Back to GetFilings.com
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-K
[X] ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the fiscal year ended June 30, 2002
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
--------------------- ------------------------
Commission File No. 1-4982
PARKER-HANNIFIN CORPORATION
(Exact name of registrant as specified in its charter)
Ohio 34-0451060
(State or other jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
6035 Parkland Boulevard, Cleveland, Ohio 44124-4141
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (216) 896-3000
Securities registered pursuant to Section 12(b) of the Act:
Name of Each Exchange
Title of Each Class on which Registered
Common Shares, $.50 par value New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X]. No [ ].
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of Registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K [ ].
The aggregate market value of the voting stock held by non-affiliates of
the Registrant as of July 31, 2002, excluding, for purposes of this computation
only, stock holdings of the Registrant's Directors and Officers: $4,731,003,744.
The number of Common Shares outstanding on July 31, 2002 was 118,028,570.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Definitive Proxy Statement for the Company's 2002 Annual Meeting
of Shareholders to be held on October 23, 2002 are incorporated by reference
into Part III hereof.
PARKER-HANNIFIN CORPORATION
FORM 10-K
Fiscal Year Ended June 30, 2002
PART I
ITEM 1. Business. Parker-Hannifin Corporation is a leading worldwide
full-line manufacturer of motion control products, including fluid power
systems, electromechanical controls and related components. Fluid power involves
the transfer and control of power through the medium of liquid, gas or air, in
hydraulic, pneumatic and vacuum applications. Fluid power systems move and
position materials, control machines, vehicles and equipment and improve
industrial efficiency and productivity. Components of a simple fluid power
system include a pump which generates pressure, valves which control the fluid's
flow, an actuator which translates the pressure in the fluid into mechanical
energy, a filter to insure proper fluid condition and numerous hoses, couplings,
fittings and seals. Electromechanical control involves the use of electronic
components and systems to control motion and precisely locate or vary speed in
automation applications. In addition to motion control products, the Company
also is a leading worldwide producer of fluid purification, fluid control,
process instrumentation, air conditioning, refrigeration, electromagnetic
shielding and thermal management products and designs and manufactures
custom-engineered buildings. Also, through Wynn Oil Company and its subsidiaries
(the "Wynn's Specialty Chemical Group"), the Company develops, manufactures and
markets specialty chemical products and automotive service equipment.
The Company also marketed vehicle service contract and product warranty
programs until the divestiture of this business in June 2002.
The Company was incorporated in Ohio in 1938. Its principal executive
offices are located at 6035 Parkland Boulevard, Cleveland, Ohio 44124-4141,
telephone (216) 896-3000. As used in this Report, unless the context otherwise
requires, the term "Company" or "Parker" refers to Parker-Hannifin Corporation
and its subsidiaries.
The Company's manufacturing, service, distribution and administrative
facilities are located in 38 states and worldwide in 43 foreign countries. Its
motion control technology is used in the products of its business Segments:
Industrial; Aerospace; and Other. The products are sold as original and
replacement equipment through product and distribution centers worldwide. The
Company markets its products through its direct-sales employees, independent
distributors, sales representatives and builder/dealers. Parker products are
supplied to approximately 435,000 customers in virtually every significant
manufacturing, transportation and processing industry. For the fiscal year ended
June 30, 2002, net sales were $6,149,122,000; Industrial Segment products
accounted for 66% of net sales, Aerospace Segment products for 19% and Other
Segment products for 15%.
-1-
Markets
Motion control systems are used throughout industry in applications which
include moving of materials, controlling machines, vehicles and equipment and
positioning materials during the manufacturing process. Motion control systems
contribute to the efficient use of energy and improve industrial productivity.
The approximately 435,000 customers who purchase the Company's products are
found throughout virtually every significant manufacturing, transportation and
processing industry. No customer accounted for more than 4% of the Company's
total net sales for the fiscal year.
The major markets for products of the Fluid Connectors, Hydraulics,
Automation and Seal Groups of the Industrial Segment are agricultural machinery,
automotive, construction machinery, electronic equipment, fabricated metals,
food production, industrial machinery, pulp and paper, machine tools, marine,
medical equipment, mining, mobile equipment, chemicals, robotics, semi-conductor
equipment, telecommunications, textiles, transportation and every other major
production and processing industry. The major markets for products manufactured
by the Instrumentation Group of the Industrial Segment are power generation, oil
and gas exploration, petrochemical and chemical processing, pulp and paper,
semi-conductor manufacturing, medical and analytical applications. The major
markets for products of the Filtration Group of the Industrial Segment are
industrial machinery, mobile equipment, diesel engines, process equipment,
marine, aviation, environmental and semi-conductor manufacturing. Sales of
Industrial Segment products are made to original equipment manufacturers and
their replacement markets.
Aerospace Segment sales are made primarily to the commercial, military and
general aviation markets and are made to original equipment manufacturers and to
end users for maintenance, repair and overhaul.
The products manufactured by the Climate and Industrial Controls Group of
the Other Segment are used principally in mobile air conditioning systems,
industrial refrigeration systems, residential and commercial air conditioning
systems and equipment and industrial fluid control markets. Sales of the Climate
and Industrial Controls Group are made to original equipment manufacturers and
their replacement markets. Astron Building Systems(R) ("Astron") of the Other
Segment produces pre-engineered single and multi-story buildings that serve
industries throughout Europe and Asia. The Wynn's Specialty Chemical Group,
which became part of the Other Segment in August 2001, develops and manufactures
a wide variety of specialty chemical car care and industrial products that are
marketed to automobile service technicians and consumers.
