesses and invested in several joint ration. It is a major supplier of electronic and elec trical' equipment and services for electric utility, industrial and construction market applications and of electronic systems for defense. Additionally.' On Dec. 23. 1970 merged Longines-Wittnauer Watch Co., Inc. through exchange of 776,822 com mon shares. In Sept. 1972, acquired Linguaphone Institute Ltd. for 89,975,000 cash and notes (disposed of in 1984). ventures. In Tune 1986. Co. sold its cable television busi ness for approximately $1,700,000,000 and began to implement a major business restructuring program which consists principally of product-line reloca tions. the closedown or sale ot certain businesses its present business activities include broadcasting a non-consolidated finance subsidiary, and a wide range of diverse products and services, such as bottling and distribution of beverage products and community development. In Feb. 1983 Wesdnghouse made a number of In Dec 1972, acquired Sterwecb BV, Zsndam. Holland. In Feb. 1973. acquired Controlmatic GmbH rNaiehder-Eschbach. West Germany for 82.103,093 and facilities and the writedown of inventories, fixed assets, goodwill and other assets to recognize the impairment of value resulting from the restruc turing acitivies. On Dec. 30. 1987. acquired Challenger Electrical organizational changes to restructure its opera tions. Wesdnghouse is now organized into four operating groups: Energy and Advanced Technol ogy. Industries and International. Commercial and Broadcasting. It also has a nonconsolidated subsid In Mar., 1975. Co. sold it's domestic major appli ance business to White Consolidated Industries, Inc. Equipment Corp. for *250 million. Also in Dec. 1987, acquired S&ME for *60 mil lion. iary, Wesdnghouse Financial Service. Inc. which provides commercial financing services. ' * mmmkr auaniiH into four In Jan. 1976. Co. sold its 45% holding in Fra- Radio Consent Dacroc For details of consent , no*y ad Advanced^ matome, a French nuclear plant buuder, for decree in radio anti-trust suit, see Moody's 1940 82S.000.000. In Mar,, 1977. increased ownership in Westinghouse Canada Inc., subsidiary, from 74% to 93%; increased to 95% in 1982. In Mar. 1977. acquired EL-CON. a Brazilian company. , In Apr.. 1977, Co. sold 415,000 shs. of its equity interest in Ateliers de Constructions Electriques de Charleroi to an unidentified Belgian concern, for undisclosed terms. In late 1977. Wesdnghouse Canada Inc. sold its household appliance company to a newly formed Canadian company. Industrial Manual S.E.C. Conaarrt Decree: Irt Aug., 1975. the Secur ities and Exchange Commission (SEC) filed a Complaint against Wesdnghouse in federal court alleging that Wesdnghouse made or failed to cor rect misleading announcements concerning its major appliance business and purchased its stock for its employe stock plans, in violation of Section 10(b) of the Securities Exchange An of 1934 and Rule 10b-5 promulgated thereunder. On Dec. 23. 1975. Wesdnghouse consented to the entry of an order, without admitting or denying any of the allegations of the above Complaint which enjoins hn %'"wftidBy burned nonccihsuPthtled aoMaary. Wesdnghouse Financial Services, Inc., which pro vides business financial services. For planning pur poses, Wesdnghouse applies a business unit con cept. with each business unit consisting of one or more divisions or subsidiaries that meet certain internal criteria for profit center decentralizauon. Currently there are 23 business units, including l< within the four major operating groups. Westing* house Financial Services, Inc., and five Westinghouse international regions that are designate0 business units for management reporting purpose*- In Apr. 1978. acquired a 49% joint venture com Wesdnghouse, its agents and employees from vio Enargy and Advanced TacTinotogy _ pany from Cyprus Mines Corp. for *68.600.000. lations of Section 10(h) and Rule 10b-5. The Energy and Advanced Technology Group, In