8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): July 25, 2016

CRANE CO.

(Exact name of registrant as specified in its charter)

DELAWARE

(State or other jurisdiction of incorporation)

1-1657	13-1952290
(Commission File Number)	(IRS Employer Identification No.)
100 First Stamford Place, Stamford, CT	06902
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (203) 363-7300

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

SECTION 2 – FINANCIAL INFORMATION

Item 2.02 Results of Operations and Financial Condition.

On July 25, 2016, Crane Co. announced its results of operations for the quarter ended June 30, 2016. Copies of the related press release and quarterly financial data supplement are being furnished as Exhibits 99.1 and 99.2 to this Form 8-K.

The information furnished under Item 2.02 of this Current Report on Form 8-K, including Exhibits 99.1 and 99.2, is not deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.

SECCTION 8 – OTHER EVENTS

Asbestos Liability

Information Regarding Claims and Costs in the Tort System

As of June 30, 2016, the Company was a defendant in cases filed in numerous state and federal courts alleging injury or death as a result of exposure to asbestos. Activity related to asbestos claims during the periods indicated was as follows:

	Three Months Ended				Six Months Ended				Year Ended
	June 30,				June 30,				December 31,
	2016		2015		2016		2015		2015
Beginning claims	40,649		44,587		41,090		47,507		47,507
New claims	662		658		1,642		1,291		2,572
Settlements	(147	)	(313	)	(541	)	(521	)	(954	)
Dismissals	(2,500	)	(2,880	)	(3,527	)	(6,225	)	(8,035	)
Ending claims	38,664		42,052		38,664		42,052		41,090

Of the 38,664 pending claims as of June 30, 2016, approximately 18,400 claims were pending in New York, approximately 3,300 claims were pending in Texas, approximately 5,100 claims were pending in Mississippi, and approximately 200 claims were pending in Ohio, all jurisdictions in which legislation or judicial orders restrict the types of claims that can proceed to trial on the merits.

The Company has tried several cases resulting in defense verdicts by the jury or directed verdicts for the defense by the court. The Company further has pursued appeals of certain adverse jury verdicts that have resulted in reversals in favor of the defense.

On March 23, 2010, a Philadelphia, Pennsylvania, state court jury found the Company responsible for a 1/11th share of a $14.5 million verdict in the James Nelson claim, and for a 1/20th share of a $3.5 million verdict in the Larry Bell claim. On February 23, 2011, the court entered judgment on the verdicts in the amount of $0.2 million against the Company, only, in Bell, and in the amount of $4.0 million, jointly, against the Company and two other defendants in Nelson, with additional interest in the amount of $0.01 million being assessed against the Company, only, in Nelson. All defendants, including the Company, and the plaintiffs took timely appeals of certain aspects of those judgments. The Company resolved the Bell appeal by settlement, which is reflected in the settled claims for 2012. On September 5, 2013, a panel of the Pennsylvania Superior Court, in a 2-1 decision, vacated the Nelson verdict against all defendants, reversing and remanding for a new trial. Plaintiffs requested a rehearing in the Superior Court and by order dated November 18, 2013, the Superior Court vacated the panel opinion, and granted en banc reargument. On December 23, 2014, the Superior Court issued a second opinion reversing the jury verdict. Plaintiffs sought leave to appeal to the Pennsylvania Supreme Court, which defendants have opposed. By order dated May 20, 2015, the Supreme Court of Pennsylvania is holding, but not acting on, the plaintiffs' petition pending the outcome of another appeal in which the Company is not a party.

On August 17, 2011, a New York City state court jury found the Company responsible for a 99% share of a $32 million verdict on the Ronald Dummitt claim. The Company filed post-trial motions seeking to overturn the verdict, to grant a new trial, or to reduce the damages, which the Company argued were excessive under New York appellate case law governing awards for non-economic losses. The Court held oral argument on these motions on October 18, 2011 and issued a written decision on August 21, 2012 confirming the jury's liability findings but reducing the award of damages to $8 million. At plaintiffs' request, the Court entered a judgment in the amount of $4.9 million against the Company, taking into account settlement offsets and accrued interest under New York law. The Company appealed, and the judgment was affirmed in a 3-2 decision and order dated July 3, 2014. The Company appealed to the New York Court of Appeals. The court heard oral arguments on May 3, 2016 and

affirmed the judgment in a decision dated June 28, 2016. The judgment, with interest, is presently in the amount of $6.6 million. It is not certain how or when the Court's decision in Dummitt and Suttner (see below) will affect the Company's other pending appeals in New York state.

