One Meridian Crossings, Suite 850, Minneapolis, Minnesota 55423
(Address of Principal Executive Offices) (Zip Code)

Indicate by check mark whether 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 at least the past 90 days.

BMC Industries, Inc. has outstanding 27,074,850 share of common stock as of November 11, 2002. There is no other class of stock outstanding.

PART I: FINANCIAL INFORMATION

		(Unaudited)
		September 30		December 31
ASSETS		2002				2001

Current assets
Cash and cash equivalents	$	1,339			$	1,941
Trade accounts receivable, net		29,884				35,024
Inventories		55,634				71,634
Deferred income taxes		7,973				10,250
Other current assets		4,849				4,197
Total current assets		99,679				123,046

Property, plant and equipment		271,914				281,916
Less accumulated depreciation		150,762				150,375
Property, plant and equipment, net		121,152				131,541
Deferred income taxes		4,942				7,166
Intangible assets, net		9,103				62,069
Other assets		6,356				7,924
Total assets	$	241,232			$	331,746
LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities
Short-term borrowings	$	707			$	854
Current portion of long term debt		13,000				-
Accounts payable		21,841				19,707
Income taxes payable		2,969				7,532
Accrued expenses and other current liabilities		20,446				24,700
Total current liabilities		58,963				52,793

Long-term debt, less current portion		99,604				141,314
Other liabilities		21,320				19,526
Deferred income taxes		2,699				1,602

Stockholders' equity
Common stock		46,921				46,786
Retained earnings		20,472				81,979
Accumulated other comprehensive loss		(8,678	)			(12,180	)
Other		(69	)			(74	)
Total stockholders' equity		58,646				116,511

Total liabilities and stockholders' equity	$	241,232			$	331,746

See accompanying Notes to Condensed Consolidated Financial Statements.

BMC INDUSTRIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(in thousands, except per share amounts)

	Three Months Ended						Nine Months Ended
	September 30						September 30
		2002			2001			2002			2001
Revenues	$	57,390		$	73,339		$	193,180		$	237,819
Cost of products sold		52,176			70,786			177,084			211,853
Gross margin		5,214			2,553			16,096			25,966
Selling expense		3,176			4,209			10,174			13,576
Administration expense		1,484			1,042			4,736			3,798
Non-recurring charges		-			-			2,800			-
Income (loss) from operations		554			(2,698	)		(1,614	)		8,592
Other income and (expense)
Interest expense		(2,427	)		(3,014	)		(7,626	)		(8,804	)
Interest income		67			63			172			388
Other income (expense)		(166	)		(509	)		2,478			525
Income (loss) before income taxes		(1,972	)		(6,158	)		(6,590	)		701
Income tax expense (benefit)		2,213			(2,012	)		2,078			10,252
Loss before accounting change		(4,185	)		(4,146	)		(8,668	)		(9,551	)
Cumulative effect of change in accounting principle		-			-			52,704			-
Net loss	$	(4,185	)	$	(4,146	)	$	(61,372	)	$	(9,551	)


Basic and diluted loss per share:
Before cumulative effect of change in accounting principle	$	(0.16	)	$	(0.15	)	$	(0.32	)	$	(0.35	)
Cumulative effect of change in accounting principle		-			-			(1.96	)		-
Net loss	$	(0.16	)	$	(0.15	)	$	(2.28	)	$	(0.35	)

Number of shares included in per share computation:
Basic and diluted		26,951			27,101			26,928			27,296

Dividends declared per share	$	0.000		$	0.015		$	0.005		$	0.045

See accompanying Notes to Condensed Consolidated Financial Statements.

BMC INDUSTRIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(in thousands)

	Nine Months Ended
	September 30
		2002			2001
Net Cash Provided by Operating Activities
Net loss	$	(61,372	)	$	(9,551	)
Depreciation and amortization		15,846			17,744
Gain on sale of assets		(3,429	)		-
Deferred income taxes		5,549			9,364
Accounting change - goodwill write-down		52,704			-
Changes in operating assets and liabilities		17,931			(12,342	)
Total		27,229			5,215

Net Cash Provided by (Used in) Investing Activities
Additions to property, plant and equipment		(4,957	)		(12,455	)
Proceeds from sale of assets		6,034			-
Total		1,077			(12,455	)

Net Cash Provided by (Used in) Financing Activities
Decrease in short-term borrowings		(204	)		(179	)
Increase (decrease) in long-term debt		(28,710	)		6,934
Cash dividends paid		(203	)		(1,234	)
Other		140			268
Total		(28,977	)		5,789

Effect of exchange rate changes on cash and cash equivalents		69			20

Net decrease in cash and cash equivalents		(602	)		(1,431	)
Cash and cash equivalents at beginning of period		1,941			2,290

Cash and cash equivalents at end of period	$	1,339		$	859

See accompanying Notes to Condensed Consolidated Financial Statements.

BMC INDUSTRIES, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(in thousands, except per share amounts)

1. Financial Statements

In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments necessary to present fairly the financial position of the Company as of September 30, 2002, and the results of operations and the cash flows for the nine-month periods ended September 30, 2002 and 2001. Such adjustments are of a normal recurring nature. Certain items in the financial statements for the periods ended September 30, 2001 have been reclassified to conform to the presentation for the periods ended September 30, 2002. The results of operations for the three and nine-month periods ended September 30, 2002 are not necessarily indicative of the results to be expected for the full year. The balance sheet as of December 31, 2001 is derived from the audited balance sheet as of that date. For further information, refer to the financial statements and footnotes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2001.

2. Restructuring

In February 2002, the Company announced its plans to close the Optical Products segment's Azusa, California facility, sell the buildings and consolidate the operations into the Company's existing plants in Ramsey, Minnesota and Jakarta, Indonesia. The total restructuring-related costs recorded were $2,800 of which $2,499 has been utilized during the nine-month period ended September 30, 2002. The following table details the restructuring reserve charges and account balance as of September 30, 2002.

		Severance & Related Costs			Property, Plant & Equipment			Contractual Obligations and Other			Total
Balance at March 31, 2002	$	426		$	1,517		$	857		$	2,800
Utilized second quarter 2002		(136	)		(1,517	)		(563	)		(2,216	)
Utilized third quarter 2002		(136	)		-			(147	)		(283	)
Balance, Sept. 30, 2002	$	154		$	-		$	147		$	301

In fourth quarter 2001, the Company announced restructuring initiatives in both of its business groups. These restructuring initiatives resulted in the recording of total pre-tax, restructuring-related charges of $12,165. The charges included $6,218 classified as restructuring, with $1,180 utilized in 2001, and $5,947 of inventory and other asset write-downs classified as cost of sales. Through September 30, 2002, the Company has utilized $2,548 of the $5,038 restructuring reserve remaining at December 31, 2001, all of which was attributable to the Buckbee-Mears business segment. The Company anticipates that substantially all of the remaining restructuring reserve will be utilized by year-end 2002.

The activity of the restructuring reserve for the first nine months of 2002 was as follows:

		Severance and Related Costs			Contractual Obligations and Other			Total
Restructuring reserve, December 31, 2001		3,309			1,729			5,038
Utilized first quarter 2002		(135	)		-			(135	)
Utilized second quarter 2002		(1,520	)		-			(1,520	)
Utilized third quarter 2002		(743	)		(111	)		(854	)
Changes in estimates		(39	)		-			(39	)
Restructuring reserve, Sept. 30, 2002	$	872		$	1,618		$	2,490

The Company does not expect to record any additional restructuring charges related to the initiatives discussed above.

3. Goodwill and Other Intangible Assets

In July 2001, the FASB issued Statement of Financial Accounting Standard (SFAS) No. 142, Goodwill and Other Intangible Assets, which eliminated the systematic amortization of goodwill. The Company adopted SFAS No. 142, effective January 1, 2002 and ceased amortization of its goodwill balances. However, intangible assets with finite lives continue to be amortized over their estimated useful lives.

SFAS No. 142 also required the Company to complete an impairment review of its goodwill assets. During the first quarter 2002, the Company completed its transitional impairment test using a discounted cash flow model required by SFAS No. 142 and determined that the goodwill in its Optical Products segment was impaired. As such, the Company recorded as a cumulative effect of change in accounting principle a write-off of its goodwill balance in the amount of $52,704 on which the Company recognized no tax benefit. The remaining intangible assets recorded on the accompanying condensed consolidated balance sheet at September 30, 2002 include patent costs and other intangible assets with finite lives.

A reconciliation of reported net loss adjusted to reflect the adoption of SFAS 142 as if it had been effective January 1, 2001 is provided below.

	Three Months Ended						Nine Months Ended
	September 30						September 30
		2002			2001			2002			2001
Reported net loss	$	(4,185	)	$	(4,146	)	$	(61,372	)	$	(9,551	)
Add-back adjustment for accounting change		-			-			52,704
Add-back goodwill amortization, net of tax		-			304			-			913
Adjusted net loss		(4,185	)		(3,842	)		(8,668	)		(8,638	)

Reported basic and diluted loss per share		(0.16	)		(0.15	)		(2.28	)		(0.35)
Add-back adjustment for accounting change		-			-			1.96			-
Add-back goodwill amortization, net of tax		-			0.01			-			0.03
Adjusted loss per share	$	(0.16	)	$	(0.14	)	$	(0.32	)	$	(0.32	)

4. Inventories

	September 30, 2002			December 31, 2001

Raw materials		$	12,735		$	16,857
Work in process			5,188			7,445
Finished goods			37,711			47,332
		$	55,634		$	71,634

5. Derivative Financial Instruments

Derivative financial instruments are used by the Company to reduce foreign exchange and interest rate risks.

Interest Rate Swap Agreement - At various dates during 2001 and 2000, the Company entered into multiple interest rate swap agreements, which provide for the Company to swap a variable interest rate for fixed interest rates ranging from 6.7% to 7.1%. At September 30, 2002, $50,000 of these swaps remained outstanding with the swaps expiring in May and June 2003. At September 30, 2002, $1,779 of deferred net losses on the interest rate swap agreements was included in Accumulated Other Comprehensive Loss.

6. Comprehensive Income

The components of comprehensive income (loss), net of related tax, for the three and nine-month periods ended September 30, 2002 and 2001 are as follows:

	Three Months Ended						Nine Months Ended
	September 30						September 30
		2002			2001			2002			2001
Net loss	$	(2,703	)	$	(4,146	)	$	(61,372	)	$	(9,551	)
Foreign currency translation adjustments		263			2,028			2,427			(707	)
Gain (loss) on derivative instruments		368			(351	)		1,075			(1,924	)
Comprehensive income (loss)	$	(2,072	)	$	(2,469	)	$	(57,870	)	$	(12,182	)

Foreign currency translation adjustment for 2002 is primarily due to the change in cumulative translation adjustment resulting from the strengthening of the Euro against the U.S. dollar during the nine-month period ended September 30, 2002.