Nov. 1980. acquired an 80% interest in Home consists of Defense, the Energy System* organiza Theater Network. Inc- The agreement provides for JOINT VENTURES tion and Transportation. h acquiring the remaining 20%. within the next five In Nov. 1972, Co. and Steag AG. of Essen. West The Defense business unit provides researen. yean with the aggregate price to be paid based Germany, agreed to form a Co., subsequently development, production and support upon a cash flow formula. called Nuklearbrennstoff G.m.b.H., to design and marily for such advanced technology products During 1980. Wesdnghouse Broadcasting Co manufacture nuclear fuel assemblies for electric radar, electro-optical and electronic control lne acquired UHF-TV stauon WTCK in Char generating stations in Europe. Co. said the new terns. The principal businesses of the Defense unr MOODY'S INDUSTRIAL MANUAL -round and tirbome radar, aerospace elec- The Distribution and Control business unit competitors. It competes on the basis of cost, ser ***# control systems, integrated worldwide logts- includes divisions supplying products and services vice. technology, warranty, product performance iS support and marine propulsion and launching primarily for the construction and industrial mar- apparatus. T_ b.t.t .u_n_it__a_l_so__m__a_n_u__fa_c_t_u_r_e_*__s_a_t_e_c_ta_d get. It manufactures and sells electrical distribution products lor cotiuMfctol aircraft and for matn- and protection equipment, motor control centers mantatioa aad control upad primarily in ship and motor starters, circuit devices, small power pukfon Defense abnudsiness unit encounters ^leavy^competi- naenndtsd. ry-type transformers, and electronic compo- and financing. General economic conditions have been a negative competitive factor with respect to foreign business as well as resulting in a marked increase in foreign competition in United States markets. ton. primarily from large companies, on the basts The Advanced Industrial Systems business unit Commercial of technology, price, service, warranty and product includes divisions serving the factory automation, The Commercial Group includes seven business performance. This business is also influenced by process control and industrial service markets. It units. _ consisting of Thermo King Corporation. changes in the diplomatic and political posture as provides automated factory systems, progiam- Materials Divisions. Westinghouse Furniture Sys well as budgetary plans of the United states gov- mabie logic controls, control systems, environmen- tems. Westinghouse Beverage Group, Inc.. West emment. tai control equipment, drive controls and large inghouse Elevator Company. Westinghouse Com Customers include domestic government agencies industrial motors. In addition, it provides services munities. Inc. and Longtnes-Wittnauer Watch such as the D.S. Department of Defense, the for the modernisation and revitalization of indus- Company. The Thermo King business unit manu Nauonal Aeronautics and Space Administration trial plants. In 1986, Westinghouse sold portions of factures the world's most complete line of trans and the Federal Aviation Administration, as well this business unit. Including the small motor and port refrigeration, including units for trucks, truck as contractors that service these agencies and fed- domestic medium AC motor businesses and 42 trailers, snip containers, fishing vessels and railway erally approved foreign governments. Purchases apparatus repair plants. cars. The transport refrigeration units are powered by the United States government, directly and The Utility Delivery Systems business unit by diesel fuel, gasoline, propane or electricity. Its through subcontractors, accounted for approxi- serves primarily electric utility markets. It products also include warehouse refrigeration mately 51 percent of Energy and Advanced Tech- manufaces power and distribution transformers, equipment and air conditioning units for buses. noiogy Group sales in 1986. In