Document pL3VVy2J08EE1mEjRyLryZB6

ANNUAL MEETING OF THE SHAREHOLDERS OF THE GLIDDEN COMPANY, HELD AT THE EUCLID ROOM, STATLER HILTON HOTEL, CLEVELAND, OHIO, ON THURSDAY, DECEMBER 11, 1958. REILENDER, DONLEY ft FERRIS SHORTHAN D AND STENOTYPE REPORTERS I2S9 UNION COKMCRCC BLDC.'CLCVELANO 14, OHIO c h er r y i*s3os GLD003274 2 1 INDEX 2. 3 Auditors, approval of, V' Page 13 4 Cumulative voting. 5 5 Directors, motion to increase. 5 6 Directors, introduction of. 10 7 Directors, nomination of. 6 8 Inspectors of Election, appointment of. 4 9 Minutes of preceding meeting. 5 10 Notice to stockholders. 4 11 President's report. 21 12 Remarks: 13 Mrs. Davis, 14 Mr. Gilbert, 7, 15, 44 7, 13, 32, 43 15 Mr. Halvorson, 14 16 Mr. Maxey, 17 Mr. Maynard, 36, 37, 45 38 18 Mr. Warner, 19 Voting, results of. 35 31 20 21 22 23 24 25 GLD003275 3 Euclid Room, Statler Hilton Hotel, 1 Cleveland, Ohio Thursday, December 11, 1958, at 10:00 a.ir. 2 CHAIRMAN DWIGHT P. JOYCE; The meeting will 3 please come to order, 4 I want to extend a very cordial welcome to all 5 the stockholders and guests present. We appreciate your 6 sincere interest in the activities of our Company, as 7 evidenced by your venturing out in this cold and snowy 8 weather. Someone called my attention this morning to the fact that today is the 4lst birthday of The Glidden 9 Company. Forty-one years ago today the Company in its 10 present form started business. 11 Before proceeding with the business affairs 12 to be considered today, I want all of the stockholders 13 present to understand that this is your meeting. As 14 such, you are entitled to make any comments or ask any 15 questions you may have. Although we would prefer that 16 you save these questions until the question and answer 17 period, please feel free to ask for recognition at any 18 time during the meeting when you think a question is 19 pertinent. When you have been given the floor, I 20 would like to request that you clearly state your name 21 and place of residence. We are keeping an official 22 record of this meeting and a slightly condensed version 23 of this record will be sent to all stockholders with 24 the January dividend. Because of this, we must be 25 sure of identifying each of you who have questions to ask. GLD0032?6 4 1 Should you desire or need to use them, microphones have 2 been placed in the center aisle and on the sides for your 3 convenience. 4 Now, I would like to report that the Board of 5 Directors, at its meeting held on November 25, 1958, 6 appointed Mr, R. K. Dutton, Mr. R. A. Augsburger, and 7 Mr. M. W. Peters as Inspectors of Election. A quorum 8 is present at this meeting. Immediately prior to the 9 meeting, the Inspectors reported that 1,848,244 Bhares 10 are present represented by proxies received prior to the 11 meeting. A final report on all shares represented In 12 person or by proxies will be made later at the meeting, 13 subsequent to the balloting. 14 All Directors of the Company are present. IS A partner of the Company's auditor Is also present at 16 this meeting. 17 The secretary will now present a copy of the 18 notice of the meeting. 19 MR. R. D. HORNER: Mr. Chairman, I have a 20 copy of the notice of the meeting, the proxy statement, 21 and the proxies which were mailed to the shareholders 22 of record as of 30 days prior to this meeting date. / 23 I also have a certificate that as of the close of business 24 on November llth, the record date, the Company owned no 25 treasury, shares of its common stock. I would also like GL0003277 5 1 to present, as required by law, an audited financial 2 statement of the Company, 3 CHAIRMAN JOYCE: As the next item of business, 4 we will have the secretary read the minutes of the previous 5 annual meeting of the stockholders which was held December 6 12, 1957, unless there is a motion to dispense with the 7 reading, 8 MR, J. C. COTTEE: Mr. Chairman, I move that 9 we dispense with the reading of the minutes of the prior ' 10 meeting. 11 MR. R. W. PATTERSON: Mr. Chairman, I second 12 the motion. 13 CHAIRMAN JOYCE: It has been moved and 14 seconded that we dispense with the reading of the minutes 15 of the previous meeting. All those in favor, signify 16 by saying, "Aye." Contrary? The motion is carried. 17 Now, I would like to announce that in accordance, 18 with a stockholder's request, the cumulative voting 19 method will be used for the voting of Directors pursuant 20 to Ohio law. I would like to announce at this time 21 that the Board of Directors recommends the fixing of the 22 number of Directors at twelve, rather than the previous 23 eleven members. I would like to explain to the stock 24 holders present that the purpose of this is so we could 25 elect an outside Director. ----------J------------------------------ ----------------------- GL003*78 --------------- 6 1 I will entertain a motion that the Board consist 2 of twelve members this year. 3 MR. HORNER: Mr. Chairman, I would 4 like to present the following resolution: 5 "Resolved, That the Board of Directors of this i 6 Company consist of twelve members," and I move its 7 adoption.' 8 CHAIRMAN JOYCE: Is there a second? 9 MR. D. E. ERSKINE; Mr. Chairman, I second 10 the motion. 11 CHAIRMAN JOYCE: It has been moved and 12 seconded that the number of the Board of Directors be 13 increased to twelve this year. All those in favor, 14 signify by saying, "Aye,? Contrary? Carried. 15 Next; will be the nomination of the twelve 16 Directors. 17 MR, R. E, DORFMEYER: Mr. Chairman, I wish 18 to nominate the following persons for election as Directors 19 of the Company: 20 Mr. Dwight p. Joyce, Mr. Willard C. Lighter 21 Mr. Alexander D, Duncan, Mr. Harvey L. Slaughtei 22 Mr. B. W Maxey, Mr. 0. M. Halsey 23 Mr. John H. Weeks, Mr. W. D. Stallcup 24 Mr. R. D. Horner, Mr. G. S. Warner ' * 25 Mr. W. G. Phillips, Mr. W. P. Smith GLD003Z79 7 1 CHAIRMAN JOYCE: Is there a second to these 2 nominations? 4 -t ..- ............ 3 MR. M. A. DuPONT: Mr. Chairman, I second 4 these nominations. 5 CHAIRMAN JOYCE: You have heard the slate 6 of Directors. It has been seconded. The Chair will 7 now entertain a motion that the nominations be closed. 8 MR. W. P. STETZELBERGER: Mr. Chairman, I 9 move that the nominations be closed. 10 CHAIRMAN JOYCE: Is there a second? 11 MR. J. C. COTTEE: Mr. Chairman, I second 12 the motion. 13 MR. LEWIS D. GILBERT: I would like to speak, 14 Mr. Chairman, on the nomination. My name is Lewis IS Gilbert and I am a shareholder and speaking on behalf 16 of other stockholders who have sent me proxies, too, 17 today. I want to congratulate you on the choice of 18 Mr. Smith as your outside Director and the point that I 19 like is -- and I have liked this over the years -- that 20 when you say you Intend to do something, you keep your 21 word. You and I, over the years, may occasionally differ 22 on something, but if you say you are going to do some 23 thing, you do it, and that I like. 24 CHAIRMAN JOYCE: Thank you, Mr. Gilbert. 