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/FIRST AND FINAL ADD -- DV007 -- MANVILLE INCOME/

 /FIRST AND FINAL ADD -- DV007 -- MANVILLE INCOME/
 MANVILLE CORPORATION
 CONSOLIDATED BUSINESS SEGMENTS
 (Thousands of dollars)
 (unaudited)
 Three Months
 Ended June 30,
 PAPERBOARD AND PACKAGING PRODUCTS 1992 1991
 Net Sales $282,234 $257,778
 Costs and Expenses 236,941 222,469
 Restructuring of Operations (Loss) (48) (605)
 Other (Loss) Income, net (1,445) 2,232
 Income from Operations $ 43,800 $ 36,936
 ENGINEERED PRODUCTS
 Net Sales $132,490 $123,331
 Costs and Expenses 118,597 113,431
 Restructuring of Operations Gain 1,020 ---
 Other Income (Loss), net 2,868 (124)
 Income from Operations $ 17,781 $ 9,776
 BUILDING PRODUCTS
 Net Sales $148,571 $146,360
 Costs and Expenses 141,076 149,988
 Restructuring of Operations (Loss) (1,013) (1,558)
 Other Income (Loss), net 557 (334)
 Income (Loss) from Operations $ 7,039 $ (5,520)
 CORPORATE AND ELIMINATIONS
 Net Sales $ (7,961) $ (8,374)
 Costs and Expenses (3,703) (4,458)
 Restructuring of Operations Gain 738 ---
 Other (Loss), net (2,072) (918)
 o?ss) from Operations $ (5,592) $ (4,834)
 CONSOLIDATED TOTAL COMPANY
 Net Sales $555,334 $519,095
 Costs and Expenses 492,911 481,430
 Restructuring of Operations
 Gain (Loss) 697 (2,163)
 Other (Loss) Income, net (92) 856
 Income from Operations $ 63,028 $ 36,358
 MANVILLE CORPORATION
 CONSOLIDATED BUSINESS SEGMENTS
 (Thousands of dollars)
 (unaudited)
 Six Months
 Ended June 30,
 PAPERBOARD AND PACKAGING PRODUCTS 1992 1991
 Net Sales $ 531,499 $489,420
 Costs and Expenses 450,904 430,055
 Restructuring of Operations (Loss) (48) (605)
 Other (Loss) Income, net (2,986) 3,234
 Income from Operations $ 77,561 $ 61,994
 ENGINEERED PRODUCTS
 Net Sales $ 259,597 $243,563
 Costs and Expenses 232,795 223,073
 Restructuring of Operations Gain 1,020 ---
 Other Income, net 6,167 4,800
 Income from Operations $ 33,989 $ 25,290
 BUILDING PRODUCTS
 Net Sales $ 275,201 $268,837
 Costs and Expenses 263,169 281,601
 Restructuring of Operations (Loss) (1,013) (1,558)
 Other Income, net 890 11,813
 Income (Loss) from Operations $ 11,909 $ (2,509)
 CORPORATE AND ELIMINATIONS
 Net Sales $ (14,026) $(14,754)
 Costs and Expenses (4,907) (5,995)
 Restructuring of Operations Gain 738 ---
 Other (Loss), net (3,357) (899)
 (Loss) from Operations $ (11,738) $ (9,658)
 CONSOLIDATED TOTAL COMPANY
 Net Sales $1,052,271 $987,066
 Costs and Expenses 941,961 928,734
 Restructuring of Operations
 Gain (Loss) 697 (2,163)
 Other Income, net 714 18,948
 Income from Operations $ 111,721 $ 75,117
 MANVILLE CORPORATION
 CONSOLIDATED STATEMENT OF INCOME
 (Thousands of dollars)
 (unaudited)
 Three Months
 Ended June 30,
 INCOME 1992 1991
 Net Sales $555,334 $519,095
 Cost of Sales 428,475 418,804
 Selling, General and Administrative 56,503 53,466
 Research, Development and Engineering 7,933 9,160
 Restructuring of Operations Gain (Loss) 697 (2,163)
 Other (Loss) Income, net (92) 856
 Income from Operations 63,028 36,358
 Interest Income 2,182 2,678
 Interest Expense 27,257 28,422
 Profit Sharing Expense 3,807 1,784
 Income from Continuing Operations
 Before Income Taxes 34,146 8,830
 Income Taxes 18,722 6,637
 Income from Continuing Operations 15,424 2,193
 Income from Discontinued Operations,
 net of tax --- 2,809
 Income Before Extraordinary Item 15,424 5,002
 Extraordinary Loss on Early
 Extinguishment of Debt,
 net of tax (9,385) ---
 Net Income 6,039 5,002
 Preference Stock Accretion (4,907) (4,116)
 Net Income Applicable to
 Common Stock $ 1,132 $ 886