7. Valuation Reserve for Deferred Tax Asset

At September 30, 2002, the deferred tax valuation reserve is comprised of the following balances.

Carryforward reserve recorded in 2001	$	14,500
Carryforward reserve recorded in 2002		5,623
Tax benefit of temporary difference from accounting change recorded in first quarter 2002		18,849
	$	38,972

The need for the valuation reserve was driven by projections for future U.S. taxable income, which impacts the potential for realizing the benefits of the Company's carryovers. The statutory time period for using the carryovers on its income tax returns extends beyond the period the Company used to assess whether the carryovers may be realized for accounting purposes. If, at some time in the future, it is determined that all or a portion of the existing carryovers may be realized, the valuation reserve will be reduced accordingly.

8. Debt

During the quarter ended September 30, 2002, the Company amended its domestic credit agreement (the Agreement) and extended the termination date of the credit agreement from May 2003 to May 2004. The Agreement reduced the aggregate loan commitment from $185 million to $145 million and converted certain previously outstanding revolving loans to term loans. This Agreement is secured by a pledge of common stock of the Company's subsidiaries, an intercompany note from one of the Company's European holding companies, security interests in certain assets, including domestic receivables, inventories and machinery and equipment, as well as mortgages on its real property located in Ramsey, Minnesota and Cortland, New York.

Borrowings under the Agreement typically bear interest at the Eurodollar rate plus a spread ranging from 3.25% to 5.75%. This spread will increase 50 basis points, respectively, after July 1, 2003. In addition, the Company pays a commitment fee of 0.075% on unborrowed funds. Under terms of the Agreement, the Company must meet certain financial covenants, including maintaining a minimum specified consolidated net worth, a maximum leverage ratio, a minimum interest coverage ratio and a minimum level of capital expenditures. The Company was in compliance with all covenants under the Agreement at September 30, 2002.

9. Segment Information

The Company has two operating segments that manufacture and sell a variety of products: Buckbee-Mears and Optical Products (operating under the Vision-Ease trade name.) Buckbee-Mears, made up of Mask Operations and Non-Mask Operations, manufactures high-volume precision products for the entertainment, optical, high-tech, medical, defense and aerospace industries. Mask Operations produces aperture masks, which are critical components of color television picture tubes. Non-Mask Operations produces precision photo-etched metal and electroformed components that require fine features and tight tolerances. Optical Products designs, manufactures and distributes polycarbonate, glass and hard-resin plastic eyeglass lenses.

The following is a summary of certain financial information relating to the two segments for the three-month period ended September 30, 2002:

	Three Months Ended September 30
	Buckbee-Mears						Optical Products						Consolidated
		2002			2001			2002			2001			2002			2001

Revenues	$	31,786		$	39,719		$	25,604		$	33,620		$	57,390		$	73,339
Cost of products sold		28,818			42,284			23,358			28,502			52,176			70,786
Gross margin		2,968			(2,565	)		2,246			5,118			5,214			2,553
Gross margin %		9.3	%		(6.5	)%		8.8	%		15.2	%		9.1	%		3.5	%
Selling expense		807			1,332			2,369			2,877			3,176			4,209
Unallocated corporate
administration		-			-			-			-			1,484			1,042
Income (loss) from operations	$	2,161		$	(3,897	)	$	(123	)	$	2,241			554			(2,698	)
Operating income (loss) %		6.8	%		(9.8	)%		(0.5	)%		6.7	%		1.0	%		(3.7	)%

Interest and other
expense, net														(2,526	)		(3,460	)

Loss before
income taxes													$	(1,972	)	$	(6,158	)

The following is a summary of certain financial information relating to the two segments for the nine-month period ended September 30, 2002:

	Nine Months Ended September 30
	Buckbee-Mears						Optical Products						Consolidated
		2002			2001			2002			2001			2002			2001

Revenues	$	104,716		$	135,016		$	88,464		$	102,803		$	193,180		$	237,819
Cost of products sold		95,594			125,238			81,490			86,615			177,084			211,853
Gross margin		9,122			9,778			6,974			16,188			16,096			25,966
Gross margin %		8.7	%		7.2	%		7.9	%		15.7	%		8.3	%		10.9	%
Selling expense		2,890			4,363			7,284			9,213			10,174			13,576
Non-recurring charges		-			-			2,800			-			2,800			-
Unallocated corporate
administration		-			-			-			-			4,736			3,798
Income (loss) from operations	$	6,232		$	5,415		$	(3,110	)	$	6,975			(1,614	)		8,592
Operating income (loss) %		6.0	%		4.0	%		(3.5	)%		6.8	%		(0.8	)%		3.6	%

Interest and other
expense, net														(4,976	)		(7,891	)

Income (loss) before
income taxes													$	(6,590	)	$	701

10. Legal Matters and Contingent Liabilities

During 2002, the Company's Optical Products group filed a patent infringement lawsuit against Younger Mfg. Co., which operates under the name "Younger Optics", in the United States Court for the District of Minnesota. The Company is seeking an injunction prohibiting manufacture, use, sale or offer for sale of polycarbonate polarizing lenses and an unspecified amount of damages.

In June 2002, Riccardo Nunziati, a shareholder of BMC, filed a shareholder derivative suit against the Company, Paul B. Burke, the Company's former Chairman of the Board and CEO, and the Company's independent directors. Mr. Nunziati's complaint asserts breach of fiduciary duty, abuse of control and waste of corporate assets. In the complaint, Mr. Nunziati demands the unwinding of a stock transaction between the Company and Mr. Burke, as well as payment of his attorney fees and other costs of bringing the suit. In July 2002, the Company and the other defendants removed the case from Hennepin County District Court to the United States District Court for the District of Minnesota. The Company has submitted the case to its insurance carrier for coverage under its Directors and Officer Liability Policy. In October 2002 the Company entered into an agreement to settle the lawsuit. Under the terms of the settlement, the Company will review and enhance existing corporate governance policies, provide the plaintiff with opportunities for input on these enhancements and consider the plaintiff's recommendations for candidates to serve on the Company's board of directors. The settlement is in the process of being certified by a judge.

In August 2002, the Company initiated arbitration proceedings against China-based China National Electronics Import and Export Corp. (CEIEC) and Yantai Zhenghai Electronic Shadow Mask Co., Ltd. (Yantai) seeking monetary damages and injunctive relief for alleged violation by Yantai of multiple terms of a license agreement between CEIEC, Yantai and the Company's Buckbee-Mears group.

In September 2002, the Company reached a preliminary agreement with the Environmental Protection Agency regarding the Resource Conservation Recovery Act. The settlement relates primarily to past housekeeping practices at the Company's St. Paul facility. Under the settlement agreement, the Company will make four equal payments over the next two years. The settlement was expensed in third quarter 2002. The accrued liability of $244 is included in accrued expenses on the balance sheet.

No other material legal proceedings or environmental matters arose during the quarter and there were no material changes in the status of the legal proceedings or environmental matters described in the Company's Annual Report on Form 10-K for the year ended December 31, 2001.

Reserves are established for estimated loss contingencies when it is determined that a loss is probable and the amount of the loss can be reasonably estimated. Reserves for contingent liabilities are based upon management's assumptions and estimates, as well as advice of legal counsel or other third parties regarding the probable outcome of the matter. If circumstances change, different facts or information become known or the actual outcome differs from the assumptions, revision to the estimate reserves would be recorded and reflected in income in the period in which these changes occur.

Item 2: Management's Discussion and Analysis of Financial Condition and Results of Operations

BMC INDUSTRIES, INC.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

Comparison of three months ended September 30, 2002 and 2001

Total revenues for the third quarter of 2002 decreased by $15.9 million or 22% from the third quarter of 2001.

Revenues of the Buckbee-Mears group for the third quarter decreased $7.9 million, or 20%, from $39.7 million in 2001 to $31.8 million in 2002. Total mask sales were down for the quarter compared to the prior year's quarter primarily due to the Company's exit from the computer monitor mask business segment. Sales of computer monitor masks decreased $6.1 million year over year. Total television mask revenues decreased 3% from 2001 mostly due to year-over-year price decreases and a shift in sales from higher priced invar masks to lower priced steel masks.

Revenues of the Optical Products group for the third quarter decreased $8.0 million, or 24%, from $33.6 million in 2001 to $25.6 million in 2002. Total polycarbonate lens sales declined $3.2 million, compared to third quarter 2001. Polycarbonate production problems hampered the group's ability to fully meet customer demand, constraining sales and increasing backorders. Sales in the Sunsport® polycarbonate product line were $1.9 million lower than in third quarter 2001 as a result of the Company's decision to exit certain segments of this business. Plastic lens sales decreased $2.6 million, and glass lens sales declined $0.8 million.

Cost of products sold were 91% of net sales for the third quarter of 2002, compared to 97% in the same period of 2001.

The improvement in margins quarter over quarter can be attributed to the Buckbee-Mears segment, which reported a cost of products sold percentage of 91% in third quarter 2002 compared to 106% in third quarter 2001. Margins in 2001 were negatively impacted by costs associated with reduced manufacturing activity from extended maintenance shutdowns and by workforce reduction efforts during the third quarter 2001 at the Cortland, New York and Mullheim, Germany facilities.

The Optical Products cost of sales increased from 85% in third quarter 2001 to 91% in third quarter 2002. While the group experienced some improvement in manufacturing performance during the third quarter, polycarbonate production issues experienced in the first half of the year negatively affected cost of sales.

Selling expenses were $3.2 million or 6% of revenues and $4.2 million or 6% of revenues for the third quarter of 2002 and 2001, respectively. Selling expenses decreased as a result of lower sales as well as cost reduction and restructuring efforts in both business segments.

Interest expense in the third quarter of 2002 was lower than third quarter 2001 due to decreases in the debt level and Eurodollar interest rates, partially offset by increases in the Company's credit spread.

Other income (expense) in the third quarter of 2002 includes foreign exchange losses from foreign exchange adjustments on receivables of U.S. dollar denominated sales in Europe and foreign exchange losses on certain transfers of funds for operating expenses.

The provision for income taxes was (4%) and 33% of pre-tax loss in the third quarter of 2002 and 2001, respectively, excluding the adjustment to the tax valuation reserve, as discussed further in footnote 7. The tax rate is a function of the Company's domestic and foreign earnings mix and can fluctuate from quarter to quarter.