general, all such transmission and distribution apparatus, watthour Thermo King has dealerships throughout the united States government sales are subject to ter- meters, power-line telephone carriers, automated world..and its equipment is used in more than 80 mination procedures prescribed by statute. distribution equipment, and relays. Upon General countries. An Energy Sys..tems. organi.s.a._ti_on w_i_th__in__t_h_e _E_l_e_c_t_r_icCComompapnayn'ys'swwithird' ra'-w---a--l ' in- la` te 19--8-6-- fro' m The Materials business unit provides rigid and Group all business activities involving die large electrical transformer market in the multilayer copper-clad laminates for the electronics electrical power generation products and services. United States, the Corporation acquired certain GE market, as well as decorative and unclad laminates The three business units currently comprising the technology and assets to broaden its existing for the industrial and construction markets. This Energy Systems organization are rower Systems, po-.w..e..r..transforme-r--c-a--p-a--bilities. business unit's other principal products include Nudear Fud and Westinghouse Hanford. The for The Industries and International Group's nrod- electrical insulation materials and copper wire. mer Advanced Power Systems business unit was ucts are marketed nation wide through wESCO's The Westinghouse Furniture Systems business integrated into the Power Systems and Nuclear 240 distribution centers. These centers distribute unit provides a range of products and services Fuel business units in early 1987. We_s_t_in_g..h.ouse electr.i.cal ,,products a* we._ll a_s__n_o_n designed to improve work environments and con The Power Systems business unit designs, Wsmfeahouse products, such sa conduit aad cable, tribute to productivity. Its products included mod manufactures ana markets commercial nuclear WESCO's customers are primarily in the construe- ular furniture systems composed of acoustic reactor systems and components, steam turbine lion, industrial and electric utility markets. In panels, adjustable work surfaces, storage compo generators rated from 60 MW to 1200 MW, com- addition, products are marketed through a direct nents and computer support equipment. Systems ustion turbine generators and combined cycle field sales organization and approximately 450 incorporate electrical distribution and telecommu plants. Its service businesses consist primarily of independent distributors. nications wire management as well as task and the maintenance and upgrading of existing equip- The International organization integrates the ambient lighting. ment and systems, the sale of renewal or spare international activities of business units in the Westinghouse Beverage Group, the largest bot parts, technical advice and the installation of United States with operations in key world mar- tler of 7-UP in the United States, engages in soft power generation equipment. The business unit kets. Five principal regions, consisting of Canada; drink bottling operations in Ariz.. Calif., N.M.. engages in developing advanced energy technoio- Europe, Africa and Middle East; Latin America; Nev. and Puerto Rico. In early 1986 Westinghouse gies (supported substantially by customer or gov- Northeast Asia: and Southeast Asia and Austraia- sold its Indiana bottling operations. In addition to ewminmd etnutrbafiuninneedss,.ingffuu),eell inccel"lulsd, inmgagsnoelator.hypdhr.ootdoyv.molatan.icicss..saidaa. ppt rtoovitdh. ee ma amr.kaent.ianggeamnedn. tecsotrnuocmtu.icrec.otna.diliotiro.ends.toof 7-UP. its products include a wide variety of national brands. Generally, distribution is direct and fusion energy products. Power Systems also each country or trading area. The international from bottler to retail outlet. constructs and operates waste-to-energy plants organization is responsible foT the activities of The Westinghouse Elevato. r Com.pa.n.y .is..th.e utilising its water-cooled rotary combustors to Westinghouse