 EARNINGS (LOSS) PER COMMON SHARE
 Primary:
 Income (Loss) from Continuing Operations $ .09 $(.01)
 Income from Discontinued Operations,
 net of tax --- .02
 Income Before Extraordinary Item .09 .01
 Extraordinary Loss on Early
 Extinguishment of Debt,
 net of tax (.08) ---
 Net Income $ .01 $ .01
 Fully Diluted:
 Income (Loss) from Continuing Operations $ .09 $(.01)
 Income from Discontinued Operations,
 net of tax --- .02
 Income Before Extraordinary Item .09 .01
 Extraordinary Loss on Early
 Extinguishment of Debt,
 net of tax (.08) ---
 Net Income $ .01 $ .01
 MANVILLE CORPORATION
 CONSOLIDATED STATEMENT OF INCOME
 (Thousands of dollars)
 (unaudited)
 Six Months
 Ended June 30,
 INCOME 1992 1991
 Net Sales $1,052,271 $ 987,066
 Cost of Sales 814,102 800,853
 Selling, General and Administrative 111,672 108,998
 Research, Development and Engineering 16,187 18,883
 Restructuring of Operations Gain (Loss) 697 (2,163)
 Other Income, net 714 18,948
 Income from Operations 111,721 75,117
 Interest Income 4,269 32,114
 Interest Expense 54,989 55,589
 Profit Sharing Expense 6,137 16,442
 Income from Continuing Operations
 Before Income Taxes 54,864 35,200
 Income Taxes 30,175 20,858
 Income from Continuing Operations 24,689 14,342
 Income from Discontinued Operations,
 net of tax --- 4,290
 Income Before Extraordinary Item
 and Cumulative Effect
 of Accounting Changes 24,689 18,632
 Extraordinary Loss on Early
 Extinguishment of Debt,
 net of tax (9,385) ---
 Cumulative Effect of a Change in
 Accounting for Postretirement
 Benefits Other Than Pensions,
 net of tax --- (173,398)
 Cumulative Effect of a Change in
 Accounting for Income Taxes --- 220,795
 Net Income 15,304 66,029
 Preference Stock Accretion (9,648) (8,090)
 Net Income Applicable to
 Common Stock $ 5,656 $ 57,939
 MANVILLE CORPORATION
 CONSOLIDATED STATEMENT OF INCOME (Cont'd)
 (unaudited)
 Six Months
 Ended June 30,
 EARNINGS PER COMMON SHARE 1992 1991
 Primary:
 Income from Continuing Operations $ .12 $ .05
 Income from Discontinued Operations,
 net of tax --- .04
 Income Before Extraordinary Item
 and Cumulative Effect of
 Accounting Changes .12 .09
 Extraordinary Loss on Early
 Extinguishment of Debt,
 net of tax (.08) ---
 Cumulative Effect of a Change in
 Accounting for Postretirement
 Benefits Other Than Pensions,
 net of tax --- (1.44)
 Cumulative Effect of a Change in
 Accounting for Income Taxes --- 1.83
 Net Income $ .04 $ .48
 Fully Diluted:
 Income from Continuing Operations $ .12 $ .05
 Income from Discontinued Operations,
 net of tax --- .04
 Income Before Extraordinary Item
 and Cumulative Effect of
 Accounting Changes .12 .09
 Extraordinary Loss on Early
 Extinguishment of Debt,
 net of tax (.08) ---
 Cumulative Effect of a Change in
 Accounting for Postretirement
 Benefits Other Than Pensions,
 net of tax --- (1.44)
 Cumulative Effect of a Change in
 Accounting for Income Taxes --- 1.83
 Net Income $ .04 $ .48
 MANVILLE CORPORATION
 NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 (unaudited)
 Note 1 -
 In 1982, the Company and its principal U.S. and Canadian
 subsidiaries filed petitions for reorganization under Chapter 11
 of the federal Bankruptcy Code. The filings were precipitated by
 actual and contingent tort liabilities resulting from litigation
 arising out of the Company's previous asbestos-related business
 operations. In December 1986, the Plan of Reorganization (the
 "plan") was confirmed by the United States Bankruptcy Court for
 the Southern District of New York. The Order consummating the
 plan became final on November 28, 1988.