-2-
Principal Products, Methods of Distribution and Competitive Conditions
Industrial Segment. The product lines of the Company's Industrial Segment
cover most of the components of motion control systems. The Fluid Connectors
Group manufactures connectors, including tube fittings, hose fittings, valves,
hoses and couplers, which control, transmit and contain fluid. The Hydraulics
Group produces hydraulic components and systems for builders and users of
industrial and mobile machinery and equipment, such as cylinders, accumulators,
rotary actuators, valves, motors and pumps, hydrostatic steering units, power
units, integrated hydraulic circuits, electrohydraulic systems and metering
pumps. The Automation Group supplies pneumatic and electromechanical components
and systems, including pneumatic valves; linear motors; air preparation units;
indexers, stepper and servo drives; multi-axis positioning tables; electric and
pneumatic cylinders; structural extrusions; vacuum products; pneumatic logic;
human/machine interface hardware and software; and gantry robots. The Seal Group
manufactures sealing devices, including o-rings and o-seals; gaskets and
packings, which insure leak-proof connections; electromagnetic interference
shielding; and thermal management products. The Filtration Group manufactures
filters, systems and instruments to monitor and to remove contaminants from
fuel, air, oil, water and other fluids and gases, including hydraulic,
lubrication and coolant filters; process, chemical and microfiltration filters;
compressed air and gas purification filters; lube oil and fuel filters; fuel
conditioning filters; fuel filters/water separators; cabin air filters; intake
air filters; and nitrogen and hydrogen generators and condition monitoring
devices. The Instrumentation Group manufactures high quality critical flow
components for process instrumentation, ultra-high-purity, medical and
analytical applications, including fittings, valves, regulators and PTFE
products.
Industrial Segment products include both standard items which are produced
in large quantities and custom units which are engineered and produced to
original equipment manufacturers' specifications for application to a particular
end product. Both standard and custom products are also used in the replacement
of original motion control system components. Industrial Segment products are
marketed primarily through field sales employees and more than 8,200 independent
distributors.
Aerospace Segment. The principal products of the Company's Aerospace
Segment are hydraulic, fuel and pneumatic systems and components that are used
on commercial and military airframe and engine programs.
The Aerospace Segment offers complete hydraulic and primary flight control
systems that include hydraulic, electrohydraulic and electromechanical
components used for precise control of aircraft rudders, elevators, ailerons and
other aerodynamic control surfaces and utility hydraulic components such as
reservoirs, accumulators, selector valves, electrohydraulic servovalves,
thrust-reverser actuators, engine-driven pumps, motor pumps, nosewheel steering
systems, electromechanical actuators, engine controls and electronic
controllers. The Aerospace Segment also designs and manufactures aircraft wheels
and brakes for the general aviation and military markets.
-3-
The Aerospace fuel product line includes complete fuel systems as well as
components such as fuel transfer and pressurization controls, in-flight
refueling systems, fuel pumps and valves, fuel measurement and management
systems and center of gravity controls, engine fuel injection atomization
nozzles, manifolds and augmentor controls, and electronic monitoring computers.
Pneumatic components include bleed air control systems, pressure
regulators, low-pressure pneumatic controls, heat transfer systems, engine start
systems, engine bleed control and anti-ice systems, and electronic control and
monitoring computers.
Aerospace Segment products are marketed by the Company's regional sales
organization and are sold directly to manufacturers and end users.
Other Segment. The principal products of the Company's Other Segment are
fluid control process systems and components and refrigeration and air
conditioning systems and components which are manufactured by the Climate and
Industrial Controls Group for use primarily in the mobile industry;
custom-engineered buildings which are designed and manufactured by Astron; and
automotive and industrial chemical products and professional automotive service
equipment that are developed by the Wynn's Specialty Chemical Group and marketed
primarily to consumers, automobile dealerships and other automotive service
facilities, and industrial and manufacturing companies.
The Climate and Industrial Controls Group manufactures components and
systems for use in industrial, residential, commercial, automotive and mobile
air conditioning and refrigeration systems and other applications, including
pressure regulators, solenoid valves, expansion valves, filter-dryers, gerotors
and hose assemblies. The Climate and Industrial Controls Group products are
marketed primarily through field sales employees and independent distributors.
Astron's pre-engineered single and multi-story buildings serve as
factories, warehouses, aircraft hangars, indoor athletic facilities, automobile
showrooms, offices and supermarkets. Astron's custom-engineered buildings are
marketed primarily through builder/dealers and field sales employees.
The Wynn's Specialty Chemical Group's product line includes professional
chemical products, programs and equipment for automobile service technicians,
automotive chemical products for consumers, and forging compounds, cleaners,
release agents, lubricants, cutting and drawing fluids and multipurpose coolants
used in precision metal forming and machining operations.
Competition. All aspects of the Company's business are highly competitive.
No single manufacturer competes with respect to all products manufactured and
sold by the Company and the degree of competition varies with different
products. In the Industrial Segment, the Company competes on the basis of
product quality and innovation, customer service, its manufacturing and
distribution capability, and competitive price. The Company believes that, in
most of the major markets for its Industrial Segment products, it is one of the
principal suppliers of motion control systems and components.
-4-
In the Aerospace Segment, the Company has developed alliances with key
customers based on Parker's advanced technological and engineering capabilities,
superior performance in quality, delivery, and service, and price
competitiveness, which has enabled Parker to obtain significant original
equipment business on new aircraft programs for its systems and components and,
thereby, obtain the follow-on repair and replacement business for these
programs. The Company believes that it is one of the primary suppliers in the
aerospace marketplace.
In the Other Segment, the Company competes on the basis of product quality,
innovation and performance, customer service, its manufacturing and distribution
capability, and competitive price. The Company believes that it is one of the
principal suppliers in the climate and industrial controls marketplace.
Research and Product Development
The Company continually researches the feasibility of new products through
its development laboratories and testing facilities in many of its worldwide
manufacturing locations. Its research and product development staff includes
chemists, mechanical, electronic and electrical engineers and physicists.
Research and development costs relating to the development of new products
or services and the improvement of existing products or services amounted to
$109,090,000 in fiscal year 2002, $115,004,000 in fiscal 2001 and $94,781,000 in
fiscal 2000. Reimbursements of customer-sponsored research included in the total
cost for each of the respective years were $13,517,000, $17,143,000 and
$16,409,000.
Patents, Trademarks, Licenses
The Company owns a number of patents, trademarks and licenses related to
its products and has exclusive and non-exclusive rights under patents owned by
others. In addition, patent applications on certain products are now pending,
although there can be no assurance that patents will be issued. The Company is
not dependent to any material extent on any single patent or group of patents.
Backlog and Seasonal Nature of Business
The Company's backlog at June 30, 2002 was approximately $1,862,992,000 and
at June 30, 2001 was approximately $1,985,902,000. Approximately 84% of the
Company's backlog at June 30, 2002 is scheduled for delivery in the succeeding
twelve months. The Company's business generally is not seasonal in nature.