businesses outside of the United third largestt_ elevator and' esca'lator operat`ion 'in incinerate municipal solid waste to produce electncity. steam or both. In addition, it engages in States, including exports, technology licenses and joint venture arrangements with foreign compa- t"vhideJesU`innistetadllaStitoantesa.ndT h.mea- >in--Etelenvaan-tco-er sC~eorvmicpeasnfty0olrperloe- the packaging and transportation of commercial nies, as well as the management of Westinghouse vator and escalator products throughout the low-level ratioactive wastes for utility, medical and subsidiaries and manufacturing facilities in other United States. Canada and Puerto Rico. In a joint industrial customers. countnes. venture with the Hyundai Group of South Korea, The Nuclear Fuel business unit fabricates and Wastiaghouae Canada etevators. escalators and electric walks will be sells fuel assemblies and zirconium tubing for 411 foreign niluMliiy. manufactured, sold, installed and maintained for nuclear fuel rods used in pressurized water reac ' ,ua aad ' ' global markets. tors and boiling water reactors. It also acts as The Westinghouse Communities business unit agent for the United States Department of Energy . _ ______ ____ _______ engages in land and community development and (DOE) in the- management of several government- drive gas and steam turbines auf related activities, principally in Florida. owned laboratories Involved in reactor develop- terns. Presdpai are ` The Longines-Wittnauer Watch Company busi -scat,.engineering, fuel reprocessing and ratioactive ' ness unit assembles and distributes watches and waste disposal. subsidiaries located clocks. Distribution is on a direct basis through its In Dec. 1986. Westinghouse was awarded a five- outside the United tates contributed 8.7 percent own sales force to a national network of jewelry year contract by DOE to manage its energy com- of consolidated saies and operating revenues, and and department stores in the United States aria plex in Hanford, Washington, which Is engaged in exports accounted for an additional 10.0 percent, Canada. advanced energy research and defense production. In addition, patent license and technical assistance The Commercial Group's products serve a wide This organization will operate as a separate busi- agreements that are subject to periodic renewal range of customers, including consumers, interior ness unit. produced revenues, net of related expenses, of designers, contractors, developers, government Tbe Energy Systems businesses earn approximately $78 million in 1986, $100 million in agencies and original equipment manufacturers. and Industrial organization* which generate or dis- 1985 and $105 million in 1984. A significant portion The Group is subject to a high degree of competi tbair owm eteetricayl.'With respect to utility of these amounts was generated by foreign tion (including price, service, warranty and prod customers, primarily as a result of excess capacity, licenses. uct performance) from both large ana small com domestic orders for new power generation equip- In recent years, this Group has become involved petitors. ment have been limited years. Hwiw, service over the past several in several joint ventures. In 1984 Westinghouse '"""Tifta joint venture with Toshiba Corp. to pro- Westinghouse Broadcasting saka to "ff*1** has* grown tfekjg|fi||^^p5Mpc-ahice television tubes and high-resolution color dis- Westinghouse Broadcasting (Group W). operat tial part it the eoasgy syttKna A play tubes for various types of computer termi- ing as a wholly owned subsidiary-of Westinghouse. wuriawide acrrkt organisation offers upratings, nals, office automation and professional graphics provides a variety of communications services upgrading and modernization of existing electric power generation equipment. These Energy Systems business units have a equipment. Production of television tubes by this joint venture began in late 1986. Westinghouse formed a joint venture