 The plan relieves the Company of the burden of defending
 thousands of asbestos lawsuits. This is accomplished through the
 creation of two independent trusts that were established to
 assume, administer, settle and pay claims. In lieu of bringing
 actions against the Company, asbestos claimants must assert their
 claims against the Manville Personal Injury Settlement Trust (the
 "personal injury trust") or the Manville Property Damage
 Settlement Trust (the "property damage trust"), which have been
 and will continue to be funded by the Company pursuant to the
 plan.
 The plan, a court order (the "Injunction") and the federal
 Bankruptcy Code together operate to prohibit all persons from
 taking any actions against the Company with respect to any past,
 present or future asbestos-related liabilities. The Injunction
 and the plan further prohibit the assertion of punitive damage
 claims by asbestos claimants against the Company or the personal
 injury trust or the property damage trust.
 The Injunction is a unique feature of the Company's Chapter 11
 proceedings and could be challenged in future legal proceedings.
 The Injunction is essential to the Company's ability to continue
 to operate its businesses and to make required payments to the
 personal injury trust or the property damage trust. The Company
 believes that any attempt to vacate or modify the Injunction will
 be unsuccessful.
 Note 2 -
 Beginning in 1992 (based on the prior year's net earnings), the
 Company is obligated to pay to the personal injury trust, 20
 percent of net earnings (adjusted as specified in the definition
 of "Profits" in the glossary to the plan of reorganization).
 Thereafter, similar payments to the personal injury trust are due
 each year based on the prior year's net earnings. The profit
 sharing right of the personal injury trust is a right to annual
 payments if and when the Company has income and is not a right or
 lien against the assets of the Company. The amount of the profit
 sharing becomes probable and reasonably estimable only when the
 Company has earnings. The profit sharing obligation is a period
 cost based on actual results of the period in which earned. The
 profit sharing obligation will exist for as long as the personal
 injury trust is in existence and any asbestos personal injury
 claims filed against the personal injury trust remain unpaid.
 After termination of the personal injury trust, the profit
 sharing obligation will be transferred to the property damage
 trust. Based upon a review of the existing and potential claims
 facing the two trusts, the Company believes that the profit
 sharing, for all practical purposes, will be payable in
 perpetuity unless the Company and the trusts agree to a
 restructuring or modification of the profit sharing obligation at
 some future date.
 In the second quarter and the first six months of 1992, the
 Company recorded $3.8 million and $6.1 million, respectively, of
 profit sharing expense to be paid in 1993 as required in the plan
 of reorganization. Net after-tax adjustments to consolidated net
 income in arriving at profits, as defined, include (a) adding
 losses/subtracting gains on the sale, disposition or write-down
 of assets not in the ordinary course of business; (b) adding
 goodwill amortization; (c) adding the accrual or interest
 accretion related to the 9 percent interest deferred sinking fund
 debentures; and (d) adding losses/subtracting gains arising from
 transactions between the Company and the personal injury trust.
 The Company will recognize a tax benefit for financial reporting
 purposes on the amount of profit sharing accrued. Income tax
 impacts of the profit sharing charge on the Company's effective
 tax rate are not considered in arriving at profits as defined in
 the plan.
 Note 3 -
 The possibility of liquidity shortfalls on the part of the
 personal injury trust had been anticipated during the course of
 the bankruptcy proceedings. A series of negotiations between the
 Company and the personal injury trust ensued during 1989 on
 alternative methods of solving the trust's liquidity problems.