Comparison of nine months ended September 30, 2002 and 2001

Total revenues for the first nine months of 2002 decreased by $44.6 million, or 19%, from the first nine months of 2001. Revenues of the Buckbee-Mears group for the nine-month period decreased 22% from the prior year period. Sales of computer monitor masks decreased $21.4 million year over year due to the Company's exit from the computer monitor mask business. Sales of entertainment masks declined $7.3 million from 2001 as a result of the economic downturn, softening of the television mask market and year-over-year price declines. Revenues of the Optical Products group were down $14.3 million, or 14% due mainly to manufacturing issues constraining sales, which were discussed above. In addition, sales in the SunSport polycarbonate product line declined 72% from 2001 as a result of the Company's decision to exit certain segments of this business.

Cost of products sold were 92% and 89% of net sales for the first nine months of 2002 and 2001, respectively. The Buckbee-Mears costs of sales were 91% in 2002 compared to 93% for the same period in 2001. Results for 2002 were impacted by the shutdown of the monitor mask lines. Reduced production levels during the third quarter in Cortland and Mullheim impacted results for 2001. Optical Products cost of sales increased from 84% in 2001 to 92% in 2002 due to manufacturing issues discussed earlier.

Selling expenses were $10.2 million, or 5%, of revenues and $13.6 million, or 6%, of revenues for the first nine months of 2002 and 2001, respectively. Selling expenses decreased as a result of cost reduction and restructuring efforts in both business segments.

Interest expense in the first nine months of 2002 was $7.6 million compared to $8.8 million in the first nine months of 2001. This decrease is due to lower debt levels and Eurodollar rates in 2002, offset somewhat by higher credit spreads for the period.

Other income for the first nine months of 2002 includes a $3.4 million gain related to the sale of the Optical Products segment's Optifacts software unit, partially offset by foreign exchange losses on European receivables and funds transfers as discussed previously.

The provision for income taxes was 54% and 36% of pre-tax income (loss) for the nine-month period of 2002 and 2001, respectively, excluding the adjustment to the tax valuation reserves, as discussed further in footnote 7. The tax rate is a function of the Company's domestic and foreign earnings mix and can fluctuate from period to period.

RESTRUCTURING

In February 2002, the Company announced its plans to close the Optical Products segment's Azusa, California facility. As a result, restructuring related costs of $2.8 million were recorded in first quarter 2002. The restructuring is discussed more fully in footnote 2.

GOODWILL AND OTHER INTANGIBLE ASSETS

Effective January 1, 2002, the Company adopted SFAS No. 142 and ceased amortization of goodwill balances. The Company also completed its transitional impairment test on goodwill and recorded a write-off of its goodwill balances in the amount of $52.7 million. The adoption of SFAS No. 142 is discussed more fully in footnote 3.

MARKET RISK

There were no significant changes in market risks from those disclosed in the Company's Form 10-K for the year ended December 31, 2001.

FOREIGN CURRENCY

A portion of the Company's operations consists of manufacturing and sales activities in foreign jurisdictions. The Company manufactures its products in the United States, Germany, Hungary and Indonesia and purchases products from Asian, as well as other foreign suppliers. The Company sells its products in the United States and into various foreign markets. The Company's sales are typically denominated in either the U.S. dollar or the European Union euro. Buckbee-Mears also has an indirect exposure to the Japanese yen and the Korean won because its most significant competitors are Japanese and Korean. As a result, the Company's financial results could be significantly affected by factors such as changes in foreign currency exchange rates or weak economic conditions in foreign markets. In addition, sales of products overseas are affected by the value of the U.S. dollar relative to other currencies. Long-term strengthening of the U.S. dollar may have an adverse effect on these sales and competitive conditions in the Company's markets and may limit the Company's ability to increase product pricing in times of adverse currency movements.

To manage the volatility relating to these exposures, the Company utilizes from time to time various derivative instruments, including foreign currency forward-exchange contracts.

INTEREST RATE SWAPS

At various dates during 2001 and 2000, the Company entered into multiple interest rate swap agreements that provide for the Company to swap a variable interest rate for fixed interest rates ranging from 6.7% to 7.1%. At September 30, 2002, $50 million of these swaps remained outstanding with the swaps expiring in May and June 2003. These swaps are discussed more fully in footnote 5.

FINANCIAL POSITION AND LIQUIDITY

Debt decreased $28.9 million from $142.2 million to $113.3 million during the first nine months of 2002 primarily from working capital reduction initiatives and sales of non-strategic assets. Working capital was $40.7 million at September 30, 2002 compared to $70.3 million at December 31, 2001. The current ratio was 2.2 and 2.3 at September 30, 2002 and December 31, 2001, respectively. The ratio of debt to capitalization was 66% at September 30, 2002 compared to 55% at December 31, 2001.

In September 2002, the Company amended its domestic credit agreement (the Agreement) and extended the termination date of the credit facility from May 2002 to May 2004. The Agreement reduced the aggregate loan commitment from $185 million to $145 million and converted certain previously outstanding revolving loans to term loans. As of September 30, 2002, the Company's term loan balance is $117.5 million with $5.1 million drawn on the available $35 million revolver. Debt is discussed more fully in footnote 8.

ENVIRONMENTAL

In September 2002, the Company reached a preliminary agreement with the Environmental Protection Agency regarding the Resource Conservation Recovery Act. The settlement relates primarily to past housekeeping practices at the Company's St. Paul facility. Under the settlement agreement, the Company will make four equal payments over the next two years. The settlement was expensed in third quarter 2002. The accrued liability of $244 is included in accrued expenses on the balance sheet. There were no other material changes in the status of environmental matters described in the Company's Annual Report on Form 10-K for the year ended December 31, 2001.

OTHER

As announced on May 15, 2002, Paul B. Burke resigned as Chairman and CEO of BMC Industries, Inc. Mr. Burke will continue employment at the Company in a more limited advisory capacity through December 31, 2002. Salary and benefits for Mr. Burke are expensed as paid each month through December 31, 2002.

CAUTIONARY STATEMENTS

Certain statements included in this Management's Discussion and Analysis of Financial Condition and Results of Operations and elsewhere in this Form 10-Q by the Company or its representatives, as well as other communications, including reports to shareholders, news releases and presentations to securities analysts or investors, contain forward-looking statements made in good faith by the Company pursuant to the "Safe Harbor" provisions of the Private Securities Litigation Reform Act of 1995. These statements relate to non-historical information and include, without limitation, any statement that may predict, forecast, indicate or imply future results, performance or achievements. The Company wishes to caution the reader not to place undue reliance on any such forward-looking statements, which reflect our opinion as of the date of this Form 10-Q. These statements are not guarantees of future performance and are subject to certain risks and uncertainties that could cause actual results to differ materially from those presently anticipated or projected and include, among others, ability to manage working capital and align costs with market conditions; further aperture mask price declines; slowdown in growth of, or price reductions in, high-end lens products; fluctuations in currency exchange rates; rising raw material costs; ability to improve operating and manufacturing efficiencies through consolidation of facilities. These and other risks and uncertainties are more particularly described in "Item 1 - Business" of the Company's Form 10-K for the year ended December 31, 2001, which in some cases have affected and in the future could adversely affect the Company's actual results and could cause the Company's actual financial performance to differ materially from that expressed in any forward-looking statement. These factors should not, however, be considered an exhaustive list. The Company does not undertake the responsibility to update any forward-looking statement that may be made from time to time by or on behalf of the Company.

Item 3. Quantitative and Qualitative Disclosure About Market Risk.

See "Management's Discussion and Analysis of Financial Condition and Results of Operations" on page 13.

Item 4. Controls and Procedures.

Within the 90 days prior to the filing date of this report (evaluation date), we conducted an evaluation, under the supervision and with the participation of our management, including the chief executive officer and chief financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rules 13a-15 and 15d-15 of the Securities Exchange Act of 1934, as amended (Exchange Act). Based upon that evaluation, our chief executive officer and chief financial officer concluded that our disclosure controls and procedures are effective. Disclosure controls and procedures are defined by Rules 13a-14(c) and 15d-14(c) of the Exchange Act as controls and other procedures that are designed to ensure that information required to be disclosed by the Company in reports filed with the Securities Exchange Commission (SEC) under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms.

There have been no significant changes (including corrective actions with regard to significant deficiencies or material weaknesses) in the Company's internal controls or in other factors that could significantly affect internal controls subsequent to the evaluation date.

Part II: OTHER INFORMATION

Item 1. Legal Proceedings.

With regard to legal proceedings and certain environmental matters, see "Management's Discussion and Analysis of Financial Condition and Results of Operations" which begins on page 11 and Note 10 of the "Notes to Condensed Consolidated Financial Statements" on page 10.

Item 6. Exhibits and Reports on Form 8-K.

(a) Exhibits

99.1

Certification of CEO under Section 906 of the Sarbanes-Oxley Act of 2002 (filed herein).

99.2

Certification of CFO under Section 906 of the Sarbanes-Oxley Act of 2002 (filed herein).

99.3

News Release, dated November 5, 2002, announcing Vision-Ease Lens certifies Ramsey facility for ISO 9001 (filed herein).

99.4

News Release, dated October 31, 2002, announcing third quarter and nine-month 2002 results (filed herein).

99.5

News Release, dated October 17, 2002, announcing BMC Industries to report third quarter 2002 results and host conference call on Thursday, October 31, 2002 (filed herein).

99.6

News Release, dated October 16, 2002, announcing Board of Directors appointments (filed herein).

99.7

News Release, dated October 8, 2002, announcing settlement reached in shareholder derivative lawsuit (filed herein).

99.8

News Release, dated September 30, 2002, announcing bank credit agreement extension (filed herein).

99.9

News Release, dated September 24, 2002, Vision-Ease Lens expands production of Continua™ D28 bifocal lenses (filed herein).

99.10

News Release, dated September 23, 2002, announcing the move of electroforming business from St. Paul (filed herein).

99.11

News Release, dated September 16, 2002, Vision-Ease Lens launches Continua Tintable™ lenses (filed herein).

99.12

News Release, dated August 30, 2002, BMC Industries advised by New York Stock Exchange regarding listing standards (filed herein).

99.13

News Release, dated August 28, 2002, BMC Industries initiates arbitration against China-based licensees (filed herein).

99.14

News Release, dated August 16, 2002, BMC Industries discontinues common stock dividend (filed herein).

99.15

News Release, dated August 16, 2002, Vision-Ease Lens and LensCrafters introduce polarized melanin sun lenses (filed herein).

(b) Reports on Form 8-K.

The Company filed a Form 8-K on September 27, 2002, reporting the extension of its bank credit agreement to May 2004.

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	BMC INDUSTRIES, INC.