in 1985 with Mitsubishi consisting primarily of commercial broadcasting, and program production and distribution. Group W owns and operates five VHF television stations, number of domestic and foreign competitors in the electric utility industry where Westinghouse is rec- Electric to Market power circuit breakers for voltages 121 kv and above and gas-insulated substa- and thirteen radio stations and sells broadcast time to radio and television advertisers through national ognized as a significant supplier. Positive factors with respect to competitive position are technology, service and worldwide presence. Negative factors are an increasing number of small competitors and foreign competition, particularly is the service area. The principal methods of competition are technology, product performance and customer service, pricing and financing. The Transportation business unit manufactures and installs propulsion and automatic train control tions to utilities and large industrial users in Canada and the United States. Also in Jan. 1986, operations began for Powerex, Inc., a joint venture with General Electric and Mitsubishi Electric America. Inc., which manufactures and sells a broad line of discrete power semiconductors. This venture consists, in part, of the former Westinghouse semiconductor business. In Late 1986. Westinghouse Canada and Canadian General Electric announced plans to form a new company to man- sides organizations. ., Group W's program production and distribution business supplies television senes and special shows through national syndication to broadcast television stations throughout the country. Group W Satellite Communications provides sat ellite distribution of video programming to broad cast and cable television. B**'*J**: Its services include sports- programming ana the marketing and distribution of a country and western equipment for local and intracity mass transit systerns and for airport and other automated peoplemoving systems. Its activities include marketing ufacture and market power transformers in Canada. An agreement was also reached with TECO in Taiwan to form a U.S. company, of entertainment chAiujel. . _ In June 1986. .Wf^owe Broadcasting com- pletea the sale ,01, its cah'c^taev^Kon^busmess. The renewal parts as well as contracting for long-term operation and maintenance. Customer markets which Westinghouse will hold a majority interest, to engineer, test and market large motors world- cable teletnsion properties except forWmd irnetmeraeisntinign include commercial airport authorities worldwide, wide. Other ventures formed in 1986 include ven- &JSSVtransit authorities, transit car manufacturers and tutes to make and sell plastic breaker moldings o__th_e_r pu__b_li_c__a_n_d,,_p_r_iv_a_t_e__d_e_v_e_lo_pment _a_u_th_o_r_it_i_e_s, and tap c..h..a..n..g..e..r.s....f..o..r _power t..r.a..n..s..f.o..r.m...e..r.s. . In a ?"-***$If7 jsrJStan f maiion The Transportation business unit is subject to March 1987. an agreement in principle w--as r--eached onptoceeaso * t__. . some dommeessttiiccaand heavy foreign competition. The witthh.MMaatstsuusshhititaa^EElleeccmtric of Japan foor a joint ven- _3eto^Srch*e television Madon1*?ur po.s..itiv..e factors include techno,logy and. service, ture in .t.h..e...f.i.e..l.d...o..f..f.a..c..t.o..r..y..a...u..t.o..m...a.Ltioosn, Angmes. Thia January Wfo while the negative factors include increased foreign ompetition and` protected foreign markets. AMMO The Industries and International Group include* hee International organization and four operating nisiness units, consisting of Distribution and C<m rol. Advanced Industrial .Systems, Utility-Delivery - accpsmraoaeieinnTtrnvesvgsihadntitetnoerrgigutoea,oIacfbnttctyesoid`houtuxvuhinsgcetoseithl,hfotearm,tinmdhepipdeneers`oogudsrsdreaseuletpJnluseeeipdcntscacrrtooitnsoeIrtfnpidhdschteCauepiuuncsoaractntdmsttapisciaileppalititsrrsiiettytao.eetaytennridTltv_megiaohig_lce,lanc_eoerG_ooskfpwG_rndree_ooostrtt_trmo,srouro_ol.udpilncpwAtahdshsMeuu*yembpsseirttpsn*ieroc.lu*fidimaaaoe"nildl-ssr-,. abtGntFheeop.er.erTs.tpomd.shhr.ue.boie.neprla.va.axa.sabr.pWlbi.g,lsr.elo.ewe'.r.asiCo.ea.dabn.fsoc.ncy.cmo.nadae.m.osums.th.sttdm.ume.ciose.eon.btna.ar.Cmitccl.catl.ie,oai.pioan_rteanlie_pronts_adoibntd_tirr.obhi_anoeany_tgai_vooJ*fedOmna_r.ec_napeP_u^xat)ea*ticaJjr.efy'tP^lei<fcv.t>02_'U?