25 MRS. EVELYN YVONNE DAVIS: Mr. Chairman, * CL0003280 8 1 my name is Evelyn Yvonne Davis. I am from Washington, 2 D. C. X would like to see more outside Directors on 3 the Board. Why don't you put a New York banker on 4 your Board? Perhaps we would get Borne more favorable 5 terms on some of the bank loans. It would certainly 6 add to the prestige of our stock and be good for business 7 all the way around. Maybe you should serve on the Board 8 of some other companies, too. 9 CHAIRMAN JOYCE: 10 that correct, Davis? Well, Mrs. Davis -- is 11 MRS. DAVIS: Yes. Davis. 12 CHAIRMAN JOYCE: Well, Mrs. Davis, I 13 appreciate your comment. This business of getting 14 proper outside Directors is a little complicated and 15 more difficult than it might seem. I hope that some 16 time in the not too distant future, we will have other 17 outside Directors and perhaps a financial man. Does that 18 answer your question? 19 MRS. DAVIS: Yes. 20 Then, another subject, I would like to say 21 something else. Why don't you rotate the meeting 22 sometimes to New York City where most of the shareholders 23 are located? I am from Washington myself and it is hard 24 enough to get here. It is a lot easier to get to New 25 York and I am sure It is hard for the other shareholders,toe. Gl o o o 3?81 9 1 CHAIRMAN JOYCE: We feel that In our own 2 case, it is the best policy to have the meetings at the 3 headquarters of the Company. 4 MRS. DAVIS: Pardon? 5 CHAIRMAN JOYCE: ' We feel It Is best to 6 have the meetings; of our stockholders at the head 7 quarters of the Company where all of our people can be 8 present who want to be to ask questions and so forth. 9 MRS. DAVIS: Yes, but you could 10 occasionally have a regional meeting. 11 CHAIRMAN JOYCE: Well, that is a possibility, 12 MRS. DAVIS: That way, you can go to 13 New York and talk to your contacts there and drum up some 14 more business. (Laughter.) 15 CHAIRMAN JOYCE: You have heard the motion, 16 which has been seconded, that the nominations be closed. 17 All those in favor, signify by saying, "Aye," Contrary? 18 Carried. The nominations are closed and stockholders who 19 have not turned In proxies may obtain ballots at the 20 inspectors' table at the front of the room, and the 21 inspectors will then canvass the vote. 22 I would now like to introduce the Director 23 nominees to the stockholders and give a few brief comments 24 about each one. 25 GLD003282 10 1 On my extreme left, Mr. George S. Warner. : 2 Mr. Warner Is one of the newer members of our Board, 3 having been elected in 1957. Mr, Warner has over twelve 4 years service in the Company. He was elected assistant 5 comptroller in 1952 and comptroller in 1953. 6 Next to him is Mr, George M. Halsey. He ha3 7 twenty-six years of service with the Company. In 1947, 8 he was made manager of our St. Helena titanium oxide 9 plant. In 1950, Director of Manufacturing for Chemicals- 10 Pigments-Metals Division. He was elected vice-president 11 of that Division and a Director of the Company in 1956. 12 Next to Mr. Halsey is Mr. Willard C. Lighter. 13 He has been with our Company for six years. Prior to 14 joining us, he had eighteen years of service with Kilgore, 15 Incorporated, and held the position of Executive Vice 16 President of their Falcom Company Division, when he 17 left that firm. In 1953* he was elected Director and 18 Vice president of the Chemurgy Division. In 1956, he 19 was elected to the new position of Executive Vice President 20 Next, Mi*. John H. Weeks. He has been with 21 our company for twenty-four years. In 1949, he was 22 appointed Director of Personnel. In 1952, elected 23 Director. In 1955* elected Vice President of Personnel. 24 Next is Mr. B, W. Maxey. He came with Glidden 25 eighteen years ago from B. F. Goodrich. In 1948, GLD003283 11 was elected Comptroller. In 1950, elected a Director. 1 2 In 1953, elected a Vice President, Finance. i 13 Next is Mr. Alexander D. Duncan, thirty-four | 4 years of service with the Company. ' He has been a 5 Director and Vice President of the Paint Division Since 6 1947. 7 I am also a candidate for Director and I have 8 been with the Company for thirty-seven years, having*been 9 elected first in 1927 and in 1940, was made Vice President 10 of the Paint Division. In 1947, was made President. 11 1954, Chairman and President* 12 Next is Mr, Robert D. Horner. Mr. Horner 13 joined Glidden ten years ago. In 1949, he was elected 14 Assistant Secretary. In 1951, he was elected Secretary, 15 and in 1953, a Director. in addition to duties as 16 Secretary, Mr. Horner serves as General Counsel of the I 17 Company and heads up our Legal Department. 18 Mr. William G. Phillips has been with the 19 Company for eleven years. In 1952, he was elected 20 Assistant Treasurer. In 1953, he was elected Treasurer 21 and a Director. 22 Next is Mr. Harvey L. Slaughter. Mr. Slaughter 23 joined the Paint Division of our Company twenty-four years 24 ago and worked up to the position of Regional Director of 25 the Eastern Division at Reading, Pennsylvania. He later Cl nnnvfi4 1 j 1 i1 1 i l j 12 1 moved over to the Poods Division and was elected Vice 2 President of Durkee in 1953 and a Director of.the Company 3 in 1954. 4 Mr. w. D. Stallcup is just completing his 5 second year as a Director. He has been associated with 6 the Organic Chemical operations in Jacksonville for 7 sixteen years. He became General Manager of that 8 Division in 1948 and Vice President in 1957. 9 Next is Mr, William P. Smith. Mr. Smith 10 has been nominated as a Director for the first time. 11 He has practiced law :Ln Washington, D.C., since 1928, 12 specializing in Federal taxation, trade, and commerce. 13 In addition to his corporate practice, he represents 14 a number of trade associations in the manufacturing and 15 merchandizing fields and has served as a Director of 16 the River Raisin Paper Company since 1946. Mr. Smith 17 will bring to our Board a valuable insight into govern 18 mental affairs anc their effect upon the plans and policies 19 of the Company. 20 21 (See next page.) 22 23 24 25 sto3*85 1 13 1 The next order of business will be to approve 2 the action of the Board of Directors in appointing Ernst 3 & Ernst as auditors for the Company. Do we hear such a 4 resolution? 5 MR. HORNER; Mr. Chairman, I present 6 the following resolution; 7 "Resolved, ^he designation of Ernst & Ernst, 8 a firm of certified public accountants, by the Board 9 of Directors of this Company as auditors for this 10 Company be and it is hereby approved." I move its 11 adoption. 12 CHAIRMAN JOYCE; Is there a second? 