	/s/ Richard G. Faber
	Richard G. Faber
	Corporate Controller
Dated: November 14, 2002	(Principal Accounting Officer)

CERTIFICATION UNDER SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Douglas C. Hepper, Chairman, President and Chief Executive Officer of BMC Industries, Inc., certify that:

1.	I have reviewed this quarterly report on Form 10-Q of BMC Industries, Inc.

2.	Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
3.	Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flow of the registrant as of, and for, the periods presented in this quarterly report;
4.	I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
	a)	designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;
	b)	evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this report (the "Evaluation Date"); and
	c)	presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;
5.	I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
	a)	all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and
	b)	any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and
6.	I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

	/s/Douglas C. Hepper
	Douglas C. Hepper
	Chairman, President and Chief Executive Officer
Dated: November 14, 2002

CERTIFICATION UNDER SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Curtis E. Petersen, Senior Vice President and Chief Financial Officer of BMC Industries, Inc., certify that:

1.	I have reviewed this quarterly report on Form 10-Q of BMC Industries, Inc.

2.	Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
3.	Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flow of the registrant as of, and for, the periods presented in this quarterly report;
4.	I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
	a)	designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;
	b)	evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this report (the "Evaluation Date"); and
	c)	presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;
5.	I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
	a)	all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and
	b)	any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and
6.	I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

	/s/Curtis E. Petersen
	Curtis E. Petersen
	Senior Vice President and Chief Financial Officer
Dated: November 14, 2002

EX-99.1 3 exhibit_99-1.htm EXHIBIT 99.1

                                                                    EXHIBIT 99.1

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of BMC Industries Inc (the "Company") on Form 10-Q for the period ended September 30, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Douglas C. Hepper, Chief Executive Officer of the Company, certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

     1)       The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

     2)       The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

November __, 2002


	_____________________________
	Douglas C. Hepper
	Chairman, President and
	Chief Executive Officer

EX-99.2 4 exhibit_99-2.htm EXHIBIT 99.1

                                                                    EXHIBIT 99.2

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of BMC Industries Inc (the "Company") on Form 10-Q for the period ended September 30, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Douglas C. Hepper, Chief Executive Officer of the Company, certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

     1)       The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

     2)       The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

November __, 2002


	_____________________________
	Curtis E. Petersen
	Senior Vice President and Chief Financial Officer

EX-99.3 5 exhibit_99-3.htm Exhibit 99.3

BMC Industries, Inc.

One Meridian Crossings, Suite 850

Minneapolis, MN 55423

Web site: www.bmcind.com

NEWS RELEASE

CONTACT:	BRADLEY D. CARLSON	(NYSE: BMM)
	(952) 851-6020	FOR IMMEDIATE RELEASE

VISION-EASE LENS CERTIFIES RAMSEY FACILITY FOR ISO 9001

Nov. 5, 2002 - MINNEAPOLIS - Vision-Ease Lens, Inc., the leading U.S. manufacturer of premium polycarbonate lenses and a subsidiary of BMC Industries, Inc. (NYSE: BMM), announced today that its Ramsey, Minnesota polycarbonate research & development, manufacturing, and distribution facility has successfully met all requirements for ISO 9001 certification.

The facility was given "ISO 9001:2000 With Design International Quality System Standard" certification (an internationally recognized standard for quality assurance, quality management and continuous process improvement). The facility was recognized for its quality management systems as they apply to the design, manufacture and distribution of polycarbonate ophthalmic lenses and the inspection and distribution of glass and high-index plastic ophthalmic lenses.

"Obtaining ISO certification signifies our dedication and commitment to quality; not only in our products, but also in the processes that form the basis for all of our business activities," said Douglas C. Hepper, chairman, president and chief executive officer of BMC Industries. "This is another example of how we're continuously working to raise the quality of our overall business performance and meet the evolving requirements of our worldwide customers."

About BMC Industries

BMC Industries, founded in 1907, is comprised of two business segments: Buckbee-Mears and Optical Products. The Buckbee-Mears group offers a range of services and manufacturing capabilities to meet the most demanding precision metal manufacturing needs. The group is a leading producer of a variety of precision photo-etched and electroformed components that require fine features and tight tolerances. The group is also the only North American manufacturer of aperture masks, a key component in color television picture tubes.

The Optical Products group, operating under the Vision-Ease Lens trade name, is a leading designer, manufacturer and distributor of polycarbonate, glass and plastic eyewear lenses. Vision-Ease Lens is a technology and market share leader in the polycarbonate lens segment of the market. Polycarbonate lenses are thinner and lighter than lenses made of other materials, while providing inherent ultraviolet (UV) filtering and impact resistant characteristics.

BMC Industries, Inc. is traded on the New York Stock Exchange under the ticker symbol "BMM." For more information about BMC Industries, visit the company's Web site at www.bmcind.com.

Safe Harbor for Forward-Looking Statements

Certain statements in this news release may be deemed to be forward-looking statements as defined in the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties, which may cause the company's actual results in future periods to differ materially from what is currently anticipated. Those risks include, among others, general competitive factors, the company's ability to successfully implement operational improvements in its businesses, and the episodic nature of the company's business. Additional information on these and other risks are detailed further in the company's Annual Report and 10K to shareholders dated December 31, 2001, and from time to time in the company's filings with the Securities and Exchange Commission.

###

EX-99.4 6 exhibit_99-4.htm Exhibit 99.4

BMC

BMC Industries, Inc.
One Meridian Crossings, Suite 850
Minneapolis, MN 55423
Web site www.bmcind.com

NEWS RELEASE

CONTACT:	CURTIS E. PETERSEN	(NYSE: BMM)
	(952) 851-6030	FOR IMMEDIATE RELEASE

BMC Industries, Inc. Reports Third-Quarter and Nine-Month 2002 Results

Third-Quarter Financial Results Consistent With Previous Guidance

Performance Improvement Expected In The Fourth-Quarter With A Return To Profitability In 2003.

October 31, 2002 - Minneapolis, Minnesota, USA - BMC Industries, Inc. (NYSE: BMM) today announced financial results for the third-quarter and nine-months ended September 30, 2002. Results are consistent with guidance provided on the company's second-quarter conference call on July 30, 2002.

Financial Results

For the third-quarter 2002, the company reported consolidated revenues of $57.4 million, down 22 percent from the $73.3 million in third-quarter 2001. The company incurred a net loss of $4.2 million, or $0.16 per diluted share, compared to a net loss of $4.1 million, or $0.15 per diluted share, in the third-quarter one year ago.

Third-quarter 2001 results included goodwill amortization expense (which has been eliminated as a result of the company adopting FAS 142). For comparative purposes and adjusting third-quarter 2001 results for this charge, the company's third-quarter 2001 pro forma net loss was $3.8 million, or $0.14 per diluted share.

For the nine-months ended September 30, 2002, consolidated revenues were $193.2 million, a decrease of 19 percent from the $237.8 million reported for the same period in 2001. Including the effects of several non-recurring items, recognized in the first-quarter 2002, the company incurred a net loss of $61.4 million, or $2.28 per share, for the first nine-months of 2002. This compares to a net loss of $9.6 million, or $0.35 per share, for the same period in 2001.

Excluding these non-recurring items, the company's pro forma net loss for the first nine-months of 2002 was $9.1 million, or $0.34 per share. This compares to pro forma net earnings, adjusted for comparative purposes, of $0.7 million, or $0.03 per share, in the first nine-months of 2001.

Management Commentary

"In the third-quarter, we continued to take steps to strengthen our businesses and return the company to profitability," said Douglas C. Hepper, chairman, president and chief executive officer of BMC Industries. "Our Buckbee-Mears group delivered results consistent with our internal expectations, as we work to right-size that business for current market conditions."

"At Vision-Ease, we have weathered a string of problems related to consolidating production into our two remaining facilities. These problems resulted in service interruptions to our customers and adversely affected sales."

"Our efforts are intensely focused on restoring confidence in our service, and taking full advantage of an improving cost structure and our aggressive product development program to provide the market with the very best polycarbonate lens value possible. Those efforts are showing results. Currently, we have succeeded in restoring our product fill rates to excellent levels. And, with implementation of a new integrated planning system in the first half of 2003, we expect to have the technology support to move our service performance to historically high levels."

"Finally, continuing improvements in manufacturing performance are increasing lens product margins, and product development initiatives will result in several new products by mid-2003."

Hepper continued, "At the same time, we continue to strengthen the financial health and infrastructure of BMC. In August, we discontinued our common stock dividend. This decision was consistent with our stated objective of reducing debt and devoting all available cash to growing the businesses and creating long-term shareholder value."

"In September, we reached agreement with our lenders on an amendment to our existing senior credit facility. This agreement extended the facility to May 2004 and reduced its aggregate size to $145 million. As a result, we reclassified the majority of our debt back to long-term status and increased our financial flexibility. BMC's total debt as of September 30, 2002 was $113.3 million, up $2.2 million from June 30, 2002, but down $28.9 million from December 31, 2001. Looking ahead, we expect a slight reduction in debt in the fourth-quarter and we expect our blended interest rate to increase approximately 2.00 percentage points over the next year as a result of this amendment."

"Earlier this month, we announced that we had entered into an agreement to settle the shareholder derivative lawsuit. While we continue to believe the lawsuit was without merit, the settlement allowed us to focus our full attention on profitably growing our businesses. Also this month, we appointed three talented individuals to our board of directors. Speaking for the management team, we look forward to working with Robert Endacott, Morris Goodwin, Jr., and Alan Longstreet."

Buckbee-Mears Group Third-Quarter Operating Highlights

Third-quarter 2002 revenues for the Buckbee-Mears group were $31.8 million, a decrease of $7.9 million, or 20 percent, from $39.7 million in the third-quarter of 2001. Overall group sales were down versus last year's third quarter due primarily to BMC's exiting the computer monitor mask business segment. Computer monitor mask sales account for $6.1 million of this quarter's sales decline.

Sales revenues from television masks were down 3 percent compared to last year's third quarter due to year-over-year price pressures and a shift in sales from higher-priced invar masks to lower-priced masks.

The Buckbee-Mears group reported operating earnings of $2.2 million during third-quarter 2002, as compared to an operating loss of $3.9 million in the third-quarter of 2001. Operating margin for third-quarter 2002 was 6.8 percent, as compared to an operating margin loss of 9.8 percent in third-quarter 2001. The group's third-quarter 2001 operating earnings, however, were negatively impacted by costs associated with reduced manufacturing activity and workforce reduction efforts during the third quarter of last year at both its Cortland, New York and Mullheim, Germany facilities.

During the third-quarter of 2002, the company announced that it had initiated arbitration proceedings in an international arbitration institute against China-based China National Electronics Import and Export Corp. ("CEIEC") and Yantai Zhenghai Electronic Shadow Mask Co., Ltd. ("Yantai"). The company seeks monetary damages and injunctive relief for alleged violations by Yantai of multiple terms of a license agreement between CEIEC, Yantai and the company's Buckbee-Mears Group. This action followed shortly after the company's favorable settlement of litigation against a German company for its unauthorized use of BMC's proprietary technology, in which the company succeeded in obtaining monetary damages for past infringement actions and a court mandated damage award in the event of any future infringement, as well as recognition of the proprietary nature of BMC's technology.

