Daniel Industries, Inc. Announces Third Quarter Earnings.

HOUSTON--(BUSINESS WIRE)--July 29, 1996--Daniel Industries, Inc. (NYSE symbol: DAN) reported an increase in revenues and earnings for its third quarter ended June 30, 1996, compared to the same period a year ago.

Third quarter revenues were $39,841,000, a 21 percent increase over revenues of $32,940,000 (exclusive of revenues of $9,088,000 from divested product lines) for the same period last year. Net income was $2,535,000, or $.21 per share, a 92 percent increase over earnings of $1,318,000 (exclusive of the after-tax effects of a non-recurring expense of $971,000 and income from divested operations of $934,000), or $.11 per share, last year. For the nine months, revenues were $118,164,000, an increase of 20 percent over revenues of $98,088,000 for the same period a year ago. These results exclude revenues from divested product lines of $4,815,000 and $24,975,000, respectively, for each year. Net income was $7,496,000, or $.62 per share, a 246 percent increase compared to earnings of $2,166,000, or $.18 per share (exclusive of the after-tax effects of non-recurring expenses of $11,675,000 and income from divested operations of $1,685,000).

The improvement in revenues for the third quarter and nine months is primarily attributable to an increase in revenues from sales of the company's large diameter gate valves. The improvement in net income for the two periods is mainly a reflection of the increase in revenues.

Looking ahead, the company expects revenues and earnings for the next quarter to be comparable to the quarter just ended, mainly due to the fact that revenues from the company's electronic products and measurement systems are expected to be lower than forecasted. The strategic restructuring plan begun in February 1995 will soon be complemented by a strategic marketing plan, which should be finalized by the end of the fourth quarter. Most importantly, the plan will address the means by which the company can take greater advantage of its present products to increase its penetration of international markets. W.A. Griffin, III, president and chief executive officer, commented, "Our market study has revealed that this company has tremendous potential for expanding its core businesses. We plan to act quickly and decisively to take advantage of all recognized opportunities."

Certain information set forth above includes indications of management's current expectations regarding the future results of operations or financial condition of the company. Such information is based on current expectations regarding the markets affecting the company and other matters which can affect the company's results of operations, liquidity or financial condition. Because such information is based solely on data currently available, it is subject to change as a result of changes in conditions and should not therefore be viewed as assurance regarding the company's future performance. Additionally, the reader of this information should be aware that the company is not obliged to inform the reader of such changes as they occur or make public indication of changes unless obliged under applicable disclosure rules and regulations.

Daniel Industries, Inc. is a leading provider of fluid measurement, flow control and analytical products, services and integrated solutions principally for natural gas and oil producers, transporters and refiners worldwide. -0-

                       DANIEL INDUSTRIES INC.
               CONSOLIDATED STATEMENT OF OPERATIONS
               ------------------------------------
                           (Unaudited)
             ($000's omitted except per share amounts)
                           Quarter Ended        Nine Months Ended
                             June 30,                June 30,
                         ---------------        -----------------
                         1996       1995        1996         1995
                         ----       ----        ----         ----
Revenues              $ 39,841    $ 42,028    $122,979     $123,063
Costs and expenses      36,367      39,985(A)  111,207      134,816(B)
                      --------    --------    --------     --------
Income (loss) before
  income tax expense
  (benefit)              3,474       2,043      11,772      (11,753)
Income tax expense
  (benefit)                939         762       4,276       (3,930)
                      --------    --------    --------     --------
Net income (loss)     $  2,535    $  1,281    $  7,496     $ (7,823)
                      ========    ========    ========     ========
Earnings (loss)
  per common share    $    .21    $    .11    $    .62     $   (.65)
                      ========    ========    ========     ========
Average number of
  shares outstanding    12,116      12,042      12,097       12,036
                      ========    ========    ========     ========

(A)  Included in costs and expenses is $1.4 million related to the
     sale of the company's airplane.

(B)  Included in costs and expenses are amounts aggregating
     $17.5 million relating to restructuring and other charges as
     follows:  employee terminations ($4.0 million), impairments of
     property, plant and equipment and other assets ($7.7 million),
     inventory writedowns ($3.8 million) sale of the company's airplane
     ($1.4 million) and expenses incurred in connection with the
     unsolicited merger proposal ($600 thousand).

CONTACT: Daniel Industries

Sean P. O'Neill, 713/827-3892