13 MR. D. E. ERSKINE: Mr. Chairman, I will 14 second the motion. 15 CHAIRMAN JOYCE; Mr. Gilbert? 16 MR. GILBERT: Mr, Chairman, with your 17 permission, I would like to ask a question of the auditor. 18 Where is my friend? 19 CHAIRMAN JOYCE: Mr. Halvorson. 20 MR. GILBERT: There you are. During 21 the year, there was a great deal of discussion about the 22 Atlas Plywood case which came up In the annual report a 23 year ago and I am a shareholder in it. In the September 24 Journal of Accountancy, there was a reply of Pete Marwick, 25 explaining many of the problems which had come up in this GLD003286 14 1 case, and they made one point which I think Is relevent '* ,4 ' 2 to all companies. They said that in the matter of pur 3 chasing, some companies use a centralized purchasing 4 method; some use a decentralized purchasing method. 5 What I would like to know is, which method does Glidden 6 use? 7 MR. N. T. HALVORSON: My name is Halvorson, 8 with Ernst & Ernst here in Cleveland, Mr.Gilbert, I 9 believe your question is orfe that would more properly 10 be directed to Mr. Maxey or Mr. Warner or a member of 11 the Board, at lease, of The Glidden Company's internal 12 organization. The Glidden Company, I think, has a 13 policy of both centralized and divisional-regional 14 purchasing, but, quite honestly, the question is not one 15 which the independent accountant is competent to answer, 16 I might say. It is an internal policy matter, rather 17 than an accounting matter. 18 MR. GILBERT: I think he should know 19 that I agree that it is a managerial matter but I think 20 the independent outside auditor should know which is 21 used, and you have stated that they use both, so I would 22 like to hear how it is worked out. 23 CHAIRMAN JOYCE: Mr. Gilbert, Mr. Halvorson 24 was correct. We use both methods in our Company. We have, 25 as you know, four major divisions. In paint, we operate GLD003287 1 on an entirely centralized purchasing setup. We have 2 a purchasing staff here at headquarters that handles all 3 the paint purchases. 4 Now, in the case of the Durkee Poods Division, 5 on some commodities we do it on a centralized basis, and 6 on others, where it is more advantageous, we do it 7 locally. In the Chemicals-Pigments-Metals Division, 8 that is centralized purchasing controlled from one 9 headquarters point, and I think that is also true of our 10 Organic Chemical Division, 11 Does that answer your question? 12 MR, GILBERT: Yes, 13 Just one other point on that: When it is 14 done locally, how does one check up from top management? 15 CHAIRMAN' JOYCE: Well, when It is done 16 locally, the local purchasing agent or purchasing officer 17 reports directly to the manager and then on important 18 purchases, even if they are done locally, copies of 19 actions go Into headquarters for review by our headquarters 20 purchasing department, 21 MR. GILBERT: Thank you. 22 CHAIRMAN JOYCE: Mrs. Davis? 23 MRS, DAVIS: Mr. Chairman, I would also 24 like to direct some questions to the independent auditor. 25 CHAIRMAN JOYCE: Mr. Halvorson? GLD0032e8 16 1 MRS. DAVIS: ' First of all, I would 2 like to know, is the parent company the guarantor of any 3 underlying senior securities of subsidiaries? 4 MR. HAIiVORSON; If I understand It, is 5 the parent company the guarantor of any underlying 6 securities of subsidiaries? 7 MRS. DAVIS: Yes. 8 MR. HALVORSON: Here again, this is a 9 question which I believe ought to be directed to the 10 Company Treasurer, but to the best of my knowledge, 11 it is not. 12 MRS. DAVIS: What is the appraised 13 value of the plant and the equipment? 14 MR. HALVORSON: That is a question which 15 I cannot answer. 16 MRS. DAVIS: Maybe you can tell me 17 something about this: There is no separate item for 18 good will on the balance sheet. Is there any good 19 will in the assets. (Laughter) 20 MR. HALVORSON: Not recognized in the 21 accounts. No dollar value is assigned to any good 22 will matters. 23 MRS. DAVIS: It is one dollar? Why 24 isn't it stated separately like in other annual reports? 25 MR. HALVORSON: Well, an item of that GL 0 03?e9 17 1 magnitude Just wouldn't be given that much emphasis in 2 the ordinary presentation of the financial position. 3 It is strictly a token amount, 4 MRS. DAVIS: Well, on the audited 5 annual report, I think it ought to be a separate item. 6 It is quite important, especially when you compute the 7 book value, to knew if there Is any good will. 8 MR. HALVORSON: Well, If it was anything 9 substantial, I think the Company would present it as a 10 separate dollar value somewhere in the balance sheet. 11 MRS, DAVIS: Could you tell me, perhaps, 12 or maybe the Company Treasurer could, what the depreciation 13 would be had hi3 straight line methods been used through 14 out, instead of after 195*1, when you used the sum of the 15 digit method, which of course increases the depreciation? 16 MR. HALVORSON: Well, those figures, I 17 know, are available. I certainly couldn't quote them 18 without reference to some of our records or working papers. 19 Possibly someone in the Company organization does have 20 the information. Possibly an officer may even have a 21 mental recollection of It. I haven't. 22 ' MRS. DAVIS: I would like to know why 23 the straight line method hasn't been used throughout? 24 We would have had higher earnings, 25 MR. HALVORSON: Mrs. Davis, I think again GLD003290 18 you are directing a question to me,which represents Company policies, that ought to be answered by someone in the internal organization. MRS. DAVIS: Mr, Haxey, can you answer me? You are the Treasurer, aren't you? CHAIRm JOYCE: Treasurer. Mr. Phillips is the MRS. DAVIS: Oh. MR. MAXEY: Would you like me to answer this? CHAIRM JOYCE: Yes. You may answer the question. Mi', Maxey. MR. MAXEY: Your question, I believe. was, had we used a straight line method throughout, would our depreciation have been less? MRS. DAVIS: Right, MR. MAXEY: Our depreciation would have been somewhere in the neighborhood of two million dollars less had we not used rapid amortization in 1958 on part of our properties, and the sum-of-digits method since 195^ on other properties, MRS. DAVIS: I would like to know why you didn't use the straight line method throughout? MR. MAXEY: That answer is fully obvious, I think, in that it is up to the Company to CL003? 9l 19 I create the maximum cash flow possible into that Company 2 to be used for further growth of the Company/ and had 3 we used straight line on our tax returns, our tax bill 4 would have been Just that much higher. We keep our 5 tax returns and our book accounts in balance, handle 6 them the same way, 7 MRS. DAVIS: I see. Could you answer 8 the other question for me, about the appraised value of 9 plant and equipment? 