Revenues from non-mask operations were down $0.7 million quarter-over-quarter with this business segment posting a slight operating loss. During the quarter, the group announced that it would move its electroforming operations from St. Paul, Minnesota to its facility in Cortland, New York with the goal of being fully operational by the end of January 2003. When completed, the company expects the electroforming business to return to profitability. This decision is in addition to other non-mask restructuring initiatives, including the sale of the non-strategic, sheet-etching portion of this business segment and the discontinuing of company operations in St Paul and closure of the St. Paul facility in 2003.

Optical Products Group Third-Quarter Operating Highlights

Total Optical Products group third-quarter 2002 revenues were $25.6 million, down $8.0 million, or 24 percent, as compared to revenues in third-quarter 2001. Total polycarbonate lens sales declined $3.2 million as compared to third-quarter 2001. Polycarbonate production problems hampered the group's ability to fully meet customer demand, constraining sales. Lower-margin, plastic lens sales declined $2.6 million. Glass lens sales declined $0.8 million, as the market for this lens material continues to contract worldwide.

Despite the overall sales weakness, Vision-Ease experienced demand consistent with last year's third-quarter in several key premium polycarbonate product categories, including its Tegra®-coated and photochromic polycarbonate lenses. The company's sales in the third-quarter also benefited somewhat from the recent introduction of two new film-based products in association with a major retail customer.

The first of these products, announced in April, was an anti-reflective, mirror-coated polycarbonate sun lens. These prescription, polarized sunglass lenses, available in a variety of mirror-coatings, offer customers extra glare reduction as well as the latest fashion look.

The other new product, announced in August, is a new proprietary polycarbonate-polarized sun lens utilizing a unique melanin-based film. These polarized melanin sun lenses are the latest innovation in prescription sun lens technology, and combine the unique light-absorbing properties of melanin with Vision-Ease's patented polarization process for superior protection from the sun's harmful rays and enhanced visual comfort.

Vision-Ease expects the positive trends for these products to accelerate in coming quarters. The group also intends to introduce several more new products in 2003, utilizing Vision-Ease's demonstrated expertise in lens design and processing technology.

The Optical Products group reported a third-quarter 2002 operating loss of $0.1 million versus an operating profit of $2.2 million in third-quarter 2001. The decline was primarily due to lower sales of higher-margin polycarbonate lenses, and increased domestic polycarbonate manufacturing costs. Partially offsetting these items was continued strong performance from the group's Indonesian manufacturing facility, which continues to increase its polycarbonate production and substantially reduce product costs.

BMC Business Outlook

The following statements are based on current expectations. These statements are forward-looking, and actual results may differ materially from those projected in this news release.

The company's outlook remains consistent with guidance previously issued by BMC in July 2002. For the year ended December 31, 2002, BMC expects to report a consolidated net loss of between $2.30 and $2.40 per diluted share, primarily as a result of the company exiting the computer monitor mask business and segments of its non-mask business, isolated polycarbonate manufacturing issues and product shortages, and overall restructuring efforts in both businesses. Excluding certain non-recurring items and before the cumulative effect of an accounting change, the company expects to incur a pro forma net loss of between $0.30 and $0.40 per diluted share.

Completion of the company's various restructuring efforts is decreasing product and operating costs throughout the organization and should allow the company to regain profitability in 2003.

About BMC Industries

The Optical Products group, operating under the Vision-Ease Lens trade name, is a leading designer, manufacturer and distributor of polycarbonate, glass and plastic eyewear lenses. Vision-Ease is a technology and market share leader in the polycarbonate lens segment of the market. Polycarbonate lenses are thinner and lighter than lenses made of other materials, while providing inherent ultraviolet (UV) filtering and impact resistant characteristics.

BMC Industries, Inc. is traded on the New York Stock Exchange under the ticker symbol "BMM." For more information about BMC Industries, Inc., visit the Company's Web site at www.bmcind.com.

Safe Harbor for Forward-Looking Statements

This news release contains various "Forward-Looking Statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 that are intended to be covered by the safe harbors created thereby. Statements made in this news release that are not statements of historical facts, including statements regarding future performance, are Forward-Looking Statements. Forward-Looking Statements may be identified by the use of words such as "anticipates", "estimates", "expects", "forecasts", "projects", "intends", "plans", "predicts", and similar expressions. Forward-Looking Statements are subject to a number of risks and uncertainties that could cause, and in certain instances have caused, actual results or outcomes to differ materially from those projected, including, among others, ability to manage working capital and align costs with market conditions; ability to maintain consistently high product fill rates at Vision-Ease; ability to increase sales of products at Vision-Ease; eventual outcome of the company's outstanding litigation; further aperture mask price declines; slowdown in growth of, or price reductions in, high-end lens products; fluctuations in currency exchange rates; rising raw material costs; ability to improve operating and manufacturing efficiencies through consolidation of facilities. These and other risks and uncertainties are discussed in further detail in BMC's Annual Report and Form 10-K for the year ended December 31, 2001 and other documents filed with the Securities and Exchange Commission.

Investor Conference Call Information

Thursday, October 31, 2002

10:00 a.m. Central Time (11:00 a.m. Eastern Time)

Call-in Number: 800-288-8974 (U.S.) or 612-332-0418 (International)

Replay Number: 800-475-6701 (U.S.) or 320-365-3844 (International)

Replay Access Code: 656017

The rebroadcast of the conference call will be available starting at 1:30 p.m. Central Time, October 31, 2002 through 11:59 p.m. Central Time, November 7, 2002.

The conference call will also be offered live, through a simulcast offered by CCBN.com and StreetEvents.com. To access this Webcast, go to the "Investor Relations" portion of the Company's Web site, www.bmcind.com, click on "Conference Calls" and then click on the CCBN icon.

BMC INDUSTRIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(in thousands, except per share amounts)

	Three Months Ended						Nine Months Ended
	September 30						September 30
		2002			2001			2002			2001
Revenues	$	57,390		$	73,339		$	193,180		$	237,819
Cost of products sold		52,176			70,786			177,084			211,853
Gross margin		5,214			2,553			16,096			25,966
Selling		3,176			4,209			10,174			13,576
Administrative		1,484			1,042			4,736			3,798
Non-recurring charges		-			-			2,800			-
Income (loss) from operations		554			(2,698	)		(1,614	)		8,592
Other income and (expense)
Interest expense		(2,427	)		(3,014	)		(7,626	)		(8,804	)
Interest income		67			63			172			388
Other income (expense)		(166	)		(509	)		2,478			525
Earnings (loss) before income taxes and accounting change		(1,972	)		(6,158	)		(6,590	)		701
Income tax expense (benefit)		2,213			(2,012	)		2,078			10,252
Earnings (loss) before accounting change		(4,185	)		(4,146	)		(8,668	)		(9,551	)
Accounting change		-			-			52,704			-
Net earnings (loss)	$	(4,185	)	$	(4,146	)	$	(61,372	)	$	(9,551	)
Basic and diluted earnings (loss) per share: Before cumulative effect of accounting change Cumulative effect of accounting change	$	(0.16 -	)	$	(0.15 -	)	$	(0.32 (1.96	) )	$	(0.35 -	)
Net earnings (loss)		(0.16	)		(0.15	)		(2.28	)		(0.35	)
Number of shares included in per share computation: Basic and diluted		26,951			27,101			26,928			27,296
Dividends declared per share	$	-		$	0.0150		$	0.0050		$	0.0450

-more-

BMC INDUSTRIES, INC.

PRO FORMA NET EARNINGS/(LOSS) CALCULATION

(Unaudited)

(in thousands, except per share amounts)

	Three Months Ended						Nine Months Ended
	September 30						September 30
		2002			2001			2002			2001
Reported net earnings (loss)	$	(4,185	)	$	(4,146	)	$	(61,372	)	$	(9,551	)
Adoption of FAS 142 (a)		-			304			52,704			913
Gain on sale of non-core assets (a)		-			-			(2,205	)		(630	)
Non-recurring charges (a)		-			-			1,764			-
Tax valuation reserve adjustment		-			-			-			10,000
Pro forma net earnings (loss)		(4,185	)		(3,842	)		(9,109	)		732

Number of shares used in diluted EPS		26,951			27,101			26,928			27,438
Pro forma diluted EPS	$	(0.16	)	$	(0.14	)	$	(0.34	)	$	0.03

(a) Assumes tax at the Company's estimated incremental tax rate of 37%, rather than the financial statement effective tax rate, except for the $52,704 FAS 142 accounting change for which no tax benefit was assumed.

-more-
BMC INDUSTRIES, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

		(Unaudited)
		September 30,			December 31,
ASSETS		2002			2001
Current assets
Cash and cash equivalents	$	1,339		$	1,941
Trade accounts receivable, net		29,884			35,024
Inventories		55,634			71,634
Deferred income taxes		7,973			10,250
Other current assets		4,849			4,197
Total current assets		99,679			123,046

Property, plant and equipment		271,914			281,916
Less accumulated depreciation		150,762			150,375
Property, plant and equipment, net		121,152			131,541
Deferred income taxes		4,942			7,166
Intangibles assets, net		9,103			62,069
Other assets		6,356			7,924
Total assets	$	241,232		$	331,746
LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities
Short-term borrowings	$	707		$	854
Current portion long-term debt		13,000			-
Accounts payable		21,841			19,707
Income taxes payable		2,969			7,532
Accrued expenses and other current liabilities		20,446			24,700
Total current liabilities		58,963			52,793

Long-term debt		99,604			141,314
Other liabilities		21,320			19,526
Deferred income taxes		2,699			1,602

Stockholders' equity
Common stock		46,921			46,786
Retained earnings		20,472			81,979
Accumulated other comprehensive income (loss)		(8,678	)		(12,180	)
Other		(69	)		(74	)
Total stockholders' equity		58,646			116,511

Total liabilities and stockholders' equity	$	241,232		$	331,746

-more-

BMC INDUSTRIES, INC.