^_5x`i._prJr_iSe?_'Pv_iX_s;_i0S_ii' ........... ............. aH products ana services by both Urge and small provides program . MOODY'S INDUSTRIAL MANUAL S4M 4435 to improved reception. Likewise, cable television Other income, net I12.S 103.8 118.0 Theodore Stem. Energy & Utility Svstem experiences competition from the direct reception Interest expense . of broadcast television signals dependent upon the duality and variety of broadcast signals available tor direct antenna reception. Broadcast stations and cable television systems are also in competi Inc. bef. inc. taxes and minority ini.... (126.1) 1.072.0 045.9) 801.0 085.0) John B. Yasinsky, International ' Vice Presidents 795.9 Joseph W. Baker, Utility Delivery Systems Isaac R. Barpal. Research 5t Devel. tion m varying degrees with other communications and entertainment media, including movie theaters, video cassette recorders and various forms of com munication recently developed, such as over-theair pay television. Because of the rapid pace of technological advancement and regulatory change in the communications field, broadcast television stations can expect to face new forms of competi tion in the future. Westinghouse Financial Services, Inc. In late 1986. Westinghouse Credit Corporation (WCC) became the principal subsidiary of West- PRINCIPAL PLANTS AND PROPERTIES Company operates approx. 121 manufacturing plants in 32 states and Puerto Rico. Manufacturing operations are also conducted in 17 foreign coun tries with larger facilities in Canada. Australia. Brazil, and West Germany. SUBSIDIARY CREDIT COMPANY Westinghouse Credit Corp. -- Pittsburgh. Pa. Engages in extension of credit in transactions including leverage leasing. David J. Bauhs. Pres.. Westinghouse Elevator Co. Charles E. Bell Jr.. Central Region Robert V. Billings. Pension Investments & Inves tors Relations Edward G. Bittner, Materials Divisions Barton S. Brodkin. Pres.. Westinghouse Beverage Group Thomas P. Costello Pres.. Thermo King Corp. John H. Courcoulas. Europe. Africa & Middle East Gerogr C. Dorman. Human Resources Robert E. Faust. Controiles John H. Fooks, Corporate Productivity Quality inghouse Financial Services. Inc., a wholly owned nonconsolidated subsidiaiy of the Corporation. BROADCASTING SUBSIDIARIES H.InJco.e Frazier, Pres.. Westinghoust Communities. Westinghouse Financial Services. Inc., offers a Westinghouse Broadcasting Co.. (N.Y.)--Owns August W. Frisch, General Tax Counsel wide range of business financial services. Financing and operates 15 radio stations and 5 television sta Warren H. Hollinshead. Corporate Devel. of Westinghouse products accounts for less than one percent of total receivables outstanding. Its tions. AM Radio stations are: KDKA, Pittsburgh, Pa.. KYW. Philadelphia; WBZ, Boston (operated William Co. M. Jacobi, Pres. Westinghouse Hanford WCC subsidiary employs approximately 7S0 peo with WBZa, Springfield); KEZw. Denver: WINS, Carl R, Johnson. Southeastern Region ple and provides financing services through 57 offices in the United States. WCC's services include the financing of commer New York, KMEO. Phoenix. KFBK, Sacramento and KFWB, Los Angeles. FM Radio stations are; ROSI. Denver; KODA, Houston; KOAX, Dallas, Margaret M. Kennedy, Administrative Assistant to the Chmn. Donald C. Corb. Treasurer cial and residential real estate projects as well as financing and leasing of equipment. This subsidi ary also provides intermediate-term loans secured by general business assets for acquisiton financing and general corporate purposes, and extends com mercial line-of-credit loans secured by accounts receivable and inventory. WCC also