Environmental Regulation
The Company is subject to federal, state and local laws and regulations
designed to protect the environment and to regulate the discharge of materials
into the environment. Among other environmental laws, the Company is subject to
the federal "Superfund" law, under which the Company has been designated as a
"potentially responsible party" and may be liable for cleanup costs associated
-5-
with various waste sites, some of which are on the U.S. Environmental Protection
Agency Superfund priority list.
As of June 30, 2002, the Company is involved in environmental remediation
at 21 manufacturing facilities presently or formerly operated by the Company and
has been named as a "potentially responsible party," along with other companies,
at two off-site waste disposal facilities and one regional Superfund site.
The Company believes that its policies, practices and procedures are
properly designed to prevent unreasonable risk of environmental damage and the
consequent financial liability to the Company. Compliance with environmental
laws and regulations requires continuing management effort and expenditures by
the Company. Compliance with environmental laws and regulations has not had in
the past, and, the Company believes, will not have in the future, material
effects on the capital expenditures, earnings, or competitive position of the
Company.
As of June 30, 2002, the Company has a reserve of $13,391,000 for
environmental matters which are probable and reasonably estimable. This reserve
is recorded based upon the best estimate of costs to be incurred in light of the
progress made in determining the magnitude of remediation costs, the timing and
extent of remedial actions required by governmental authorities and the amount
of the Company's liability in proportion to other responsible parties.
The Company's estimated total liability for the above mentioned sites
ranges from a minimum of $13,391,000 to a maximum of $34,920,000. The actual
costs to be incurred by the Company will be dependent on final delineation of
contamination, final determination of remedial action required, negotiations
with federal and state agencies with respect to cleanup levels, changes in
regulatory requirements, innovations in investigatory and remedial technology,
effectiveness of remedial technologies employed, the ultimate ability to pay of
the other responsible parties, and any insurance or third party recoveries.
Energy Matters and Sources and Availability of Raw Materials
The Company's primary energy source for each of its business segments is
electric power. While the Company cannot predict future costs of such electric
power, the primary source for production of the required electric power will be
coal from substantial, proven coal reserves available to electric utilities. The
Company is subject to governmental regulations in regard to energy supplies both
in the United States and elsewhere. To date the Company has not experienced any
significant disruptions of its operations due to energy curtailments.
Steel, brass, aluminum, elastomeric materials and chemicals are the
principal raw materials used by the Company. These materials are available from
numerous sources in quantities sufficient to meet the requirements of the
Company.
-6-
Employees
The Company employed approximately 48,176 persons as of June 30, 2002, of
whom approximately 19,179 were employed by foreign subsidiaries.
Business Segment Information
The net sales, segment operating income and identifiable assets by business
segment and net sales and long-lived assets by geographic area for the past
three fiscal years, as set forth on pages 13-11 to 13-12 of Exhibit 13 hereto,
are incorporated herein by reference. The net assets and results of operation
for the Wynn's Specialty Chemical Group were consolidated into the Company's
financial statements beginning in the first quarter of fiscal 2002.
Acquisitions and Divestitures
During fiscal 2002 the Company completed several acquisitions and
divestitures. The discussion of these acquisitions and divestitures, as set
forth on pages 13-18 to 13-19 of Exhibit 13 hereto, is incorporated herein by
reference.
ITEM 1A. Executive Officers of the Company
The Company's Executive Officers are as follows:
Officer
Name Position Since(1) Age
---- -------- -------- ---
Donald E. Washkewicz President, Chief Executive Officer and Director 1997 52
Michael J. Hiemstra Executive Vice President - Finance and
Administration and Chief Financial Officer 1987 55
Dennis W. Sullivan Executive Vice President and Director 1978 63
John D. Myslenski Corporate Vice President and Operating Officer 1997 51
Nickolas W. Vande Steeg Corporate Vice President and Operating Officer 1995 59
Lee C. Banks Vice President and President, Instrumentation
Group 2001 39
Claus Beneker Vice President - Chief Technical Officer 1999 62
Robert W. Bond Vice President and President, Automation Group 2000 44
-7-
Lynn M. Cortright Vice President and President, Climate &
Industrial Controls Group 1999 61
Dana A. Dennis Vice President and Controller 1999 54
Heinz Droxner Vice President and President, Seal Group 2002 57
William Eline Vice President - Chief Information Officer 2002 46
Daniel T. Garey Vice President - Human Resources 1995 59
Stephen L. Hayes Vice President and President, Aerospace Group 1993 61
Marwan M. Kashkoush Vice President and President, Hydraulics Group 2000 48
Thomas W. Mackie Vice President and President,
Fluid Connectors Group 2000 55
John K. Oelslager Vice President and President, Filtration Group 1997 59
Thomas A. Piraino, Jr. Vice President, General Counsel and Secretary 1998 53
Timothy K. Pistell Vice President and Treasurer 1993 55
(1) Officers of the Company serve for a term of office from the date of
election to the next organizational meeting of the Board of Directors
and until their respective successors are elected, except in the case
of death, resignation or removal. Messrs. Sullivan, Garey and Hayes
have served in the executive capacities indicated above during the
past five years.
Mr. Washkewicz was elected Chief Executive Officer effective in July 2001
and President in February 2000. He was Chief Operating Officer from February
2000 to July 2001; Vice President and President of the Hydraulics Group from
October 1997 to February 2000; and Vice President-Operations of the Fluid
Connectors Group from October 1994 to October 1997.
Mr. Hiemstra was elected Executive Vice President-Finance and
Administration effective in July 2001 and Chief Financial Officer in January
1988. He was Vice President-Finance and Administration from 1987 to June 2001.
Mr. Myslenski was elected Corporate Vice President and Operating Officer
effective in October 2001. He was Vice President, Operations from July 2001 to
October 2001; Vice President from October 1997 to July 2001; and President of
the Fluid Connectors Group from July 1997 to July 2001.
-8-
Mr. Vande Steeg was elected Corporate Vice President and Operating Officer
effective in January 2002. He was a Vice President from September 1995 to
December 2001 and President of the Seal Group from 1987 to December 2001.
Mr. Banks was elected as a Vice President in October 2001 and named
President of the Instrumentation Group effective in July 2001. He was Vice
President - Operations of the Climate & Industrial Controls Group from January
2001 to June 2001; General Manager of the Skinner Valve Division from August
1997 to December 2000; and General Manager of the Fluidex Division from January
1997 to July 1997.
Mr. Beneker was elected as Vice President - Chief Technical Officer
effective in February 1999. He was Vice President of Business Development of the
Aerospace Group from July 1995 to January 1999.