 On November 19, 1990, the Company and the personal injury trust
 entered into formal agreements with respect to an arrangement
 (the "Arrangement") for restructuring the timing of funding to
 the personal injury trust. The Arrangement is subject to
 numerous approvals and conditions, including, among other things,
 the definitive resolution of the limited fund class action
 lawsuit brought by a group of claimants against the personal
 injury trust to restructure the methods by which it resolves and
 pays claims, final orders reaffirming the Injunction separating
 the Company from asbestos claims, certain other legal matters and
 the receipt of consents from certain other persons.
 In 1990, a class action lawsuit was filed by certain plaintiffs
 against the personal injury trust to restructure the methods by
 which it resolves and pays claims. On May 16, 1991, U.S.
 District Judge Jack B. Weinstein and Chief Bankruptcy Judge
 Burton J. Lifland (the "Courts") issued a joint memorandum, order
 and final judgement (the "Memorandum") which includes an order
 reaffirming the Injunction (the "guidelines. The
 Memorandum was modified in non-substantive respects on June 27,
 1991. Thirteen appeals of the Memorandum as revised have been
 filed, none of which challenges the Reaffirmation Order. Oral
 arguments of these appeals were heard by the United States Court
 of Appeals for the second circuit on February 24, 1992. The
 Company expects the appeals process to continue at least into the
 fourth quarter of 1992. The Company is not a party to these
 court proceedings.
 As part of the plaintiffs' class action lawsuit against the
 personal injury trust, the Courts have determined the personal
 injury trust to be a limited fund whose projected obligations
 significantly exceed its assets. The new claims settlement
 procedures contemplate that the personal injury trust will sell
 its assets (which include its stock and debt ownership in the
 Company) during the foreseeable future in order to fund the
 trust's obligations because of the significant liquidity needs of
 the personal injury trust. Under the new personal injury trust
 distribution process, claimants with settled claims will receive
 a share of the annual funds available to the personal injury
 trust. These funds are to be paid pursuant to the new
 distribution process guidelines. Final resolution of appeals to
 the class action lawsuit is necessary before the Arrangement
 becomes effective.
 If the aforementioned conditions are satisfied, the Arrangement
 provides, among other things, that:
 Conversion of Preferred Stock
 The Series A Convertible Preferred Stock, par value $1.00 per
 share, of the Company, all of which is owned by the personal
 injury trust, would be converted by its terms into 72,000,000
 shares of Common Stock, par value $.01 per share, of the Company.
 Dividends
 The Company would pay pro rata dividends to all holders of Common
 Stock according to the following schedule and subject to the
 described conditions:
 1) $1.04 per share payable no later than 90 days after the
 finality of various court orders entered approving the
 settlement of both the class action involving the personal
 injury trust and reaffirming the Injunction separating the
 Company from asbestos claims;
 2) $1.04 per share payable n years after the first dividend; and
 4) In the third through sixth years after the first dividend,
 depending on the Company's annual performance, the Company
 would declare and pay additional annual dividends with a
 cumulative cap of $300 million.
 All of the dividends would be subject, among other things, to the
 Company's ability under applicable law to declare and pay
 dividends. The Company expects to have sufficient cash on hand
 to pay the first and second common dividends without incurring
 additional borrowings for this purpose. All dividends after the
 initial dividend are subject to the Company being able to arrange
 financing on terms not substantially more onerous than those
 available to corporations with BB rated unsecured debt for
 substantially similar financing. To the extent that each of the
 financings required to make scheduled dividends has not been
 obtained, the second through the eighth dividends, or any
 portions thereof, would be deferred until such financing is
 obtained. Dividends will be cumulative and will not bear
 interest.
 The dividends have been accrued using the criteria for recording
 loss contingencies as prescribed in Statement of Financial
 Accounting Standards No. 5, "Accounting for Contingencies".
 Consequently, an accrual for the first four common dividends was
 recorded at the time of receipt of United States District Court
 orders approving new distribution process procedures for the
 personal injury trust and reaffirming the Injunction, because, in
 the Company's opinion, it is probable that all significant
 contingencies relating to these dividends have been resolved. No
 accrual will be made for the fifth through eighth dividends until
 such time as the amounts are estimable. Therefore, the June 30,
 1992 balance sheet reflects a common dividend accrual of $358.7
 million, $127.8 million of which is classified as current,
 representing the first four common dividend payments under the
 Arrangement.