has invest ments in preferred stocks with mandatory redemp tion features and high yield marketable debt securiues. _ , The financial services business is highly competi tive. Factoring companies, leasing companies, com mercial finance companies, commercial banks and other financial institutions compete in varying degrees in the several markets in which Westing house Financial Services. Inc., does business, in view of the market fragmentation resulting from numerous local and regional competitors, it is not possible to provide a meaningful description of this company's competitive position in individual mar kets. Its activities are subject to a variety of fed eral and state regulations. KJQY. San Diego; KMEO. Phoenix. KAER. Sac ramento and KoXT, San Antonio. Television sta tions are WBZ-TV, Boston: KDKA-TV. Pitts burgh; WJZ, Baltimore; KPIX. in San Francisco; KYW-Tv in Philadelphia. SUBSIDIARIES & AFFILIATES Listed below are certain subsidiaries of the com pany. Remaining subsidiaries and affiliated compa nies (not listed below), when considered in aggre gate as a single subsidiary, would not constitute a significant subsidiary. Fortin Industries. Inc. (Del.) Longines-Wittnauer. Inc. (Del.) Thermo King Corp. (Del.) Tyree Industries Limited (Australia) (69% owned) Westinghouse Beverage Group. Inc. (Del.) Westinghouse Broadcasting Company. Inc. (Ind.) Group W Cable. Inc. (N.Y.) Westinghouse Canada. Inc. (Canada) (95% owned) Westinghouse Communities. Inc. (Del.) David L. Litten, Midwestern Region Alan J. Meilinger, Purchases. Traffic & Real Estate James S. Moore. Power Systems Bruce W. Morrison, Atlantic Region Hercules Paxinox. New York Metropolitian, Region Samuel R. Pitts. Environmental Affairs Edward B. Priestner. Pres.. Westinghouse Canada, Inc. Richard J. Slember. Nudear Fuel William T. Taylor. Pres., Westinghouse Electric Supply Co. A. Richard Whittemore. Western Region F. Leo Wright, Government Affairs J. Stanley Wyble, Southwestern Region Directors (Showing Prindpal Corporate Affiliations) John C. Marous. Chmn. & Chief Exec. Off., Westinghouse Electric Corp., Pittsburg. Pa. Results Dec. 31: By Business Segments, years ended Westinghouse Financial Services, Inc. (Del.) Westinghouse de Puerto Rico. Inc. (Del.) Westinghouse Electric. S.A. (Switzerland) (in S Mil) 1987 1986 1985 Hittman Nuclear 6i Development Corp. (Del.) Sales & oper. rev.: Gladwin Corp. (Del.) Robert W. Campbell. Chmn., Canadian Padfic Ltd.. Calgary. Alberts. Canada . John B. Carter, Pres. & Chief. Exec. Off., The Equitable Life Assurance Society of the U.SA., - Energy and Advanced Technologv....... Industrial............... Commercial............ Broadcasting & Cable................. Divested units & other................... Tota!............... Less: Interseg. sales. Net sales, etc. .. Operating profit: Energy & Advanced Tecnnology........ Industrial............... Commercial............ Broadcasting & Cable............ Divested units & other................... 4.S78.8 3.779.5 1.865.4 600.5 109.9 10.934.1 (2S5.1) 10.679.0 463.6 152.4 223.3 137.4 (39.6) 4.727.3 3.6S5.8 1,689.0 838.8 110.7 11.021.6 (290.6) 10.731.0 433.4 132.4 1774 149.9 (22.7) Hydro Nuclear Service Inc. (Del.) TSC, Inc. (Ohio) 4.303.3 Ottermill, Ltd. (U.K.) Berbers H. Franklin. Pres., Franklin Associates, Washington. D.C. 3.792.5 TCOM Corp. (Del.) 1,740.0 Westinghouse Foreign Sales Corp. (Barbados) 1.069.2 Westinghouse Foreign Sales Corp. (Virgin Islands) Westinghouse Fanal Schaltgerate Gmbh (Ger Paul E. Lego, Pres. & Chief. Oper. Off., Westing; 119.9 11.024.9 (324.7) many) Westinghouse International Technology Corp. Westinghouse Nudear International. Inc. (Dd.) house Electnc Corp. Pittsbury, Pa. . David T. McLaughlin, Chmn., Aspen Humanistic Studies Washington. D.C r. ` 10.700.2 Westinghouse Overseas Service Corp. (Del.) Westinghouse Thermo King. S.A. (Belgium) Rene C. McPherson, Retired Chnm.. Dana Cor; Toledo. Ohio Unimation Inc- (Del.) 397.7 Xetron Corp. (Ohio) Richard M. Morrow, Chmn. & Chief Exec Off. Amoco Corp. Chicago, 111. ' 79.4 135.4 MANAGEMENT Richard R Pivlrotto, Retired Chmn. Associate* Dry Goods Corp. N.Y., N.Y. > Officers 138.7 John C. Marous, Chmn. and Chief Exec. Off. (9.1) Paul E. Lego. Pres. & Chief. Oper. Off. Hays T. Wetkina, Chmn. & Chief. Exec Off. CSX Corp. Richmond. Va. Gain from sale of Executive Vice Presidents Auditora: Price Waterhouse. group W Cable... Prov. for major bus. restructuring & other unusual items ................. 