SEGMENT INFORMATION

(Unaudited)

(in thousands, except percentages)

	Three Months Ended September 30,
	Buckbee-Mears							Optical Products						Consolidated
		2002			2001			2002			2001			2002			2001

Revenues	$	31,786		$	39,719		$	25,604		$	33,620		$	57,390		$	73,339
Cost of products sold		28,818			42,284			23,358			28,502			52,176			70,786
Gross margin		2,968			(2,565	)		2,246			5,118			5,214			2,553
Gross margin %		9.3	%		(6.5	)%		8.8	%		15.2	%		9.1	%		3.5	%
Selling		807			1,332			2,369			2,877			3,176			4,209
Unallocated corporate
administration		-			-			-			-			1,484			1,042
Income (loss) from operations	$	2,161		$	(3,897	)	$	(123	)	$	2,241		$	554		$	(2,698	)

Operating income %		6.8	%		(9.8	)%		(0.5	)%		6.7	%		1.0	%		(3.7	)%

Capital spending													$	1,827		$	4,024

Depreciation and
amortization													$	5,086		$	5,857

EBITDA													$	5,474		$	2,650

EBITDA %														9.5	%		3.6	%

-###-

EX-99.5 7 exhibit_99-5.htm Exhibit 99.5

BMC

BMC Industries, Inc.
One Meridian Crossings, Suite 850
Minneapolis, MN 55423
Web site www.bmcind.com

NEWS RELEASE

CONTACT:	Bradley D. Carlson	(NYSE: BMM)
	(952) 851-6020	FOR IMMEDIATE RELEASE

BMC Industries To Report Third Quarter 2002 Results and

Host Conference Call on Thursday, October 31, 2002

October 17, 2002 -- BMC Industries, Inc. is scheduled to release its financial results for the third quarter on Thursday, October 31, 2002.

The Company will host a conference call to discuss the financial results later that morning at 10:00 a.m. Central Time (11:00 a.m. Eastern Time). The conference call is available to interested parties by dialing 800-288-8974 (U.S.) or 612-332-0418 (International). A replay of the call will be available beginning at 1:30 p.m. Central Time on October 31, 2002 by dialing 800-475-6701 (U.S.) or 320-365-3844 (International) and using Access Code: 656017. The conference call will be available for replay until November 7, 2002 at 11:59 p.m. Central Time.

About BMC Industries

The Optical Products group, operating under the Vision-Ease Lens trade name, is a leading designer, manufacturer and distributor of polycarbonate, glass and plastic eyewear lenses. Vision-Ease is a technology and market share leader in the polycarbonate lens segment of the market. Polycarbonate lenses are thinner and lighter than lenses made of other materials, while providing inherent ultraviolet (UV) filtering and impact resistant characteristics.

BMC Industries, Inc. is traded on the New York Stock Exchange under the ticker symbol "BMM". For more information about BMC Industries, Inc., visit the Company's Web site at www.bmcind.com.

###

EX-99.6 8 exhibit_99-6.htm Exhibit 99.6

BMC

BMC Industries, Inc.
One Meridian Crossings, Suite 850
Minneapolis, MN 55423
Web site www.bmcind.com

NEWS RELEASE

CONTACT:	BRADLEY D. CARLSON	(NYSE: BMM)
	(952) 851-6020	FOR IMMEDIATE RELEASE

BMC INDUSTRIES ANNOUNCES BOARD OF DIRECTORS APPOINTMENTS

Oct. 16, 2002 - MINNEAPOLIS - BMC Industries, Inc. (NYSE: BMM), today announced the appointment of Robert Endacott, Morris Goodwin, Jr., and Alan Longstreet to its board of directors. Douglas C. Hepper, chairman, president and chief executive officer of BMC Industries, also announced the retirement of Joe Davis, the former president and chief executive officer of Natural Health Enterprises, Inc., from BMC Industries' board.

"I am pleased to welcome our three new board members. Their appointment means six of the seven board positions at BMC are filled by outside board members. Equally important, this mix will allow us to leverage considerable business achievements as we work hard to build a strong, growing and profitable company," said Hepper. "Speaking for everyone who knows Joe Davis, we will miss his wise counsel. And while I have not had the pleasure of working with Joe Davis very long, I greatly appreciate his contribution and the insights he has brought to BMC over the two decades that he has served the company."

Messrs. Endacott, Goodwin, Jr., and Longstreet will fill three vacancies on the board of directors resulting from Mr. Davis' retirement, the resignation earlier this year of Paul B. Burke, former chairman and chief executive officer of the company, and an increase in the overall number of directors from six to seven.

Background on the three new board members:

Robert Endacott is the founder and principal of CMR Partners, LLC, a corporate finance advisory firm based in Miami. Endacott has extensive domestic and international experience in mergers and acquisitions, investment banking, corporate development and strategic planning. He is the former vice chairman and director of Aqua-Chem, Inc., in Milwaukee. Prior to Aqua-Chem, he was a managing director with the Armand Group, an investment and merchant banking firm. He has also served as a senior vice president with GE Capital Corporate Finance Group, vice president and director with RBC Dominion Securities in Canada, and president and CEO of Tiger Financial Services Group in Chicago.
Morris Goodwin, Jr. is the executive vice president and chief financial officer of Vivius, Inc., an innovative healthcare provider. He has more than 20 years of financial experience in various industries, including investment management, financial services, e-commerce and commercial and investment banking. Most recently, Goodwin served as senior vice president and treasurer at Deluxe Corp. He has also served as vice president and corporate treasurer of American Express Financial Advisors in Minneapolis.
Alan Longstreet is a 30-year veteran of H.B. Fuller, a worldwide manufacturer and marketer of adhesives, sealants, coatings, paints and other specialty chemical products. In his current role as president and group manager of H.B. Fuller North America, he oversees the North American adhesives business of the company. He joined H.B. Fuller as a sales person and has held numerous positions, as well as having extensive domestic and international operations experience. He has been an officer of H.B. Fuller for 17 years.

About BMC Industries

The Optical Products group, operating under the Vision-Ease Lens trade name, is a leading designer, manufacturer and distributor of polycarbonate, glass and plastic eyewear lenses. Vision-Ease is a technology and market share leader in the polycarbonate lens segment of the market. Polycarbonate lenses are thinner and lighter than lenses made of other materials, while providing inherent ultraviolet (UV) filtering and impact resistant characteristics.

BMC Industries, Inc., is traded on the New York Stock Exchange under the ticker symbol "BMM." For more information about BMC Industries, Inc., visit the company's Web site at 190: www.bmcind.com.

Safe Harbor for Forward-Looking Statements

Certain statements in this news release may be deemed to be forward-looking statements as defined in the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties, which may cause the company's actual results in future periods to differ materially from what is currently anticipated. Those risks include, among others, general competitive factors, the company's ability to successfully implement operational improvements in its businesses, the episodic nature of the company's business, and the ability to negotiate additional financing arrangements beyond May 2004. Additional information on these and other risks are detailed further in the company's Annual Report and 10K to shareholders for the year ended December 31, 2001, and from time to time in the company's filings with the Securities and Exchange Commission.

###

EX-99.7 9 exhibit_99-7.htm Exhibit 99.7

XXX

BMC

BMC Industries, Inc.
One Meridian Crossings, Suite 850
Minneapolis, MN 55423
Web site www.bmcind.com

NEWS RELEASE

CONTACT:	BRADLEY D. CARLSON	(NYSE: BMM)
	(952) 851-6020	FOR IMMEDIATE RELEASE

BMC INDUSTRIES REACHES AGREEMENT TO SETTLE SHAREHOLDER DERIVATIVE LAWSUIT

Oct. 8, 2002 - MINNEAPOLIS - BMC Industries, Inc. (NYSE: BMM), announced today that it has entered into an agreement to settle the shareholder derivative lawsuit pending against the company and certain of its directors since June 2002. Under the terms of the settlement, the company will review and enhance existing corporate governance policies, provide the plaintiff, a significant shareholder, with opportunities for input on these enhancements and consider the plaintiff's recommendations for candidates to serve on the company's board of directors.

"This is positive news for the company and our shareholders," said Douglas C. Hepper, chairman, president and chief executive officer of BMC Industries. "While we believed the lawsuit was without merit, this settlement allows us to focus our full attention and resources on our operations and business strategies."

This settlement has been approved by the plaintiff, the individual defendants, and by BMC and its board of directors. The settlement is subject to approval by the United States District Court for the District of Minnesota.

BMC Industries, Inc. is traded on the New York Stock Exchange under the ticker symbol "BMM." For more information about BMC Industries, visit the company's Web site at www.bmcind.com.

Certain statements in this news release may be deemed to be forward-looking statements as defined in the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties, which may cause the company's actual results in future periods to differ materially from what is currently anticipated. Those risks include, among others, general competitive factors, the company's ability to successfully implement operational improvements in its businesses, the episodic nature of the company's business, the ability to negotiate additional financing arrangements beyond May 2004, and the United States District Court for the District of Minnesota failure to approve the settlement of the shareholder derivative action. Additional information on these and other risks are detailed further in the company's Annual Report and 10K to shareholders dated December 31, 2001, and from time to time in the company's filings with the Securities and Exchange Commission.

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EX-99.8 10 exhibit_99-8.htm Exhibit 99.8

BMC

BMC Industries, Inc.
One Meridian Crossings, Suite 850
Minneapolis, MN 55423
Web site www.bmcind.com

NEWS RELEASE

CONTACT:	BRADLEY D. CARLSON	(NYSE: BMM)
	(952) 851-6020	FOR IMMEDIATE RELEASE

BMC INDUSTRIES ANNOUNCES BANK CREDIT AGREEMENT EXTENSION

Reclassifies Majority of Short-Term Debt as Long-Term Debt

Sept. 30, 2002 - Minneapolis, Minnesota, USA-- BMC Industries, Inc. (NYSE: BMM), today announced that it has reached an agreement with its lenders on an amendment to its existing senior credit facilities that, among other things, extends the termination date of the facility to May 2004 and reduces the aggregate facility size from $185 million to $145 million. The effect of the amendment/extension is to reclassify nearly all of the company's short-term debt, as long-term debt.

"This new debt agreement is one further indication of our progress to return BMC to financial health. The agreement increases our financial flexibility, complementing the use of our strong cash flow to reduce debt," said Douglas C. Hepper, chairman, president and chief executive officer of BMC Industries. "We believe this strong show of support from our lending institutions will go a long way to reassure the confidence of our loyal customers, suppliers and other stakeholders."

Hepper continued, "In addition to the debt agreement, I'm pleased to report that we continue to make good progress to realize the potential of our two core businesses and other assets of the company. A priority focus is to profitably grow our global polycarbonate lens franchise and to manage our core mask operations for maximum cash flow. We estimate that our total debt outstanding at September 30, 2002 will approximate $115 million, down from $142 million at December 31, 2001. This is a significant accomplishment, given the tough business climate we have operated in, and it is a credit to the dedication and hard work of everyone at BMC."

The Optical Products group, operating under the Vision-Ease Lens trade name, is a leading designer, manufacturer and distributor of polycarbonate, glass and plastic eyewear lenses. Vision-Ease is a technology and market share leader in the polycarbonate lens segment of the market. Polycarbonate lenses are thinner and lighter than lenses made of other materials, while providing inherent ultraviolet (UV) filtering and impact resistant characteristics.