 Dividends on the Company's Cumulative Preference Stock, Series B,
 may be paid beginning in 1994 at an annual rate of $2.70 per
 share, payable quarterly, but only at the discretion of the
 Company's Board of Directors after other funding requirements
 under the plan of reorganization have been met. Payment of the
 dividends to common shareholders under the Arrangement entitles
 the holders of the Cumulative Preference Stock, Series B, to cash
 dividends beginning in 1994 at an annual rate of $2.70 per share
 in any year in which a common dividend is declared relating to
 1994 and subsequent years. The Company currently anticipates
 that the first common dividend payment under the Arrangement will
 occur in late 1992 or early 1993. Accordingly, based on the
 above, an accrual of $38.9 million, which represents the pro rata
 discounted value of the 1994 and 1995 dividends to Series B
 cumulative preference stockholders, was reclassified from equity
 to non-current liabilities through June 30, 1992.
 Although accrued for financial reporting purposes, neither the
 common nor the Series B preference dividends have been declared
 by the Company's Board of Directors. The Company will receive a
 tax benefit for both financial reporting and tax purposes in the
 year in which the common dividends are paid.
 Restructure Bonds
 The two bonds of the Company currently held by the personal
 injury trust (the "Bonds") would be exchanged for a new bond (the
 "New Bond"), which may be further exchanged into marketable
 bonds, pursuant to a Bond Exchange Agreement (the "Bond
 Agreement") in order to enhance the ability of the personal
 injury trust to sell all or portions of the bonds, while not
 materially changing the present value of the Company's payment
 obligations. This would be accomplished by permitting the
 personal injury trust, as part of a sale to a third party, to
 exchange all or a portion of the New Bond for marketable bonds
 with a maturity shorter than those now held by the personal
 injury trust and by modifying the covenants applicable to the
 marketable bonds to approximate those currently contained in
 comparable public debt securities. At the time the Bonds are
 exchanged for the New Bond, the Bond Agreement will limit the
 Company's ability to declare and pay dividends on its capital
 stock, except dividends paid pursuant to the Arrangement. The
 restrictions on dividends under the Bond Agreement pertain
 primarily to the Company meeting financial tests regarding net
 income.
 The Company and the personal injury trust are in the process of
 amending the Bond Agreement and adopting a Second Bond Exchange
 Agreement. The Second Bond Exchange Agreement will permit the
 Company to prepay $150 million of the Bonds or the New Bond, as
 the case may be, and will grant the personal injury trust a two-
 year option to exchange an additional $100 million of Bonds or
 the New Bond, as the case may be, for $37.5 million of senior
 notes and $62.5 million of senior subordinated notes
 (collectively, the "Intercompany Notes") owed to the Company by
 the Company's subsidiary, Riverwood International Corporation
 ("Riverwood International"). The Second Bond Exchange Agreement
 and amendments to the Bond Agreement contain provisions amending
 and accelerating various terms of the Bond Agreement and other
 agreements between the Company and the personal injury trust.
 Modify Covenants
 Certain of the restrictive covenants contained in contracts
 between the Company and the personal injury trust would be
 modified to permit greater flexibility to the Company in the
 issuance of equity and debt securities, in the payment of further
 common dividends and in making certain types of investments.
 Note 4 -
 During the second quarter of 1992, the Company sold, in separate
 transactions, certain oil and gas properties at a pre-tax loss of
 $7.0 million and its investment in a non-core business at a pre-
 tax gain of $7.8 million. These amounts, offset in part by other
 restructuring adjustments, are included in the restructuring of
 operations gain of $.7 million.
 The restructuring loss in the second quarter of 1991 represents a
 loss provision in the Building Products segment of approximately
 $1.6 million for rationalization of operations, and a loss of
 approximately $.6 million on the sale of a folding carton plant
 in the Paperboard and Packaging Products segment.
 Note 5 -
 In July 1989, a lawsuit filed by the Company against Guardian
 Industries Corporation of Northville, Michigan culminated in the
 Company being awarded approximately $15 million in a patent
 infringement judgement. In January 1991, a U.S. appeals court
 upheld the judgement. The award proceeds, approximately $40
 million including accrued interest, were received in February,
 1991. The original $15 million judgement, net of approximately
 $2 million of deferred litigation costs, was reflected in other
 income in the Company's first quarter 1991 financial statements.