Mr. Bond was elected as a Vice President in July 2000 and named President
of the Automation Group effective in April 2000. He was Vice President -
Operations of the Fluid Connectors Group from July 1997 to April 2000.
Mr. Cortright was elected as a Vice President in January 1999 and was named
President of the Climate & Industrial Controls Group effective in November 1998.
He was President of the Latin American Group from November 1987 to October 1998.
Mr. Dennis was elected as a Vice President in October 2001 and as
Controller effective in July 1999. He was Vice President/Controller of the
Automation Group from August 1997 to July 1999 and Vice President/Controller of
the Motion and Control Group from July 1994 to August 1997.
Mr. Droxner was elected as Vice President and named President of the Seal
Group effective in January 2002. He was President of the Seal Group Europe from
July 1999 to December 2001 and General Manager of the O-Ring Division Europe
from October 1987 to June 1999.
Mr. Eline was elected as Vice President - Chief Information Officer
effective in August 2002. He was Vice President - Information Technology
International from July 2000 to July 2002 and Vice President - Enterprise
Systems International from October 1987 to June 2000.
Mr. Kashkoush was elected as a Vice President in July 2000 and named
President of the Hydraulics Group in February 2000. He was President of the
European Operations of the Hydraulics Group from February 1999 to January 2000
and Group Vice President - Sales and Marketing of the Hydraulics Group from July
1997 to December 1999.
Mr. Mackie was elected as a Vice President in July 2000 and named President
of the Fluid Connectors Group in July 2001. He was President of the
Instrumentation Group from July 1997 to June 2001.
-9-
Mr. Oelslager was elected as a Vice President in October 1997 and named
President of the Filtration Group effective in March 2000. He was President of
the Automation Group from July 1997 to March 2000.
Mr. Piraino was elected as Vice President, General Counsel and Secretary
effective in July 1998. He was Vice President-Law from July 1990 to June 1998.
Mr. Pistell was elected as a Vice President in October 2001 and as
Treasurer in July 1993.
ITEM 2. Properties. The following table sets forth the principal plants and
other materially important properties of the Company and its subsidiaries. The
leased properties are indicated with an asterisk. A "(1)" indicates that the
property is occupied by the Company's Industrial Segment, a "(2)" indicates
properties occupied by the Aerospace Segment, and a "(3)" indicates that the
property is occupied by the Company's Other Segment.
UNITED STATES
State City
- ----- ----
Alabama Boaz(1)
Huntsville(1)
Jacksonville(1)
Arizona Glendale(2)
Tempe(1)
Tolleson(2)
Tucson(1)
Arkansas Benton(1)
Trumann(3)
California Azusa(3)
Camarillo(1)
Irvine(1)(2)
Modesto(1)
Richmond(1)
Rohnert Park(1)
San Diego(1)
Sante Fe Springs*(1)
Colorado Englewood(1)
Connecticut New Britain(3)
Florida Longwood(3)
Miami*(1)
Sarasota(1)
Vero Beach*(1)
Georgia Dublin(2)
Idaho Boise*(1)
Illinois Bensenville(1)
Broadview(3)
-10-
State City
- ----- ----
Des Plaines(1)
Elgin(1)
Ladd(1)
Lincolnshire(1)
Rockford(1)
Indiana Albion(1)
Ashley(1)
Goshen(1)
Indianapolis*(1)
New Haven(3)
Syracuse(1)
Tell City(1)
Iowa Davenport*(1)
Red Oak(1)
Kansas Manhattan(1)
Kentucky Lexington(1)
Springfield(1)
Maine Kittery(1)
Portland(3)
Maryland Baltimore*(1)
Massachusetts Ayer(2)
Haverhill*(1)
Tewksbury*(1)
Woburn(1)
Michigan Kalamazoo(2)
Lakeview(1)
Martin*(1)
Mason(1)
Otsego(1)
Oxford(1)
Richland(1)
Troy*(1)(3)
Minnesota Blaine(1)
Chanhassen(1)
Deerwood(1)
Golden Valley(1)
Minneapolis(1)
New Hope*(1)
Mississippi Batesville(3)
Booneville(3)
Holly Springs(1)
Madison(1)
Olive Branch*(1)
Missouri Kennett(3)
-11-
State City
- ----- ----
Nebraska Alliance(1)
Gothenburg(1)
Lincoln(1)
McCook*(1)
Nevada Carson City(1)
New Hampshire Hollis*(1)
Hudson(1)
Portsmouth*(1)
New Jersey Fairfield*(1)
New York Chestnut Ridge(1)
Clyde(2)
Lyons(3)
Smithtown(2)
North Carolina Forest City(1)
Kings Mountain(1)
Sanford(1)
Snow Hill(1)
Wilson(1)
Ohio Akron(1)(3)
Avon(2)
Brookville(1)
Columbus(1)
Eastlake(1)
Eaton(1)
Elyria(1)(2)
Forest(2)
Green Camp(1)
Hicksville(1)
Kent(1)
Lewisburg(1)
Mayfield Heights(1)(2)(3)
Mentor(2)
Metamora(1)
Milford*(1)
Ravenna(1)
St. Marys(1)
Strongsville*(1)
Vandalia(1)
Wadsworth(1)
Wickliffe(1)
Youngstown(1)
Oklahoma Henryetta*(1)
Oregon Eugene(1)
Pennsylvania Canton(1)
-12-
State City
- ----- ----
Harrison City(1)
South Carolina Beaufort(1)
Bishopville*(1)
Moncks Corner(2)
Spartanburg(1)
Tennessee Greeneville(1)
Greenfield(3)
Lebanon(1)
Livingston(1)
Memphis*(1)
Texas Ft. Worth(1)
Houston*(1)
Mansfield(1)
Utah Ogden(2)
Salt Lake City(1)
Virginia Lynchburg(1)
Washington Seattle*(2)
Wisconsin Chetek(1)
Grantsburg(1)
Manitowoc(1)
Mauston(3)
Waukesha(1)
FOREIGN COUNTRIES
Country City
- ------- ----
Argentina Buenos Aires(1)(3)
Australia Burton*(1)
Castle Hill(1)(3)
Elizabeth West (1)
Wodonga*(1)
Austria Wiener Neustadt(1)
Belgium Brussels*(1)
St. Niklaas(3)
Brazil Cachoeirinha(1)
Jacarei(1)(2)(3)
Sao Paulo(1)(3)
Canada Brampton*(1)
Grimsby(1)(3)
Orillia(1)
Owen Sound(1)
Chile Santiago*(1)
Czech Republic Chomutov(1)(3)