BMC Industries, Inc. is traded on the New York Stock Exchange under the ticker symbol "BMM." For more information about BMC Industries, Inc., visit the Company's Web site at www.bmcind.com.

Certain statements in this news release may be deemed to be forward-looking statements as defined in the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties, which may cause the company's actual results in future periods to differ materially from what is currently anticipated. Those risks include, among others, general competitive factors, the company's ability to successfully implement operational improvements in its businesses, the episodic nature of the company's business, the ability to meet future financial covenants related to its existing senior credit facilities, and the ability to negotiate additional financing arrangements beyond May 2004. Additional information on these and other risks are detailed further in the company's Annual Report and 10K to shareholders dated December 31, 2001, and from time to time in the company's filings with the Securities and Exchange Commission.

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EX-99.9 11 exhibit_99-9.htm Exhibit 99.9

BMC Industries, Inc.

One Meridian Crossings, Suite 850

Minneapolis, MN 55423

Web site: www.bmcind.com

NEWS RELEASE

CONTACT:	BRADLEY D. CARLSON	(NYSE: BMM)
	(952) 851-6020	FOR IMMEDIATE RELEASE

VISION-EASE LENS EXPANDS PRODUCTION OF CONTINUA™ D28 BIFOCAL LENSES

Sales and Shipments of the Lenses Resume This Month

Sept. 24, 2002 - Minneapolis, Minnesota, USA--Vision-Ease Lens, Inc., the leading U.S. manufacturer of premium polycarbonate lenses and a subsidiary of BMC Industries, Inc. (NYSE: BMM), reports that it is again accepting orders for its popular Continua^™ D28 bifocal lens. Orders for the lenses were temporarily restricted.

"Demand for Vision-Ease Lens' premium polycarbonate lenses exceeded our projections and production in early 2002," explains Mike Vierzba, executive vice president of sales & marketing. "We are pleased to announce that we have successfully increased production and rebuilt inventories, allowing us to accept new orders for Continua^™ D28 bifocal lenses, effective immediately."

"Continua^™D28 bifocal lenses offer presbyopes a terrific value," continues Vierzba. "They are 25% thinner and lighter than conventional plastic bifocals, they offer superior impact resistance for added safety, and Continua^™ lenses' thermal-cured hard coat gives them an extra hard surface for better scratch resistance than other polycarbonate lenses."

For more information about Continua^™ D28 bifocal lenses and other Vision-Ease Lens products, contact the company's Customer Service Department at (800) 328-3449 or visit their website at www.vision-ease.com.

The Optical Products group, operating under the Vision-Ease Lens trade name, is a leading designer, manufacturer and distributor of polycarbonate, glass and plastic eyewear lenses. Vision-Ease is a technology and market share leader in the polycarbonate lens segment of the market. Polycarbonate lenses are thinner and lighter than lenses made of other materials, while providing inherent ultraviolet (UV) filtering and impact resistant characteristics.

BMC Industries, Inc. is traded on the New York Stock Exchange under the ticker symbol "BMM." For more information about BMC Industries, Inc., visit the Company's Web site at www.bmcind.com.

Certain statements in this news release may be deemed to be forward-looking statements as defined in the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties, which may cause the company's actual results in future periods to differ materially from what is currently anticipated. Those risks include, among others, general competitive factors, the company's ability to successfully complete and integrate its acquisitions and to implement operational improvements in its acquired businesses, the episodic nature of the company's business and other risks and uncertainties detailed from time to time in the company's filings with the Securities and Exchange Commission.

-30-

EX-99.10 12 exhibit_99-10.htm Exhibit 99.10

BMC Industries, Inc.

One Meridian Crossings, Suite 850

Minneapolis, MN 55423

Web site: www.bmcind.com

NEWS RELEASE

CONTACT:	BRADLEY D. CARLSON	(NYSE: BMM)
	(952) 851-6020	FOR IMMEDIATE RELEASE

BMC INDUSTRIES ANNOUNCES MOVE OF ELECTROFORMING BUSINESS

Sept. 23, 2002 - Minneapolis, Minnesota, USA - BMC Industries, Inc. (NYSE: BMM) announced today that its Buckbee-Mears group will move its electroforming operations from the current location in St. Paul, Minnesota to its facility in Cortland, New York. Preparations and facility modifications will begin immediately, with the goal of complete operability in the Cortland facility by January 31, 2003. The move of electroforming operations to Cortland is part of BMC's overall restructuring initiatives, announced in late 2001, intended to consolidate operations and reduce costs.

"This move represents yet another step in our restructuring efforts designed to reduce fixed overhead costs related to the leased facility in St. Paul, and to integrate our most strategic capabilities toward the growth of our non-mask segments," said Gary Nelson, president of the Buckbee-Mears group.

Nelson continued, "We are excited about the opportunities this move will provide leveraging our ability to produce extremely small-features and tight tolerances. With features on our mesh as small as 2,000 lines per inch, our product is sought out by many industries, including medical, filtration and defense. Electroforming also complements our world-class etching capabilities and opens a variety of new product avenues for our non-mask businesses."

On a related note, BMC also announced today that it has reached a preliminary agreement with the Environmental Protection Agency relating to the Resource Conservation Recovery Act. The settlement relates primarily to past housekeeping practices at BMC's St. Paul facility. Under the settlement agreement, BMC will make four payments of approximately $60,000 each over the next two years. "The Company is pleased that this matter has been concluded and will continue its commitment to sound environmental practices," commented Douglas C. Hepper, chairman, president and chief executive officer of BMC Industries.

The Optical Products group, operating under the Vision-Ease Lens trade name, is a leading designer, manufacturer and distributor of polycarbonate, glass and plastic eyewear lenses. Vision-Ease is a technology and market share leader in the polycarbonate lens segment of the market. Polycarbonate lenses are thinner and lighter than lenses made of other materials, while providing inherent ultraviolet (UV) filtering and impact resistant characteristics.

BMC Industries, Inc. is traded on the New York Stock Exchange under the ticker symbol "BMM." For more information about BMC Industries, Inc., visit the Company's Web site at www.bmcind.com.

-30-

EX-99.11 13 exhibit_99-11.htm Exhibit 99.11

BMC Industries, Inc.

One Meridian Crossings, Suite 850

Minneapolis, MN 55423

Web site: www.bmcind.com

NEWS RELEASE

CONTACT:	BRADLEY D. CARLSON	(NYSE: BMM)
	(952) 851-6020	FOR IMMEDIATE RELEASE

VISION-EASE LENS LAUNCHES CONTINUA TINTABLE™ LENSES

Value-Priced Lenses Replace Company's Former Allegra Lens Line

September 16, 2002 - MINNEAPOLIS - Vision-Ease Lens, Inc., the leading U.S. manufacturer of premium polycarbonate lenses and subsidiary of BMC Industries, Inc. (NYSE: BMM), announced today the launch of Continua Tintable™ lenses, the company's new value-priced line of ophthalmic lenses.

Continua Tintable™ lenses are up to 25% thinner, 50% lighter, and 50% flatter than standard plastic lenses and feature a durable and fast-tinting UV-cured hardcoat that can be tinted to full sun lens density. The lenses are made of the same latest-generation polycarbonate resin as the company's Tegra^® and Continua™ product lines and are available in semi-finished single vision (SFSV) and finished single vision (FSV) formats.

"Continua Tintable™ lenses replace our previous value-priced Allegra lens line," explains Mike Vierzba, executive vice president of sales and marketing. "Continua Tintable™ lenses offer the same great value as Allegra lenses, with durability and tintability that our customers have grown to trust."

"With the addition of our new Continua Tintable™ product line, Vision-Ease Lens now offers optical professionals three distinct brands of quality polycarbonate lenses to satisfy all customer needs," explains Vierzba. "Tegra, our premium brand and winner of OLA's Award of Excellence, features ActualEyes^® aspheric design for exceptional clarity, comfort, and appearance, and industry-leading scratch resistance for unmatched durability. Our Continua brand features a thermal-cured hardcoat for exceptional durability and is available in a wide variety of lens styles. And our new Continua Tintable™ line offers an exceptional combination of tintability and durability in a value-priced polycarbonate lens."

BMC Industries, Inc. is traded on the New York Stock Exchange under the ticker symbol "BMM." For more information about BMC Industries, visit the company's Web site at www.bmcind.com.

Certain statements in this news release may be deemed to be forward-looking statements as defined in the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties, which may cause the company's actual results in future periods to differ materially from what is currently anticipated. Those risks include, among others, general competitive factors, the company's ability to successfully complete and integrate its acquisitions and to implement operational improvements in its acquired businesses, the episodic nature of the company's business and other risks and uncertainties detailed from time to time in the company's filings with the Securities and Exchange Commission.

-30-

EX-99.12 14 exhibit_99-12.htm Exhibit 99.12

BMC Industries, Inc.

One Meridian Crossings, Suite 850

Minneapolis, MN 55423

Web site: www.bmcind.com

NEWS RELEASE

CONTACT:	BRADLEY D. CARLSON	(NYSE: BMM)
	(952) 851-6020	FOR IMMEDIATE RELEASE

BMC INDUSTRIES ADVISED BY NEW YORK STOCK EXCHANGE REGARDING LISTING STANDARDS

August 30, 2002 - Minneapolis, Minnesota, USA - BMC Industries, Inc. (NYSE: BMM) announced today that is has been advised by the New York Stock Exchange (NYSE) that the Company fell below the NYSE's continued listing criteria relating to minimum share price. The NYSE requires that the Company's stock trade at a minimum share price of $1.00 over a 30-day trading period. Under NYSE rules, the Company must bring its share price and average share price back above $1.00 within six months of the NYSE notification.

The Company has formally acknowledged receipt of the notification and advised the NYSE of its intent to cure this deficiency. Since receipt of the NYSE notification, the price of the Company's common stock has traded above $1.00 for the past 10 consecutive trading days.

The Optical Products group, operating under the Vision-Ease trade name, is a leading designer, manufacturer and distributor of polycarbonate, glass and plastic eyewear lenses. Vision-Ease is a technology and market share leader in the polycarbonate lens segment of the market. Polycarbonate lenses are thinner and lighter than lenses made of other materials, while providing inherent ultraviolet (UV) filtering and impact resistant characteristics.

BMC Industries, Inc. is traded on the New York Stock Exchange under the ticker symbol "BMM." For more information about BMC Industries, Inc., visit the Company's Web site at www.bmcind.com.

-30-

EX-99.13 15 exhibit_99-13.htm Exhibit 99.13

BMC Industries, Inc.