 Approximately $25 million of the proceeds was reflected in
 interest income.
 Note 6 -
 The Company's 1992 effective tax rate on income from continuing
 operations of 55 percent is lower than the 1991 rate of 59
 percent due principally to a change in the geographic mix of
 earnings. These rates are higher than U.S. federal statutory tax
 rates principally due to high foreign effective income tax rates
 and state taxes.
 Note 7 -
 In June 1991, the Board of Directors adopted a formal plan to
 dispose of a significant portion of the Company's Mining and
 Minerals business segment. The Company sold its worldwide
 filtration and industrial minerals businesses known as Celite
 Corporation for cash and the assumption of certain liabilities in
 the third quarter of 1991. Accordingly, the operating results of
 the discontinued operations were excluded from the determination
 of 1991 income from continuing operations.
 Net sales applicable to the discontinued operations amounted to
 $29,889,000 for the second quarter of 1991 and $57,635,000 for
 the six months ended June 30, 1991, respectively. The operating
 results of the discontinued operations were presented net of
 taxes of $1,362,000 and $2,080,000 for the second quarter of 1991
 and for the six months ended June 30, 1991, respectively.
 Note 8 -
 Pursuant to the proposed Second Bond Exchange Agreement described
 in Note 3, the Company will prepay $150 million of the Bonds or
 the New Bond held by the personal injury trust. In addition, the
 Second Bond Exchange Agreement will grant the personal injury
 trust a two-year option to exchange $100 million of the Bonds or
 the New Bond for $100 million of Intercompany Notes (the
 "Exchange Option") (see Note 3). In June 1992, the Company
 recorded an extraordinary loss of $9.4 million, net of related
 income tax benefit of $5.8, in anticipation of the early
 redemption of a portion of the Bonds payable to the personal
 injury trust and the exercise of the Exchange Option. The loss
 has been accrued using the criteria for recording loss
 contingencies as prescribed in Statement of Financial Accounting
 Standards No. 5, "Accounting for Contingencies", because in the
 Company's opinion, it is probable that all significant
 contingencies relating to the exchange and partial redemption of
 the Bonds have been resolved.
 In anticipation of the early redemption of $150 million of the
 Bonds payable to the personal injury trust, the Company has
 reclassified $150 million of long term Bonds payable to current
 liabilities. The funds to be used to redeem the bonds payable
 represent a portion of the proceeds from a public debt offering
 completed by Riverwood International in June 1992.
 Note 9 -
 Effective January 1, 1991 the Company adopted Statement of
 Financial Accounting Standards No. 106, "Employers' Accounting
 for Postretirement Benefits Other Than Pensions" ("SFAS No. 106")
 for its U.S. and Canadian postretirement medical and life
 insurance benefit plans. The Company elected to immediately
 recognize the accumulated postretirement benefit obligation of
 $173.4 million, net of tax of $91.4 million, upon adoption of
 SFAS No. 106.
 Also, in 1991, the Company recorded a $220.8 million credit to
 net income to reflect the cumulative effect on prior years of a
 change in method of accounting for income taxes. The credit
 resulted from the adoption of Statement of Financial Accounting
 Standards No. 109, "Accounting for Income Taxes", effective
 January 1, 1991.
 Note 10 -
 The Company's Series A Convertible Preferred Stock is
 convertible, under certain circumstances, into an additional 72
 million shares of Common Stock. Based on the probability of
 conversion, all earnings (loss) per common share computations
 assume that the preferred stock has been converted into Common
 Stock and has been outstanding as of the beginning of the
 earliest period presented.
 During 1989 and 1990, the Company issued stock options and stock
 appreciation rights. In addition, warrants issued upon
 consummation of the plan of reorganization became exercisable
 during 1989. These common stock equivalents were considered in
 determining earnings (loss) per common share amounts.
 Additionally, if the warrants are exercised before the Series A
 Convertible Preferred Stock is converted, the Company will be
 required to issue up to 10.5 million additional common shares to
 the personal injury trust under a formula contained in the
 Company's Certificate of Incorporation. This provision is also
 considered in determining earnings (loss) per common share
 amounts. The issuance of additional common shares under this
 provision would not be required if the personal injury trust
 refinancing Arrangement becomes effective (see Note 3).