Prague*(1)
-13-
FOREIGN COUNTRIES
Country City
- ------- ----
Prerov*(3)
Sadska(1)
Denmark Espergarde(1)
Ishoj(1)(3)
Egypt Cairo*(1)
England Barnstaple*(1)
Buxton(1)
Cannock(1)
Cheltenham*(1)
Cornwall*(1)
Cradley Heath(1)
Derby*(1)
Dewsbury(1)
Grantham(1)
Halesowen(1)
Hemel Hempstead(1)
Marlow*(1)
Ossett(1)
Poole*(1)
Rotherham(1)
Warwick(1)
Watford(1)
Finland Hyrynsalmi*(1)
Urjala(1)
Vantaa(1)
France Annemasse(1)
Aubagne*(1)
Contamine(1)
Evreux(1)
Pontarlier(1)
Wissembourg(1)
Germany Bielefeld(1)
Bietigheim-Bissingen(1)
Chemnitz(1)
Cologne(1)
Erfurt(1)
Geringswalde(1)
Hilden*(1)
Hochmossingen(1)
Kaarst(1)
Lampertheim(1)
Mucke(1)
-14-
FOREIGN COUNTRIES
Country City
- ------- ----
Offenburg*(1)
Pleidelsheim(1)
Queckborn(3)
Schol(beta)-Holte(1)
Weilheim(1)
Wiesbaden(2)
Greece Athens*(1)
Hungary Budapest*(1)
India Mumbai*(1)(3)
Ireland Dublin*(1)
Italy Adro(1)
Arsago Seprio(1)
Bologna*(1)
Corsico(1)(3)
Gessate(3)
Milan(1)
Ortona*(1)
Siziano*(1)
Veniano*(1)
Japan Yokohama(1)(2)(3)
Luxembourg Diekirch(3)
Malaysia Kuala Lumpur*(2)
Mexico Guaymas*(2)
Matamoros(1)
Montemorelos(3)
Monterrey(1)(3)
Tijuana(1)
Toluca(1)
Netherlands Amelo*(1)
Arnhem(1)
Etten-Leur*(1)
Hendrik-Ido-Ambacht(1)
Hoogezand(1)
Oldenzaal(1)(3)
New Zealand Mt. Wellington(1)
Norway Langhus(1)
Peoples Republic of China Hong Kong*(1)(3)
Shanghai(1)(3)
Poland Warsaw*(1)(3)
Wroclaw(1)
Portugal Porto*(1)
Romania Bucharest*(1)
-15-
FOREIGN COUNTRIES
Country City
- ------- ----
Russia Moscow*(1)
Singapore Singapore*(1)(2)(3)
Slovenia Novo Mesto*(1)
South Africa Kempton Park(1)(3)
South Korea Chonan(3)
Hwaseong(1)
Seoul*(1)
Suwon*(1)
Yangsan(1)
Spain Barcelona*(1)
Madrid(1)(3)
Sweden Boras(1)
Falkoping(1)
Spanga(1)
Trollhatten(1)
Ulricehamn(1)
Switzerland Geneva(3)
Taiwan Taipei*(1)(3)
Thailand Bangkok*(1)(3)
Ukraine Kiev*(1)
United Arab Emirates Abu Dhabi*(1)
Venezuela Caracas*(1)(3)
The Company believes that its properties have been adequately maintained,
are in good condition generally and are suitable and adequate for its business
as presently conducted. The extent of utilization of the Company's properties
varies among its plants and from time to time. The Company's restructuring
efforts over the past several years have brought capacity levels closer to
present and anticipated needs. Although capacity has been reduced over the last
fiscal year, most of the Company's material manufacturing facilities remain
capable of handling additional volume increases.
ITEM 3. Legal Proceedings. Not applicable.
ITEM 4. Submission of Matters to a Vote of Security Holders. Not
applicable.
PART II
ITEM 5. Market for the Registrant's Common Equity and Related Stockholder
Matters. As of July 31, 2002, the number of shareholders of record of the
Company was 6,155 and the number of beneficial owners was approximately 53,000.
Information regarding stock price and dividend information with respect to the
Company's common stock, as set forth on page 13-34 of Exhibit 13 hereto, is
incorporated herein by reference.
-16-
On May 23, 2002, the Company issued 264,783 shares of Common Stock, $.50
par value, valued at $48.50 per share, to Camfil Farr, Inc., a Delaware
corporation, in exchange for the assets of Camfil Farr's Engine Air Filter
business. This transaction was exempt from the registration provisions of the
Securities Act of 1933, as amended, pursuant to Rule 506 promulgated under
Regulation D of such Act based on the fact that the shares were offered and sold
to one accredited investor.
ITEM 6. Selected Financial Data. The information set forth on page 13-37 of
Exhibit 13 hereto is incorporated herein by reference.
ITEM 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations. The information set forth on pages 13-1 to 13-9 of
Exhibit 13 hereto is incorporated herein by reference.
ITEM 7A. Quantitative and Qualitative Disclosures About Market Risk. The
Company enters into forward exchange contracts, costless collar contracts and
cross-currency swap agreements to reduce its exposure to fluctuations in related
foreign currencies. The total value of open contracts and any risk to the
Company as a result of these arrangements is not material to the Company's
financial position, liquidity or results of operations.
The Company's debt portfolio contains variable rate debt, inherently
exposing the Company to interest rate risk. The Company's objective is to
maintain a 60/40 mix between fixed rate and variable rate debt thereby limiting
its exposure to changes in near term interest rates. The Company has entered
into an interest rate swap agreement for a $200 million notional principal
amount. The swap agreement converts a portion of its variable rate debt to a
fixed rate through 2004. The agreement is with a major financial institution and
the risk of loss is considered remote. The carrying and fair value of this
agreement is not material to the Company's financial position, liquidity or
results of operations. A one hundred basis point increase in near term interest
rates would increase annual interest expense on variable rate debt by
approximately $6.0 million.
For further discussion see the Significant Accounting Policies Footnote on
pages 13-15 to 13-17 of Exhibit 13 hereto and incorporated herein by reference.