10 MR. MAXEY: The insurable value of 11 our plants,which does not include the land and the 12 foundation, is slightly over $100,000,000. 13 MRS. DAVIS: Well, while I am talking 14 to you anyhow, is there a restriction as to stock 15 dividends as there is a restriction as to cash dividends 16 under indenture? 17 MR. MAXEY: There are no restrictions 18 in that respect, 19 MRS. DAVIS: I guess that's all for 20 right now. 21 CHAIRMAN JOYCE: The motion has been made 22 that Ernst & Ernst act as auditors for the Company. It 23 has been seconded. All those in favor, signify by saying, 24 ''Aye." Contrary? Carried. 25 I would like to announce at this time that any GLD003292 20 1 stockholders who have not turned In their proxies may 2 obtain ballots at the inspectors* table at the center 3 of the room and that the inspectors will then canvass 4 the votes. 5 The next item on our agenda is my report. 6 7 8 9 10 11 12 13 14 IS 16 17 18 19 20 21 22 23 24 25 eLDo3!93 21 1 At this point in our meeting, it is customary 2 for me to report on a particular phase of our activities 3 which might he of interest to you. . In thinking about 4 a subject for today, I felt It would be worthwhile to 5 review a number of Important events which have taken 6 place over the past several years. It has been my 7 experience that in the hustle and bustle of everyday 8 living our human tendency is to forget or overlook 9 events that have transpired In the past, but which 10 have an important bearing on the future. 11 About eight years ago a few of ray younger 12 associates and 1 began to take a searching look at the 13 then existing structure of The Glidden Company and its 14 adequacy for the future. During our initial study, we 15 found that a number of operations, while profitable, 16 required an abnormally large investment in receivables, 17 inventory and manufacturing facilities to produce that 18 profit. 19 Recognizing that wehad limited funds available 20 for expansion, and that we could obtain more funds only 21 as we produced additional profit, we committed ourselves 22 to getting the most out of the over-all capital entrusted 23 to us. We set as a goal on all company operations. 24 Individually and collectively, a return of at least 25 20 percent profit before taxes on the money invested in GLD003294 22 1 these operations. A return of this magnitude would 2 permit a reasonable level of dividends and still 3 provide adequate funds for reinvestment to meet the 4 company's growth needs. 5 We started out by objectively analyzing each 6 of the operations which were not producing the minimum 7 return. First., we had to find out why. Was it 8 inadequate management? Was it a poor plant location 9 or inefficient production facilities? Did the products 10 still have an economic justification or had they become 11 obsolete? Was it insufficient distribution? 12 Once the problem was pinpointed, we asked 13 two further questions. Can the operation be brought 14 up to our minimum standards by making the necessary 15 changes? And does the operation fit into our long16 range objectives? If the answers were in the affirma 17 tive, we have gone ahead and made the changes. Other 18 wise, we have either sold or abandoned the operation, 19 as we 3imply cannot afford to have our people and money 20 tied up in investments which are not producing an 21 adequate return. 22 This program has cut across all areas of our 23 business. In the Paint Division we have added 82 24 branches in the last four years to obtain better 25 distribution of consumer products. We have added plants GLD003295 23 1 at Atlanta, Montreal, Los Angeles, Portland, and Tulsa, 2 and have expanded and modernized our major plants at 3 Cleveland and Reading. We have instituted an aggressive 4 product development program which has resulted in such 5 products as Spred Satin, Spred Glide-On, new industrial 6 coatings and resins. 7 Our Eurkee Famous Foods Division has undergone i 8 some of the most significant changes. Through a 9 virorous upgrading program, we have concentrated on 10 specialized products -- such as shortenings for prepared 11 mixes, hard fats for confection coatings and oils for 12 margarine -- and on specialized markets such as the 13 retail bakery trade. In 1952, our copra processing plant 14 at Portland, Oregon, was abandoned due to increasing 15 competition from overseas sources, and in 195^> our 16 cheese business was discontinued. 17 The major portion of our table margarine and 18 salad products was sold in 1957 because of low return on 19 investment .and to permit us to concentrate on the further 20 development of our bulk margarine oil business. In the 21 same year, we closed down our edible oil processing 22 plant at Elmhurst, Long Island, which was uneconomical 23 to operate as a result of poor location. We have since 24 been profitably serving the Eastern markets out of our 25 expanded plants at Louisville and Chicago. GLD003296 24 1 Last; year, we completed a new coconut and 2 spice plant at Bethlehem, Pennsylvania, to provide 3 modern, efficient production facilities for these 4 products. Throughout the period during which these 5 changes were taking place, both the bulk and consumer 6 products sales organizations were realigned for more 7 effective market coverage. 8 Our Chenicals-Pigraents-Metals Division bears 9 little resemblance to its old self. Our first 10 disposition occurred in 1951 when we sold our ''type 11 metal" business to concentrate on the growing field of 12 powder metallurgy at the Hammond, Indiana, plant. 13 What was once a loss operation has now become one of our 14 most profitable operations. In 195^> we sold our 15 plant at Oakland, California, which produced lithopone 16 -- a pigment largely replaced by titanium dioxide. 17 Also, in 1954, construction was begun on a 18 $24,000,000 titanium dioxide pigment plant at Baltimore. 19 Our original plant, called the St. Helena Works, was 20 over 20 years old. There was no room for expansion, 21 and costly improvements were requifid to bring it up to 22 current technological standards. The new plant was 23 virtually completed in July, and has about twice the 24 productive capacity of the St. Helena Works, which was 25 closed down and abandoned this past year. With the GL0003297 25 1 new plant we not only have additional capacity, 2 but also have greatly improved our. production efficiency. 3 Earlier this year, the white lead business at 4 Scranton, Pennsylvania, was sold as the demand for this 5 product was insufficient to justify our being active 6 in this field. 7 The Organic Chemical Division has also under 8 gone a complete transition within the past eight years. 