 Primary earnings (loss) per common share amounts are based on the
 weighted average number of common and common equivalent shares
 outstanding during the period. The fully diluted earnings (loss)
 per common share computation further assumes that the common
 stock equivalents were outstanding at the beginning of the
 period. For the second quarter of 1992, primary and fully
 diluted earnings (loss) per common share amounts are based on
 123,035,000 and 123,050,000 common equivalent shares,
 respectively. Primary and fully diluted earnings per common
 share amounts for the first six months of 1992 are based on
 123,064,000 and 123,082,000 common equivalent shares,
 respectively.
 The 1991 second quarter primary and fully diluted earnings per
 common share amounts were both computed on the basis of
 120,484,000 common equivalent shares. Primary and fully diluted
 earnings per common share amounts for the six months ended
 June 30, 1991 were based on 120,481,000 and 120,484,000 common
 equivalent shares, respectively.
 Earnings (loss) per share amounts were calculated after the
 deduction for preference stock accretion.
 Note 11 -
 During the second quarter of 1992, Riverwood International, the
 Company's Paperboard and Packaging Products segment, completed an
 initial public offering of 12.1 million common shares. The
 Company continues to own 80.5 percent of Riverwood International
 common stock. Net proceeds of the offering of approximately $160
 million are being used for the cash portion of the acquisition
 price and a portion of the future capital expenditures related to
 the Macon Kraft acquisition (see Note 12). As a result of this
 transaction, the Company recorded a $65.4 million increase to
 Capital in Excess of Par Value.
 In addition, during the second quarter, Riverwood International
 completed an offering of $150 million of 10.75 percent Senior
 Notes due 2000, and $250 million of 11.25 percent Senior
 Subordinated Notes due 2002. The net proceeds of the debt
 offering are being used to fund, in part, certain capital
 expenditures related to the acquisition of Macon Kraft (see Note
 12), to prepay $300 million of a $400 million promissory note
 payable to the Company, and for general corporate purposes.
 After the $300 million prepayment, the remaining $100 million
 note payable to Manville Corporation was exchanged for the
 Intercompany Notes (see Note 3).
 Note 12 -
 In July 1992, Riverwood International completed the acquisition
 of substantially all of the assets of Macon Kraft, Inc., a
 manufacturer of linerboard for corrugated box applications. The
 purchase price of approximately $220 million included $169
 million of Macon Kraft indebtedness assumed by Riverwood
 International. In addition, Riverwood International is currently
 in the process of converting Macon Kraft's No. 1 paper machine to
 produce coated board. The conversion, expected to total
 approximately $250 million, is expected to be complete by the
 first quarter of 1994.
 Note 13 -
 The Company reports the results of the Paperboard and Packaging
 Products segment (formerly the Forest Products segment), the
 Engineered Products segment and the Building Products segment.
 The Company's paper products, packaging machinery, and wood
 products are included in the Paperboard and Packaging Products
 segment. The Engineered Products segment includes continuous
 filament fiber glass products and specialty fiber glass
 insulations. Included as part of the Building Products segment
 are the Company's building insulations, roofing and mechanical
 insulations businesses. The Company has reclassified the
 presentation of prior year and quarter business segment
 information to conform with the current presentation format.
 Net sales included in Corporate and Eliminations relate
 principally to the elimination of intersegment sales (at prices
 approximating market) from the Engineered Products segment to the
 Building Products segment.
 The Company's equity investment in the Stillwater platinum and
 palladium mining operations is the only significant asset of the
 former Mining and Minerals business segment that was not included
 in the sale. Financial results for Stillwater are included under
 Corporate and Eliminations for business segment reporting
 purposes.
 -0- 7/23/92 A DV007
 /END OF FIRST AND FINAL ADD -- MANVILLE INCOME/
 (MVL RVW) CO: Manville Corporation; Schuller International, Inc.; Riverwood
 International Corporation ST: Colorado IN: PAP SU: ERN


BB -- DV007A -- 2571 07/23/92 13:29 EDT
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