One Meridian Crossings, Suite 850

Minneapolis, MN 55423

Web site: www.bmcind.com

CONTACT:	DOUGLAS C. HEPPER	(NYSE: BMM)
	(952) 851-6000	FOR IMMEDIATE RELEASE

BMC Industries Initiates Arbitration Against China-based Licensees

Initial filing alleges numerous contract and license violations, comes after favorable settlement in related case

MINNEAPOLIS - August 28, 2002 - BMC Industries, Inc. (NYSE: BMM) today announced it has initiated arbitration proceedings in the Arbitration Institute of the Stockholm Chamber of Commerce against China-based China National Electronics Import and Export Corp. (CEIEC) and Yantai Zhenghai Electronic Shadow Mask Co., Ltd. (Yantai). BMC seeks monetary damages and injunctive relief for alleged violations by Yantai of multiple terms of a license agreement between CEIEC, Yantai and BMC's Buckbee-Mears Group.

As part of an agreement in the early 1990's, BMCsold an aperture mask line and granted a non-exclusive license to proprietary process and patent technology to CEIEC and Yantai for use in manufacturing aperture masks in China. Under terms of the agreement, Yantai is required to pay a royalty to BMC for all mask sales and is subject to a prohibition on mask sales into certain countries outside China and restrictions on mask sales into other countries. BMC states in its initial filing that Yantai has violated several key provisions of their agreement by failing to make any royalty payment on mask sales since the royalty period began in January 1996, producing additional lines by reverse engineering of BMC's proprietary technology and selling masks outside China in direct violation of its license.

'We're optimistic of a positive outcome in the Yantai case, which is the second phase of a three-part initiative aimed at recovering past and preventing future damages from the unauthorized use and sale of our proprietary technologies,' said Douglas C. Hepper, Chairman and Chief Executive Officer of BMC Industries.

BMC's action against CEIEC and Yantai follows shortly after the Company's favorable settlement of litigation against a German company for its unauthorized use of BMC proprietary technology in mask production equipment that was sold to a party in China. BMC's six-year pursuit of these claims ultimately succeeded in obtaining a monetary award for past damages, recognition of the proprietary nature of BMC technology and a court mandated damage award in the event of any future infringement.

'We are very pleased with the court-initiated settlement of the German case because it sends a clear message to those in our industries who might otherwise seek gain from our efforts that we can and will protect our proprietary technology,' Hepper said. 'We have invested heavily in research and development and we are committed to protecting that investment both in the United States and abroad.'

BMC Industries, Inc., founded in 1907, is comprised of two business segments: Buckbee-Mears and Optical Products. The Buckbee-Mears group offers a range of services and manufacturing capabilities to meet the most demanding precision metal manufacturing needs. The group is a leading producer of a variety of precision photo-etched and electroformed components that require fine features and tight tolerances. The group is also the only North American manufacturer of aperture masks, a key component in color television picture tubes.

BMC Industries is traded on the New York Stock Exchange under the ticker symbol 'BMM.' For more information about BMC, visit the company's Web site at www.bmcind.com.

Safe Harbor for Forward-Looking Statements

This news release contains various 'Forward-Looking Statements' within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 that are intended to be covered by the safe harbors created thereby. Statements made in this news release that are not statements of historical facts, including statements regarding future performance, are Forward-Looking Statements. Forward-Looking Statements may be identified by the use of words such as 'anticipates', 'estimates', 'expects', 'forecasts', 'projects', 'intends', 'plans', 'predicts', and similar expressions. Forward-Looking Statements are subject to a number of risks and uncertainties that could cause actual results or outcomes to differ materially from those projected, including, among others, general competitive factors, the company's ability to successfully develop new products and successfully protect its technology from unauthorized use by others, ability to complete and integrate its acquisitions and to implement operational improvements in its acquired businesses, the episodic nature of the company's business and the effect on operations of the costs to protect the Company's technology, in particular the cost of extensive litigation. Certain of these and other risks and uncertainties are discussed in further detail in BMC's Annual Report and Form 10-K for the year ended December 31, 2001 and other documents filed and to be filed with the Securities and Exchange Commission.

EX-99.14 16 exhibit_99-14.htm Exhibit 99.14

BMC Industries, Inc.

One Meridian Crossings, Suite 850

Minneapolis, MN 55423

Web site: www.bmcind.com

NEWS RELEASE

CONTACT:	BRADLEY D. CARLSON	(NYSE: BMM)
	(952) 851-6020	FOR IMMEDIATE RELEASE

BMC INDUSTRIES DISCONTINUES COMMON STOCK DIVIDEND

Reflects Focus on Reducing Debt and Investing in Businesses

August 16, 2002 - Minneapolis, Minnesota, USA - The Board of Directors of BMC Industries, Inc. (NYSE: BMM) today announced that the company will discontinue the payment of dividends on its common stock. This policy is based on the Board's decision to reinvest all cash generated by BMC's businesses into the future growth of the company to create long-term shareholder value and is consistent with the company's objectives of reducing debt.

"We are excited about the growth prospects for BMC, but we feel that until we are profitable and improve our balance sheet, we need to exercise tight control over our cash," said Doug Hepper, BMC Industries chairman and chief executive officer. "This is one of many prudent steps we are taking to build our cash flow and return us to the track of creating shareholder value."

BMC's last quarterly dividend on the company's common stock was announced on May 9, 2002 at $0.0025 per share, payable July 3, 2002, to holders of record June 19, 2002.

BMC Industries, Inc. is traded on the New York Stock Exchange under the ticker symbol "BMM." For more information about BMC Industries, Inc., visit the Company's Web site at www.bmcind.com.

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EX-99.15 17 exhibit_99-15.htm Exhibit 99.15

BMC Industries, Inc.

One Meridian Crossings, Suite 850

Minneapolis, MN 55423

Web site: www.bmcind.com

NEWS RELEASE

CONTACT:	BRADLEY D. CARLSON	(NYSE: BMM)
	(952) 851-6020	FOR IMMEDIATE RELEASE

Vision-Ease Lens and LensCrafters Introduce Polarized Melanin Sun Lenses

Partnership Produces Latest Innovation in Sunglass Lens Technology

August 16, 2002 - Minneapolis, Minnesota, USA--Vision-Ease Lens, Inc., a leading U.S. manufacturer of premium polycarbonate lenses, and subsidiary of BMC Industries, Inc. (NYSE: BMM) announces the release of its latest innovation in prescription sun lens technology---polarized melanin sun lenses.

Currently offered exclusively through LensCrafters, these innovative new sun lenses combine the unique light-absorbing properties of melanin with Vision-Ease's patented polarization process for superior protection from the sun's harmful rays and enhanced visual comfort, according to the company.

"Melanin is a natural light-absorbing substance found in our skin and in the retina," explains Mike Vierzba, Executive Vice President of Sales & Marketing. "It protects us from the harmful effects of the sun's ultra violet (UV) rays and also blocks high-energy visible light (HEV), sometimes referred to as 'near-UV' or 'blue' light. That's important because HEV causes glare and may be a contributing cause of age-related macular degeneration."

In addition to reducing the risk of cataracts and age-related macular degeneration, the new polarized melanin sun lenses also protect the skin around the eyes against premature wrinkles caused by sunlight, according to the company.

LensCrafters has named the new product FeatherWates^® SPF Lenses. According to the company, FeatherWates^® SPF Lenses provide 100% UVA and UVB protection and up to 50% more HEV protection than ordinary sun lenses. The polycarbonate lenses are currently available in a single vision design with the contrast-enhancing natural brown color of melanin.

In addition to offering superior protection from UV and HEV radiation, FeatherWates^® SPF Lenses include Vision-Ease's patented polarization process that virtually eliminates reflective glare. Made of premium polycarbonate material, FeatherWates^® SPF Lenses are up to 20% thinner, 30% lighter, and up to ten times more impact resistant than other sun lenses.

Because of their unique properties, FeatherWates^® SPF Lenses are the first prescription sun lenses to receive The Skin Cancer Foundation's Seal of Recommendation. (For more about sun protection and The Skin Cancer Foundation, visit www.skincancer.org.)

FeatherWates^® SPF Lenses are currently available in single vision prescriptions at all North American LensCrafters stores.

"We are proud to produce this exciting new sun lens for LensCrafters. It's another example of our continuing efforts at Vision-Ease Lens to respond to our customers' desires for innovative eyewear products," says Vierzba.

For more information about Vision-Ease Lens and its products, call (800) 328-3449 or visit the company's website at www.vision-ease.com.

To find the nearest LensCrafters store, visitwww.lenscrafters.com or call 1-800-541-5367. LensCrafters is the world's largest optical retail chain, with 868 locations in the U.S., Canada and Puerto Rico.

BMC Industries, Inc. is traded on the New York Stock Exchange under the ticker symbol "BMM." For more information about BMC Industries, Inc., visit the Company's Web site at www.bmcind.com.

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X	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the Quarterly Period ended September 30, 2002.

	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition Period from ________ to________________.

99.1	Certification of CEO under Section 906 of the Sarbanes-Oxley Act of 2002 (filed herein).

99.2	Certification of CFO under Section 906 of the Sarbanes-Oxley Act of 2002 (filed herein).

99.3	News Release, dated November 5, 2002, announcing Vision-Ease Lens certifies Ramsey facility for ISO 9001 (filed herein).

99.4	News Release, dated October 31, 2002, announcing third quarter and nine-month 2002 results (filed herein).

99.5	News Release, dated October 17, 2002, announcing BMC Industries to report third quarter 2002 results and host conference call on Thursday, October 31, 2002 (filed herein).

99.6	News Release, dated October 16, 2002, announcing Board of Directors appointments (filed herein).

99.7	News Release, dated October 8, 2002, announcing settlement reached in shareholder derivative lawsuit (filed herein).

99.8	News Release, dated September 30, 2002, announcing bank credit agreement extension (filed herein).

99.9	News Release, dated September 24, 2002, Vision-Ease Lens expands production of Continua™ D28 bifocal lenses (filed herein).

99.10	News Release, dated September 23, 2002, announcing the move of electroforming business from St. Paul (filed herein).

99.11	News Release, dated September 16, 2002, Vision-Ease Lens launches Continua Tintable™ lenses (filed herein).

99.12	News Release, dated August 30, 2002, BMC Industries advised by New York Stock Exchange regarding listing standards (filed herein).

99.13	News Release, dated August 28, 2002, BMC Industries initiates arbitration against China-based licensees (filed herein).

99.14	News Release, dated August 16, 2002, BMC Industries discontinues common stock dividend (filed herein).

99.15	News Release, dated August 16, 2002, Vision-Ease Lens and LensCrafters introduce polarized melanin sun lenses (filed herein).