9 Once entirely a producer of naval stores -- turpentine, 10 rosin and related products -- the division's products 11 have now been replaced by terpene chemicals, synthetic 12 resins and tall oil products. Throughout recent years, 13 we have gradually expanded our terpene chemical 14 activities as new products and processes have been IS developed by our research staff. Right now we are con 16 structing a $2,000,000 plant at Jacksonville to produce 17 synthetic laevo-menthol for the flavoring field. Last 18 year we completed a $3,400,000 tall oil plant which 19 marked our entry into this relatively new group of 20 industrial chemicals. 21 The Chemurgy Division has been eliminated 22 entirely. Beginning in 195we disposed of our mixed 23 feed business at Indianapolis. In this case, we were 24 too small to be successful, and the projected benefits 25 of expansion did not appear sufficiently attractive to GLD003298 26 1 Justify investing additional money in this business. 2 In 1956, we closed down and.abandoned a soybean and 3 flaxseed processing plant in California, which had 4 become a marginal operation. Most recently, the 5 remaining major portion of this division's business was 6 sold to the Central Soya Company, Inc., as explained in 7 our latest annual report. . 8 Up to this point, I have outlined a series of 9 individual actions within our divisional operations. 10 I would now like to point out the over-all effect of 11 these moves. 12 The operations which we have sold or discontinued 13 produced an annual sales volume of approximately $61,000,000. 14 However, the profit before taxes from these operations 15 was less than $1,000,000 and required a total investment 16 of about $42,000,000. The investment released either 17 already has or will be used to build up our more 18 profitable activities. 19 In the five years since 1954, when our program 20 actively got underway, we have invested almost $40,000,000 21 in new plant and equipment for our present business. 22 In this same period, it has only been necessary to 23 increase working capital $6,000,000 as a result of 24 diverting assets from low-profit operations into higher 25 profit fields. GLD003299 ___________________________ _____________________________ ______________ 27 1 Initially, a major portion of this expansion 2 program was financed by bank loans which were due in 3 the early 196C)'s. Last month, however, these 4 borrowings were replaced with $30,000,000 of 4-3/4 5 percent Sinking Fund Debentures, due in 1983. This 6 will permit us to use the cash to be generated from 7 operations and from the Chemurgy disposition for further 8 company expansion rather than for the immediate 9 repayment of debt. 10 Never in my long-time association with The 11 Glidden Company have we enjoyed such a sound financial 12 position -- a position which will permit us to take 13 advantage of future growth opportunities either through 14 acquisition or internal development. 15 Having obtained a strong financial structure, 16 we have, at the same time, been building a strong 17 organization, for we are completely dependent upon 18 people to carry us forward. I think it is interesting 19 to note that of the thirteen men in top management 20 posts today, only three of us -- Mr. Maxey, Mr. Duncan 21 and myself -- held comparable positions back in 1950. 22 In the intervening years, through retirements and 23 other changes, a new management group has gradually 24 been developed. 25 In turn, this group has been attempting to g l 00033 28 1 create a depth of manpower and to fill in previously 2 existing weak spots. Within the pastfive years our 3 headquarters staff has been Increased 27 percent, 4 stemming from the addition of key planning, supervisory 5 and control functions. 6 Among the many additions made have been: 7 1. A long-range planning group to 8 critically analyze present products and profits, study 9 avenues of future research, and to investigate new 10 fields of activity. 11 2. Centralized research management to 12 correlate individual unit research and institute 13 over-all company research. 14 3. A centralized engineering department 15 to plan and supervise new plant construction and to 16 study, improve and modernize existing plants. 17 4. New financial analyses and controls 18 to provide the information necessary for more effective 19 management action. 20 5. Broader marketing activities for better 21 direction and control of our over-all selling and 22 distribution efforts, 23 A similar expansion of personnel and their 24 activities has taken place in our field operations. 25 Since 1954 our sales force has been increased 42 percent GL 0003301 _____________________________________________________ 29 1 and now numbers over 1,300 people who are directly 2 engaged In Belling activities. The efforts of this 3 group were in large part responsible for the excellent 4 recovery in sales and earnings experienced since last 5 winter. 6 In the eight years since 1950, sales of our 7 present four divisions have increased from $155*000,000 8 to $185,000,000. This has been accomplished in spite 9 of the fact that during this period we discontinued 10 operations within these divisions which had sales in 11 excess of $21,000,000. 12 In the face of substantially higher 13 depreciation charges plus non-recurring start-up and 14 shut-down expenses, the gross profit of our remaining 15 four divisions has been increased from 32.5 million 16 dollars in 1950 to 44.5 million dollars in 1958 and 17 our gross profit margin has gone from 21 percent to 24 18 percent. 19 These improvements are yet to be reflected 20 on the net income line which, of course, is of most 21 interest to you. Higher selling and administrative 22 expenses, created by the addition of sales, research and 23 management personnel, have virtually offset the gains 24 in gross profit. These people, however, have been 25 added to provide further gains in sales and gross profit, GLD003302 30 1 and this I am confident they eventually will do. 2 I think you will agree that The Glidden 3 Company has undergone some rather significant changes 4 in the past eight years -- changes which were designed 5 to help us reach the profit goals set in 1950. We 6 are still a good distance away from these goals, and 7 they will not necessarily be easy to reach, but for the 8 first time in this period, the path is clear so that all 9 our resources can now be devoted tp major profit 10 improvement. 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 GL003303 31 1 Before proceeding with any questions you may 2 have concerning; our company, I would like at this time 3 to request a report by the inspectors on the balloting. 4 MR. R. K. DUTTON: Mr. Chairman, 5 the Inspectors of Election wish to report that of the 6 2,299,720 shares of common stock of the company 7 entitled to vote at this meeting 1,848,464 shares are 8 present at the meeting either in person or by proxy. 