651.2 (790.0) Gary M. Clark. Industries Shareholder Relations: D.W. Knapp, Director^ William A. Coates. Technology, Quality & Oper. Services Roy V. Gavert Jr., Marketing Investor Relations TeL (412) 642-3766. Director Meetings: Not regularly scheduled. . : Richard A. Linder. Defence Electronics Annual Meeting: Last Wednesday in ApriL Oper. profit after unusual items... . Equity in inc. of fin. 937.1 732.0 John R. McClester. Chmn.. Financial Services 742.1 Harry F. Murray, Finance Robert P. Pugliese. Legal & Corp. Affairs No. of Stockholders: Dec 31. 1987,116.898. No. of Employees: 1987 average. 112,478. ; services sub. & Maurice C. Sard). Commercial . Genera) Office: Westinghouse Building. Gateway; other affil............. 148.5 lil.l 120.8 Bruton B. Staniar, Chinn.. Broadcasting Center. Pittsburgh, PA 15222; TeL- (412) 244-2000. , INCOME ACCOUNTS COMPARATIVE CONSOLIDATED INCOME ACCOUNT, YEARS ENDED DEC 31 Sales & oper. revenues................................................................. SCost of goods sold ..................................................................... Mktg.. general & admin, expense................................................... Deprec. & amort.............. ............................................................ Equity in income of Financial subs. St other affil. income............. Gain on sale of Group W Cable..................................................... Provision for major business restructuring and other unusual items Other income, net......................................................................... Interest expense ........................................................................... Inc. bef. inc. taxes & minority int........................................... Federal income taxes ................................................................... Minority interest........................................................................... Net income to ret earn......................................................... Retained earnings, beg. of year....................................................... Preferred dividends....................................................................... Common dividends....................................................................... (in thousands of dollars) 1987 10.679,000 7.820.900 1.603.000 318.000 148,500 112,500 126.100 1.072.000 333.400 300 738.900 3.937400 1986 10.731,000 7,771,200 1.718.000 371.000 111.100 651.200 (790.000) 103.800 145.900 801.000 129.000 (1,200) 670,800 3,470.700 234.600 4.441.600 204.200 3.937.300 1985 10.700.200 7,737.900 1.771.200 449,000 120,800 118,000 185.000 795.900 188.600 (2.000) 605.300 3.063.500 198.100 3.470,700 1984 10.264.500 7.579.800 2,074,700 10S.200 123.600 176.600 662.200 122.600 (3.700) 535.900 2.698.300 170.700 3.063.500 1983 9.532,600 6.991.000 2.063,800 72.800 59.100 151,100 458.600 4.100 (5.500) 449.000 2.407,400 600 157.500 2.698,300 1982 9.745.400 7.2IS.600 2.006.000 5Q400 162.100 185.800 550.400 94.600 (6.500) 449,300 2.114,300 600 155.600 2.407.400 1981 9,367.500 1 7,0*9.800 i 1,719,600 ; 501200 [ 'l 034001 142.600 ' 569400' 129.700: (1400) 438.000 1430.00C 601 153,101 2,11440 Maintenance and repairs .. ETaxes other than income N.A. NA 142.100 124.000 145.400 128.300 149.500 140.600 ISO.300 117.800 173.800 115.700 167.90 122.50 Included in costs and expenses. Costs and selling general and administrative expenses contain related portions of amounts shown under "Supplementary P. fit L. Data," below statement