ITEM 8. Financial Statements and Supplementary Data. The information set
forth on pages 13-10 to 13-36 of Exhibit 13 hereto is incorporated herein by
reference.
ITEM 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure. Not applicable.
PART III
ITEM 10. Directors and Executive Officers of the Registrant. Information
required with respect to the Directors of the Company is set forth under the
caption "Election of Directors" in the definitive Proxy Statement for the
Company's 2002 Annual Meeting of Shareholders to be held October 23, 2002 ("2002
Proxy Statement") and is incorporated herein by reference. Information with
respect to the executive officers of the Company is included in Part I hereof.
-17-
The information set forth under the caption "Section 16(a) Beneficial
Ownership Reporting Compliance" in the 2002 Proxy Statement is incorporated
herein by reference.
ITEM 11. Executive Compensation. The information set forth under the
captions "Compensation of Directors" and "Executive Compensation" in the 2002
Proxy Statement is incorporated herein by reference.
ITEM 12. Security Ownership of Certain Beneficial Owners and Management and
Related Stockholder Matters. The information set forth under the captions
""Change in Control" Severance Agreements with Officers" and "Principal
Shareholders of the Corporation" in the 2002 Proxy Statement is incorporated
herein by reference.
Equity Compensation Plan Information
The following table sets forth certain information regarding the Company's
equity compensation plans as of June 30, 2002.
- -------------------------------------------------------------------------------------------------------------------------
Plan Category Number of securities to be Weighted-average exercise Number of securities
issued upon exercise of price of outstanding options, remaining available for
outstanding options, warrants and rights(1) future issuance under equity
warrants and rights(1) compensation plans
(excluding securities
reflected in column (a))
(a) (b) (c)
- -------------------------------------------------------------------------------------------------------------------------
Equity compensation plans
approved by security holders 6,605,162 (2) $38.39 818,077 (3)
- -------------------------------------------------------------------------------------------------------------------------
Equity compensation plans not
approved by security holders
(4) 41,513 $39.14 315,787
- -------------------------------------------------------------------------------------------------------------------------
Total 6,646,675 $38.40 1,133,864
- -------------------------------------------------------------------------------------------------------------------------
(1) In connection with the merger of Commercial Intertech Corp. with and into
the Company in April 2000, the Company assumed the administration of the
outstanding options under the Commercial Intertech stock option plans until such
options are exercised or expire. No new options will be granted under the
Commercial Intertech stock option plans. The number of securities to be issued
upon the exercise of outstanding options is 112,355. The weighted-average
exercise price of those outstanding options is $32.83.
(2) Includes 436,392 shares, which represents the maximum future payouts of
restricted stock that may be issued under the Company's 2000-01-02, 2001-02-03
and 2002-03-04 Long Term Incentive Plans ("LTIP"). Payouts will be made in
restricted stock or cash, as individually elected by the
-18-
participants, and are subject to reduction based upon the Company's actual
average return on equity for the three-year period of each LTIP. Also includes
59,215 phantom shares being held in an account pursuant to the Company's Stock
Option Deferral Plan (which Plan has not been approved by shareholders). The
phantom shares resulted from exercises of stock options granted under the
Company's 1990 Employees Stock Option Plan which was approved by the
shareholders.
(3) The number of securities available for issuance under the Company's 1993
Stock Incentive Program in each fiscal year is equal to the sum of (i) 1.5% of
the number of shares outstanding on the last day of the previous fiscal year;
plus (ii) the number of shares that were available for the grant of awards in
previous fiscal years; provided, that, in no event will the number of shares
available for the grant of awards in any fiscal year exceed 2.5% of the shares
outstanding on the last day of the previous fiscal year.
(4) The Company's Non-Employee Directors Stock Option Plan provides for the
issuance of up to 375,000 shares of the Company's common stock pursuant to stock
options granted to the Company's Directors who are not current or retired
employees of the Company. Each option must be granted at an exercise price equal
to 100% of the fair market value of the Company's common stock on the date the
options are granted. Prior to August 1999, grants had a ten-year term with one
year vesting. Beginning in August 1999, grants have a ten-year term and vest 50%
following one year of continued service and the remaining 50% following the
second year of continued service from the date granted.
ITEM 13. Certain Relationships and Related Transactions. Not applicable.
PART IV
ITEM 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
a. The following are filed as part of this report:
1. Financial Statements and Schedule
The financial statements and schedule listed in the
accompanying Index to Consolidated Financial Statements and
Schedules are filed or incorporated by reference as part of
this Report.
2. Exhibits
The exhibits listed in the accompanying Exhibit Index and
required by Item 601 of Regulation S-K (numbered in
accordance with Item 601 of Regulation S-K) are filed or
incorporated by reference as part of this Report.
b. The Registrant did not file a Current Report on Form 8-K in the
quarter ended June 30, 2002.
-19-
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this Report to be signed on
its behalf by the undersigned, thereunto duly authorized.
PARKER-HANNIFIN CORPORATION
By: /s/Michael J. Hiemstra
---------------------------------------------
Michael J. Hiemstra
Executive Vice President - Finance and
Administration and Chief Financial Officer
August 14, 2002
Pursuant to the requirements of the Securities Exchange Act of 1934, this
Report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the date indicated.
Signature and Title
DUANE E. COLLINS, Chairman of the Board of Directors;
DONALD E. WASHKEWICZ, Chief Executive Officer and Director;
DANA A. DENNIS, Principal Accounting Officer;
JOHN G. BREEN, Director; PAUL C. ELY, JR., Director;
WILLIAM E. KASSLING, Director; ROBERT J. KOHLHEPP, Director;
PETER W. LIKINS, Director; GIULIO MAZZALUPI, Director;
KLAUS-PETER MULLER, Director; CANDY M. OBOURN, Director;
HECTOR R. ORTINO, Director; ALLAN L. RAYFIELD, Director;
WOLFGANG R. SCHMITT, Director; DEBRA L. STARNES, Director;
and DENNIS W. SULLIVAN, Director.