9 These shares represent 80.38 percent of the 10 total shares at the time of the vote. 11 With respect to the election of Directors, 12 the inspectors report that each of the Directors 13 nominated received the affirmative vote of 1,848,209 14 shares of the common stock of the Company. 15 The inspectors also report that there were 16 1,84.9,032 shares in favor of the resolution approving 17 the designation of Ernst & Ernst. 6,532 shares were 18 voted against the resolution. 19 Mr. Chairman, the inspectors' final certificate 20 will be attached to the minutes of the meeting. 21 CHAIRMAN JOYCE: Thank you, Mr. 22 Dutton. 23 I therefore announce the election of the 24 Directors and the approval of the resolution appointing 25 the auditors. -------- !________________________________________ - GL DO 03 3 04 ------------- 32 1 Now, before going on to the question period, 2 I would like to make a couple of comments. 3 This year we have received a number of.unusually 4 fine comments on our annual report, comments on the 5 report itself and also comments complimenting the 6 progress of the; Company during the past year. I am 7 happy to say that we did not receive any adverse comments 8 about the Company from anyone. 9 Ladies and gentlemen, the meeting is now 10 open for questions. 11 Mr. Gilbert. 12 MR. LEWIS D. GILBERT: Before coming to the 13 questions, there is one other point that I would like to 14 bring up. 15 In the course of the year stockholders send me 16 from all over the country clippings about companies 17 where we are mutual owners, and during the course of the 18 year I received two which concerned Glidden, and I want 19 to congratulate you in both oases. 20 I think we are extremely fortunate in having 21 Mr. Gordon Sutton in our industrial relations. He has 22 courage, he has ability, and he knows how to make 23 friends from all places where they count. 24 The second point that I want to comment on is 25 in regard to Mr. L. W. Lawson in Canada, the article GL003305 33 1 which I saw in the Financial Post of November 15th, 2 where he says, "we are setting up a program in Canada to 3 educate businessmen," shows that he, too, knows his 4 business and he is going to be successful in Canada and 5 help Glidden stockholders. 6 And this is the kind of teamwork which you 7 have referred to in your message which is building up a 8 great company in Gliddeh. 9 CHAIRMAN JOYCE: Thank you. 10 MR. GILBERT: Now, so much, Mr. 11 President, for the comments of that nature. 12 I now have a few questions which I would like 13 you to answer us about. 14 The report is excellent, as always, and you 15 know, as I said last night before the Treasurers' Club, 16 this Is a model for American industry, because It tells 17 us the things we want to know and we only have to 18 supplement by asking the other points, as Mrs.Davis 19 and I have done today. 20 Among; the things which we did during the year 21 and the annual report notes, we acquired part of the 22 General.Paint business. 23 Now, I happen to be a General Paint stock 24 holder and it was always a very poor business. I mean 25 they never could make money. Why do you think that we GL0003306 34 1 can make money where they couldn't make money? 2 (Laughter.) ' - ..... - 3 CHAIRMAN JOYCE: Well, Mr. Gilbert, 4 that's a good question and I'd be glad to answer it. 5 Number 1, they had a number of branches in 6 various desirable locations. You are well acquainted 7 with our own branch program. We are expanding our 8 branches. 9 Secondly, in spite of the vicissitudes of 10 General Paint, down through the years they had a fine 11 reputation for quality paint. Many of their people 12 throughout the organization were very capable people. 13 We have taken all those capable people in our Company. 14 By combining General Paint activities with our activities 15 we have a joint operation where we carry the overhead 16 over these two sales sources, and already I am happy 17 to tell you that from Its very inception we have made 18 money on General Paint every month since we have had 19 it and it's getting better as time goes on. 20 MR. GILBERT: Thank you. 21 Which raises another point which was raised 22 to me last night. There seems to be an impression that we continue to lose money on the titaneum and I don't think that's correct on that new plant. Will, you comment a little bit on that? g l D0033C7 35 1 CHAIRMAN JOYCE: , Yes, that is not 2 correct. . We have made money on titaneura regularly. 3 I'd like to ask our Controller, Mr. Warner, 4 to comment on that. 5 Mr. Warner, could you give us a few comments 6 on that? 7 MR. G. S. WARNER: Yes, Mr. Gilbert 8 brought it up last night and I did do a little checking 9 on it. The last time we ever lost money on titaneum, 10 Mr. Joyce, was 19*15. 11 And I think, Mr. Gilbert, it may have been 12 from the way we presented the abandonment loss in our 13 annual report that might have given that impression, 14 but if we assign that abandonment loss to titaneum, 15 it still made a good amount of money. 16 MR. GILBERT: Thank you. 17 Will you say alittle more about current 18 business, Mr. Joyce? 19 CHAIRMAN JOYCE: Yes, I'd be happy 20 to. 21 Current business Is very good. We have not 22 as yet received our first quarter figures, but they 23 will be very substantially ahead of the first quarter 24 last year, and the outlook in all of our divisions is 25 excellent Ctn^o 8 36 1 I asked each of our operating vice presidents 2 and our staff people, Mr. Gilbert, to give me a little 3 prognostication for the months ahead at the time of our 4 last Directors 1 meeting, and I received those yesterday, 5 and without exception they look for much improved 6 performance over last year. 7 MR. GILBERT:' Now, on Page 4 of the 8 annual report we are definitely told and given all the 9 information I think we need on the sale of the Chemurgy 10 and how we come out on that, but there is this paragraph, 11 "In January, we abandoned our destructive distillation 12 operations at Jacksonville, Florida, and In March we 13 disposed of our Scranton, Pennsylvania, white lead 14 operations." How did we come out on those two? 15 CHAIRMAN JOYCE: Is your question 16 how we came out financially on those things? 17 MR. GILBERT: Yes, sir. 18 CHAIRMAN JOYCE: Mr. Maxey, do you 19 want to answer those questions? 20 MR. B,, W. MAXEY: Yes, I will, Mr. 21 Joyce. 22 Both of these operations were small and the 23 pre-tax loss on abandonment of the two operations in 24 total was less than $40,000. 