Date: August 14, 2002
/s/Michael J. Hiemstra
- ----------------------------------------------------------
Michael J. Hiemstra, Executive Vice President - Finance
and Administration, Principal Financial Officer and
Attorney-in-Fact
-20-
PARKER-HANNIFIN CORPORATION
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SCHEDULES
Reference
--------------------------------
Form 10-K Excerpt from
Annual Report Exhibit 13
(Page) (Page)
------------- -----------------
Data incorporated by reference from
Exhibit 13:
Report of Independent Accountants --- 13-35
Consolidated Statement of Income for the
years ended June 30, 2002, 2001 and 2000 --- 13-10
Consolidated Statement of Comprehensive Income
for the years ended June 30, 2002, 2001 and
2000 --- 13-10
Consolidated Balance Sheet at June 30, 2002
and 2001 --- 13-13
Consolidated Statement of Cash Flows for
the years ended June 30, 2002, 2001 and 2000 --- 13-14
Notes to Consolidated Financial Statements --- 13-15 to 13-34
Schedule:
II - Valuation and Qualifying Accounts F-2 ---
Individual financial statements and related applicable schedules for the
Registrant (separately) have been omitted because the Registrant is primarily an
operating company and its subsidiaries are considered to be totally-held.
F-1
PARKER-HANNIFIN CORPORATION
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
FOR THE YEARS ENDED JUNE 30, 2000, 2001 and 2002
(Dollars in Thousands)
Column A Column B Column C Column D Column E
- -------------------------------- ----------- ---------- --------------- ---------
Additions
Balance at Charged to Other Balance
Beginning Costs and (Deductions)/ At End
Description Of Period Expenses Additions (A) Of Period
- -------------------------------- ----------- ---------- --------------- ---------
Allowance for doubtful accounts:
Year ended June 30, 2000 $ 9,397 $2,996 $(1,973) $10,420
Year ended June 30, 2001 10,420 4,104 (3,414) 11,110
Year ended June 30, 2002 $11,110 $6,500 $(2,214) $15,396
(A) Net balance of deductions due to uncollectible accounts charged off and
additions due to acquisitions or recoveries.
F-2
Exhibit Index
Exhibit No. Description of Exhibit
- ----------- ----------------------
(3) Articles of Incorporation and By-Laws:
(3)(a) Amended Articles of Incorporation(A).
(3)(b) Code of Regulations, as amended(B).
(4) Instruments Defining Rights of Security Holders:
(4)(a) Rights Agreement, dated January 31, 1997, between the Registrant
and KeyBank National Association ("KeyBank")(C), as amended by
the First Addendum to Shareholder Protection Rights Agreement,
dated April 21, 1997, between the Registrant and Wachovia Bank of
North Carolina N.A. ("Wachovia"), as successor to KeyBank(D), and
the Second Addendum to Shareholder Protection Rights Agreement,
dated June 15, 1999, between the Registrant and National City
Bank, as successor to Wachovia(D).
The Registrant is a party to other instruments, copies of which
will be furnished to the Commission upon request, defining the
rights of holders of its long-term debt identified in Note 9 of
the Notes to Consolidated Financial Statements on pages 13-24 to
13-25 of Exhibit 13 hereto, which Note is incorporated herein by
reference.
(10) Material Contracts:
(10)(a) Form of Change in Control Severance Agreement entered into by the
Registrant and executive officers(E).*
(10)(b) Parker-Hannifin Corporation Change in Control Severance Plan, as
amended(F).*
(10)(c) Form of Indemnification Agreement entered into by the Registrant
and its directors and executive officers(G).
(10)(d) Exchange Agreement entered into as of May 11, 1999 between the
Registrant and Duane E. Collins including an Executive Estate
Protection Plan comprised of the Executive Estate Protection
Agreement entered into by the Registrant, Duane E. Collins and
The Duane E. Collins Irrevocable Trust dated 5/10/99 (the
"Trust"), the Collateral Assignment between the Registrant and
the Trust and the "as sold" illustration of an Executive Estate
Protection Plan Insurance Policy(H).*
Exhibit Index
Exhibit No. Description of Exhibit
- ----------- ----------------------
(10)(e) Exchange Agreement entered into as of October 29, 1999 between
the Registrant and Michael J. Hiemstra including an Executive
Estate Protection Plan comprised of the Executive Estate
Protection Agreement among the Registrant, Michael J. Hiemstra,
and the Irrevocable Trust Creating Vested Trusts for Children of
Michael J. Hiemstra dated August 16, 1999 (the "Trust") and the
Collateral Assignment between the Trust and the Registrant(I).*
(10)(f) Exchange Agreement entered into as of February 22, 2000 between
the Registrant and Daniel T. Garey including the Executive Estate
Protection Agreement among the Registrant, Daniel T. Garey, and
the Daniel T. Garey and Diane-Worthington Garey Irrevocable Trust
dated December 22, 1999 (the "Trust") and the Collateral
Assignment between the Trust and the Registrant(J).*
(10)(g) Exchange Agreement entered into as of October 12, 2000 between
the Registrant and Thomas A. Piraino, Jr. including an Executive
Estate Protection Plan comprised of the Executive Estate
Protection Agreement among the Registrant, Thomas A. Piraino,
Jr., and the Thomas A. Piraino, Jr. and Barbara C. McWilliams
Irrevocable Trust dated September 1, 2000 (the "Trust") and the
Collateral Assignment between the Trust and the Registrant(K).*
(10)(h) Form of Executive Life Insurance Agreement entered into by the
Registrant and executive officers, as amended and restated(L).*
(10)(i) Parker-Hannifin Corporation Supplemental Executive Retirement
Benefits Program (August 15, 1996 Restatement)(M).*
(10)(j) Parker-Hannifin Corporation 1990 Employees Stock Option Plan, as
amended(N).*
(10)(k) Parker-Hannifin Corporation 1993 Stock Incentive Program, as
amended(O).*
(10)(l) Parker-Hannifin Corporation 2002 Target Incentive Bonus Plan
Description (P).*
(10)(m) Parker-Hannifin Corporation 2003 Target Incentive Bonus Plan
Description.*
(10)(n) Parker-Hannifin Corporation 2000-01-02 Long Term Incentive Plan
Description(Q).*
(10)(o) Parker-Hannifin Corporation 2001-02-03 Long Term Incentive Plan
Description(R).*
(10)(p) Parker-Hannifin Corporation 2002-03-04 Long Term Incentive Plan
Description(S).*
(10)(q) Parker-Hannifin Corporation 2003-04-05 Long Term Incentive Plan
Description.*
Exhibit Index
Exhibit No. Description of Exhibit
- ----------- ----------------------
(10)(r) Parker-Hannifin Corporation Savings Restoration Plan, as
restated(T).*
(10)(s) Parker-Hannifin Corporation Pension Restoration Plan, as amended
and restated(U).*
(10)(t) Parker-Hannifin Corporation Executive Deferral Plan, as
restated(V).*
(10)(u) Parker-Hannifin Corporation Volume Incentive Plan, as amended(W).*
(10)(v) Parker-Hannifin Corporation Non-Employee Directors' Stock Plan, as
amended(X).*
(10)(w) Parker-Hannifin Corporation Non-Employee Directors Stock Option
Plan(Y).*
(10)(x) Parker-Hannifin Corporation Deferred Compensation Plan for
Directors, as amended and restated(Z).*
(10)(y) Parker-Hannifin Corporation Stock Option Deferral Plan(AA).*
(11) Computation of Common Shares Outstanding and Earnings Per
Share is incorporated by reference to Note 5 of the Notes to
Consolidated Financial Statements on pages 13-21 to 13-22 of
Exhibit 13 hereto.
(12) Computation of Ratio of Earnings to Fixed Charges as of June 30,
2002.
(13) Excerpts from Annual Report to Shareholders for the fiscal year
ended June 30, 2002 which are incorporated herein by reference
thereto.
(21) List of subsidiaries of the Registrant.
(23) Consent of Independent Accountants.
(24) Power of Attorney.
* Management contracts or compensatory plans or arrangements.
- ----------
(A) Incorporated by reference to Exhibit 3 to the Registrant's Report
on Form 10-Q for the quarterly period ended September 30, 1997
(Commission File No. 1-4982).
(B) Incorporated by reference to Exhibit 3(b) to the Registrant's
Report on Form 10-K for the fiscal year ended June 30, 2001
(Commission File No. 1-4982).
(C) Incorporated by reference to Exhibit 4.1 to the Registrant's
Report on Form 8-K filed with the Commission on February 4, 1997
(Commission File No. 1-4982).
(D) Incorporated by reference to Exhibit 4(a) to the Registrant's
Report on Form 10-K for the fiscal year ended June 30, 1999
(Commission File No. 1-4982).
(E) Incorporated by reference to Exhibit 10(a) to the Registrant's
Report on Form 10-K for the fiscal year ended June 30, 2001
(Commission File No. 1-4982).
(F) Incorporated by reference to Exhibit 10(b) to the Registrant's
Report on Form 10-K for the fiscal year ended June 30, 2001
(Commission File No. 1-4982).
(G) Incorporated by reference to Exhibit 10(c) to the Registrant's
Report on Form 10-K for the fiscal year ended June 30, 2000
(Commission File No. 1-4982).
(H) Incorporated by reference to Exhibit 10(d) to the Registrant's
Report on Form 10-K for the fiscal year ended June 30, 1999
(Commission File No. 1-4982).
(I) Incorporated by reference to Exhibit 10(a) to the Registrant's
Report on Form 10-Q for the quarterly period ended December 31,
1999 (Commission File No. 1-4982).
(J) Incorporated by reference to Exhibit 10(a) to the Registrant's
Report on Form 10-Q for the quarterly period ended March 31, 2000
(Commission File No. 1-4982).
(K) Incorporated by reference to Exhibit 10(a) to the Registrant's
Report on Form 10-Q for the quarterly period ended December 31,
2000 (Commission File No. 1-4982).
(L) Incorporated by reference to Exhibit 10(e) to the Registrant's
Report on Form 10-K for the fiscal year ended June 30, 1999
(Commission File No. 1-4982).
(M) Incorporated by reference to Exhibit 10(i) to the Registrant's
Report on Form 10-K for the fiscal year ended June 30, 2001
(Commission File No. 1-4982).
(N) Incorporated by reference to Exhibit 10(j) to the Registrant's
Report on Form 10-K for the fiscal year ended June 30, 2001
(Commission File No. 1-4982).
(O) Incorporated by reference to Exhibit 10 to the Registrant's
Report on Form 10-Q for the quarterly period ended September 30,
1997 (Commission File No. 1-4982).
(P) Incorporated by reference to Exhibit 10(m) to the Registrant's
Report on Form 10-K for the fiscal year ended June 30, 2001
(Commission File No. 1-4982).
(Q) Incorporated by reference to Exhibit 10(o) to the Registrant's
Report on Form 10-K for the fiscal year ended June 30, 1999
(Commission File No. 1-4982).
(R) Incorporated by reference to Exhibit 10(p) to the Registrant's
Report on Form 10-K for the fiscal year ended June 30, 2000
(Commission File No. 1-4982).
(S) Incorporated by reference to Exhibit 10(q) to the Registrant's
Report on Form 10-K for the fiscal year ended June 30, 2001
(Commission File No. 1-4982).
(T) Incorporated by reference to Exhibit 10(q) to the Registrant's
Report on Form 10-K for the fiscal year ended June 30, 2000
(Commission File No. 1-4982).
(U) Incorporated by reference to Exhibit 10(a) to the Registrant's
Report on Form 10-Q for the quarterly period ended September 30,
1999 (Commission File No. 1-4982).
(V) Incorporated by reference to Exhibit 10(s) to the Registrant's
Report on Form 10-K for the fiscal year ended June 30, 2000
(Commission File No. 1-4982).
(W) Incorporated by reference to Exhibit 10(t) to the Registrant's
Report on Form 10-K for the fiscal year ended June 30, 2000
(Commission File No. 1-4982).
(X) Incorporated by reference to Exhibit 10(v) to the Registrant's
Report on Form 10-K for the fiscal year ended June 30, 2001
(Commission File No. 1-4982).
(Y) Incorporated by reference to Exhibit 10(w) to the Registrant's
Report on Form 10-K for the fiscal year ended June 30, 2001
(Commission File No. 1-4982).
(Z) Incorporated by reference to Exhibit 10(x) to the Registrant's
Report on Form 10-K for the fiscal year ended June 30, 2001
(Commission File No. 1-4982).
(AA) Incorporated by reference to Exhibit 10(u) to the Registrant's
Report on Form 10-K for the fiscal year ended June 30, 1998
(Commission File No. 1-4982).
Shareholders may request a copy of any of the exhibits to this Annual Report on
Form 10-K by writing to the Secretary, Parker-Hannifin Corporation, 6035
Parkland Boulevard, Cleveland, Ohio 44124-4141.