25 MR. GILBERT: And two other GL D003309 37 1 questions and then I am finished. i 2 There was no mention of our relationship with 3 Grace. How is that working out? 4 CHAIRMAN JOYCE: It's working out very 5 well. We are engaged, as you know, Mr. Gilbert, in 6 several Joint ventures with Grace. We have had a little 7 difficulty with some of them in South America, G Colombia being one country where they had some political 9 upheavals, which has caused us to have a little realign 10 ment of personnel and one thing and another, but 11 basically our relationships are very friendly. The 12 Grace Company are good customers of ours and the Paint 13 Division and other units of our Company and I think as 14 the years go on the relationship will become closer than 15 it is right now. 16 MR. GILBERT: Thank you. 17 And the last question, on Page 9> "Shortly IB after the close of the fiscal year, we acquired R. C. 19 Pauli & Sons, a small, but prominent, bulk spice 20 processor on the West Coast." 21 Would you tell us a little more about how much 22 that cost, and so forth? 23 CHAIRMAN JOYCE: Mr. Maxey, you 24 have the figures on Pauli? 25 MR. MAXEY: Yes, the total Pauli GLD003310 38 1 investment, what we took over and what we will have to 2 put in, will run in the neighborhood of $200,000. $ , .3 CHAIRMAN JOYCE: 200 000 4 MR. MAXHY: Very small as such. 5 MR. GILBERT: Thank you. 6 CHAIRMAN JOYCE: This gentleman had 7 a question bac-k here. 8 MR. STANLEY MAYNARD: My name is Stanley 9 Maynard. I live in Cleveland. And if I might echo 10 the comments of Mr. Gilbert on your annual report as 11 being one of the best and I will leave it, but there 12 are three questions I would like to ask. 13 On Page 4, "Central also has an option to 14 purchase these properties on August 31, 19^1, with IS $8,550,000, payable in cash." 16 Is that payable at one time or over a period 17 of years? 18 CHAIRMAN JOYCE: The final cash 19 payment? 20 MR. MAYNARD: Yes. 21 CHAIRMAN JOYCE: That's a one time. 22 MR. MAYNARD: One time? In 23 other words, Glidden in 1961 will get an extra 24 $8,000,000 in cash? 25 CHAIHMAN JOYCE: If they exercise GLD00331I 39 I c I 1 their option. 2 MR. MAYNARD: -On Page 5* under, I 3 "Subsidiaries," it; says, "We have continued to-expand 4 the activities of Glidden International." . What 5 countries does that involve? 6 CHAIRMAN JOYCE: Well, it involves 7 a great many countries. It involves a number in 8 South America. It Involves England, Prance, Spain, 9 some in Africa, I believe, and it pretty much covers 10 the world. Japan, Australia. 11 MR. MAYNARD: Well, one reason 12 behind that question is a selfish one. I took a trip 13 around the world the early part of this year and I was 14 in many of those countries. 15 A third question, no mention is made ~ no 16 particular mention is made of labor relations in the 17 annual report. Would you say they are in a satisfactory 18 status at this time? 19 CHAIRMAN JOYCE: I think our labor 20 relations are in a very satisfactory status. We have 21 about forty manufacturing plant operations. They are 22 all '-unionized. We have had very friendly and 23 cooperative experience with all of the labor. 24 MR. MAYNARD: -. Now, in your 25 comparison figures on Page 18 It shows the sales in GLD003312 40 1 1951 were $228.,000,000. Now, the next seven years, 2 there was no year that equaled 1951. Do you think 3 that you have really climbed in the quarter and that 4 in 1959 sales will be substantially higher, not Just a 5 little higher? It is unusual to go seven years 6 and still not be much higher. 7 CHAIRMAN JOYCE: Well, I have two 8 comments to make in answer to your question. 9 One is that, as we have often said, the sales 10 figures in our business aren't as indicative of progress 11 as they are in some other businesses, because a large 12 segment of our business is the bulk business of Durkee 13 Division where we make processing profit and it depends 14 on the price of the oils. That year domestic oils and 15 foreign oils were very high priced and our sales were 16 bigger. 17 I will say this, sir, that in our four remain 18 ing divisions -- bear in mind we can now dispose of 19 Chemurgy and some others -- the four remaining divisions, 20 the sales outlook is very, very good for this year and 21 I think it will be substantially higher than last 22 year's figures. 23 MR. MAYNARD: Now, the last 24 question, recently in Ohio, the election on the Right25 to-Work Bill, over a million people voted In favor of GLD003313 41 1 it. There were several other States where they had ; 2 the same election, so therefore maybe, oh, two million 3 people, we will say, voted in favor of the Right-to- 4 Work Bill. 5 Now, in the Cleveland News on Friday, 6 October 24th, in headlines, it says, "Glidden executive 7 against the Work Bill." 8 And farther down it says, "*1 am against the 9 darn fool thing,1 Weeks said in confirming a report that 10 a member of his department will oppose the anti-union 11 shop amendment at a forum next week." 12 The reason I bring up this question is that 13 there are a couple of million people who voted in favor 14 of the bill, and to be told that they were voting for a 15 darn fool thing, while they might possibly be darn 16 fools in voting for it, it is getting into a highly 17 controversial situation that could affect sales of The 18 Glidden Company. 19 My question is this: ; Is a decision to 20 oppose or be in favor of a controversial thing such as 21 that left up to the individual executive or is it passed 22 by a committee? 23 CHAIRMAN JOYCE: I would like to 24 comment on that, sir.' We have a firm policy in the 25 Company that our company as a company cannot take GLD003314 42 > 1 positions on controversial Issues. As you point out. 2 we have three ('roups to think about -- our stockholders 3 are one, our customers are another, our employees are a 4 third -- and yoxi are not always going to get unanimity 5 of opinion. We do, however, defend the right of any 6 individual in this Company to say what he feels on any 7 subject. 8 Now, Mr. Gilbert referred to Mr. Sutton's ' 9 remarks, and he was opposed to that amendment, and as 10 an Individual he didn't speak for The Glidden Company. \ 11 Now, Mr. Weeks tells me that quote that was 12 made, he didn't say, "a darn fool thing." He didn't 13 say that. He was misquoted on the thing. 14 I might say to you, sir, that after that I! 15 happened we did have some comment that you might be \ 16 interested in knowing. There was as much favorable 1| 17 comment about it as unfavorable. 18 But I have cautioned all members of our Board 19 and all officers to be very careful about what they 20 say on any issues of that kind for fear they might be 21 misconstrued or might be construed as being a company 22 viewpoint. 23 ' Does that answer your question? MR. MAYNARD: Yes. I am very 25 glad to hear you say that, because when I read about GLn0033l5 43 The Glldden Company, even though misquoted, I thought it wa3 bad company policy. . ...... MR. GILBERT; - , I'd like .to get into that act, because I disagree with my friend over here on this particular point, and I would like to read the comment in The Cleveland Press, because I think it brings up this thing very, very well, and I think the majority of the State- of Ohio felt exactly the same way. Mr. Sutton said his views against the amendment were his own and that The Glidden Company itself had not taken a formal stand bn the issue, and what Mr. Sutton said was, "I may be the first to speak out this way, but I know of many others in management positions who feel the Right-to-Work amendment would be bad for this State. The issue in this State has come to be a battle between union and management. It is unfortunate that It has become a political issue with both sides playing; on emotions." The point thatI am bringing out is that one of the things which has weakened the United States in its global battle today is there has been a tendency to too much conformism, and I am delighted to see a little individual initiative, speaking as an individual. And on another tissue, you will recall, during the year our Chairman himself stated his personal views. GL0 03316 44 and they happened to coincide with mine, on the foreign situation and I congratulated him on those views, which were expressed in The Wall Street Journal, and that was not on this issue but an entirely different one. CHAIRMAN JOYCE: Thank you, sir. Mrs. Davis. MRS. DAVIS: ' Mr. Chairman, Evelyn Davis. i I have a few more questions here. On Page 7 of the annual report of our Paint Division, I want to congratulate them for having these "Unproved gross margins, resulting from manufacturing efficiencies and marketing emphasis on more profitable products, ; offset ; .. higher selling expenses and produced signifi cant increase in profits." In other words, it is possible that higher selling expenses can be offset by other things, and I wish the other divisions would have the same thing, and it's very important because it is practically a universal law of security analysis that those units in an industry or i.n a company that have the highest margin of profits can best withstand recession, and that is what is most important, too, to_the,shareholders. It's not net sales but the margin of profit,, the GLD03 3l7 45 percentage. CHAIRMAN JOYCE: That is right. MRS. DAVIS: investments on Page 20? What are these other CHAIRMAN JOYCE: Mr. Maxey, would you comment on that? MR. MAXEY: Your other current accounts, advances, and investments? MRS. DAVIS: I can't hear you. MR. MAXEY: I say you are questioning the other current accounts, advances, and -- MRS. DAVIS: No, which are the oth^r investments? MR. GILESRT: Other Investments. CHAIRMAN JOYCE: What are the other Investments? MR. MAXEY:' That's what I say. You are questioning the $1,900,000? MRS. DAVIS: No, what they are. MR. MAXEY: Yes, what they are. MRS. DAVIS: Yes. MR. MAXEY: Yes,'those are primarily advances to our various operating units as such. There are no outside Investments, that is, in other companies other than those under our control in GLD00331B 46 1 that particular category. We have no investments in 2 other companies. . : ... 3 MRS. DAVIS s But they are for 4 subsidiaries. 5 MR. MAXEY: Yes. 6 MR. DAVIS: Well, that sort 7 of correlates with one of my earlier questions, if 8 the parent company was the guarantor of any issues of 9 subsidiaries. It is, then? 10 First he says they are not and now you say 11 they are. 12 MR. MAXEY: We are not guarantors 13 of issues. You asked your other question if we were 14 guarantors of senior securities; 15 MRS. DAVIS; Well, these are not 16 senior securities'? 17 MR. MAXEY: We are holders of 18 investments in these subsidiaries as such in the form 19 of equity or advances to them, but we are not guarantors 20 of senior securities of these subsidiaries. 21 MRS. DAVIS: I see. 22 MR. MAXEY: The subsidiaries 23 have no senior securities. : 24 MRS. DAVIS; : All right. 25 Then 1 would like to know which ones are GL0003319 47 1 creditor banka. 2 MR. MAXEY: Pardon? 3 MRS. DAVIS: Are creditor banks. 4 Which ones are they? 5 CHAIRMAN JOYCE: What are the 6 creditor banks? 7 MRS. DAVIS: For instance, the 8 Chase Manhattan Company, The Cleveland Trust Company. 9 MR. MAXEY: Our chief banking 10 connections are the Chase, the First National City of 11 Chicago, the First National City of New York, the 12 Continental Illinois of Chicago, the First National of 13 Chicago, and your Cleveland banks. 14 MRS. DAVIS: We owe money to all 15 of them? 16 MR. IlAXEY: Right. 17 MRS. DAVIS: O.K. 18 And then for my last question, whom do we 19 pay royalties to? 20 CHAIRMAN JOYCE: Who do we what? 21 MRS. DAVIS: Who do we pay royalties to? CHAIRMAN JOYCE: Oh, we pay royalties to a number of different people, different organizations, various of our divisions. Of course, we have a lot of ------------------------------------------------------------------------------- GL0003320 ----- 48 1 people who pay royalties to us, too, and I think we can 2 safely say we get more royalties than we pay out in 3 royalties. We receive more royalties. 4 But each of our divisions, Mrs. Davis, may S have -- well, for example, in our Pood Division they may 6 have a product, an intermediate product, they might want 7 to buy that is manufactured and patented by some other 8 person and they would be willing to pay a royalty to use 9 that product. But there are a whole lot of them, 10 maybe 15, 20, 25, something like that. 11 MRS. DAVIS: I have one more 12 comment to make. I wish you would stress through the 13 financial services our very high cash flow earnings. 14 In other words, the general public will become more IS aware of our stock, because it's still statistically 16 cheap compared to other capital stocks. 17 CHAIRMAN JOYCE: Thank you very much. 18 MRS. DAVIS: I bought it at the 19 big price of 30, but it's still a good buy. (Laughter.) 20 CHAIRMAN JOYCE: Are there any other 21 questions? 22 Well, ladies and gentlemen, it's been very 23 nice to have you here with us today, and I have enjoyed 24 seeing you all and getting a chance to know some of the 25 people, shake hands with some of the people I haven't GLD003321 49 1 met before, and I hope to see you all around here next 2 year at this same time. 3 (Applause.) 4 CHAIRMAN JOYCE; Thank you very 5 much. 6 The Chair is open for a motion for adjournment. 7 MR.M, A. DUPONT: Mr. Chairman, I 8 would like to make a motion that this meeting be 9 adjourned. 10 CHAIRMAN JOYCE; Second? 11 MR. R. K. DORPWEYER: Mr. Chairman, I will 12 second it. 13 CHAIRMAN JOYCE: All in favor 14 signify by saying, "Aye.'1 Contrary? 15 The meeting stands adjourned. 16 17 18 19 20 21 22 23 24 25 GLD003322