On October 23, 2012, the Company received an adverse verdict in the Gerald Suttner claim in Buffalo, New York. The jury found that the Company was responsible for four percent (4%) of plaintiffs' damages of $3 million. The Company filed post-trial motions requesting judgment in the Company's favor notwithstanding the jury's verdict, which were denied. The court entered a judgment of $0.1 million against the Company. The Company appealed, and the judgment was affirmed by order dated March 21, 2014. The Company sought reargument of this decision, which was denied. The Company sought review before the New York Court of Appeals, which was accepted in the fourth quarter of 2014. The court heard oral arguments on May 3, 2016 and affirmed the judgment in a decision dated June 28, 2016. The judgment, with interest, is presently in the amount of $0.2 million.

On November 28, 2012, the Company received an adverse verdict in the James Hellam claim in Oakland, CA. The jury found that the Company was responsible for seven percent (7%) of plaintiffs' non-economic damages of $4.5 million, plus a portion of their economic damages of $0.9 million. Based on California court rules regarding allocation of damages, judgment was entered against the Company in the amount of $1.282 million. The Company filed post-trial motions requesting judgment in the Company's favor notwithstanding the jury's verdict and also requesting that settlement offsets be applied to reduce the judgment in accordance with California law. On January 31, 2013, the court entered an order disposing partially of that motion. On March 1, 2013, the Company filed an appeal regarding the portions of the motion that were denied. The court entered judgment against the Company in the amount of $1.1 million. The Company appealed. By opinion dated April 16, 2014, the Court of Appeal affirmed the finding of liability against the Company, and the California Supreme Court denied review of this ruling. The Court of Appeal reserved the arguments relating to recoverable damages to a subsequent appeal that remains pending. On August 21, 2015, the Court of Appeal reversed the trial court with respect to a $20,000 damages item, but affirmed the trial court in all other respects. The Company sought review of that ruling before the Supreme Court of California, which was denied. The Company settled the matter in December 2015.  The settlement is reflected in the fourth quarter 2015 indemnity amount.

On February 25, 2013, a Philadelphia, Pennsylvania, state court jury found the Company responsible for a 1/10th share of a $2.5 million verdict in the Thomas Amato claim and a 1/5th share of a $2.3 million verdict in the Frank Vinciguerra claim, which were consolidated for trial. The Company filed post-trial motions requesting judgments in the Company's favor notwithstanding the jury's verdicts or new trials, and also requesting that settlement offsets be applied to reduce the judgment in accordance with Pennsylvania law. These motions were denied. The Company has appealed, and on April 17, 2015, a panel of the Superior Court of Pennsylvania affirmed the trial court's ruling. The Supreme Court of Pennsylvania has accepted the Company’s petition for review, and has scheduled argument for September 13, 2016.

On March 1, 2013, a New York City state court jury entered a $35 million verdict against the Company in the Ivo Peraica claim. The Company filed post-trial motions seeking to overturn the verdict, to grant a new trial, or to reduce the damages, which the Company argues were excessive under New York appellate case law governing awards for non-economic losses and further were subject to settlement offsets. After the trial court remitted the verdict to $18 million, but otherwise denied the Company’s post-trial motion, judgment was entered against the Company in the amount of $10.6 million (including interest). The Company has appealed. The Company has taken a separate appeal of the trial court’s denial of its summary judgment motion. The Court has consolidated the appeals, which were heard in the fourth quarter of 2014. In July 2016 the Company supplemented its briefing based on the New York Court of Appeals Dummitt/Suttner decision.

On July 31, 2013, a Buffalo, New York state court jury entered a $3.1 million verdict against the Company in the Lee Holdsworth claim. The Company filed post-trial motions seeking to overturn the verdict, to grant a new trial, or to reduce the damages, which the Company argues were excessive under New York appellate case law governing awards for non-economic losses and further were subject to settlement offsets. Post-trial motions were denied, and the court entered judgment in the amount of $1.7 million. On June 12, 2015, the Appellate Division, Fourth Department, affirmed the trial court's ruling denying the Company's motion for summary judgment. The court denied reargument of that ruling. The Company pursued a further appeal of the trial court rulings and judgment, which was argued on May 16, 2016. On July 8, 2016, the Court vacated the judgment and granted the Company a new trial on the issue of whether the Company is subject to joint-and-several liability under New York law.

On September 11, 2013, a Columbia, South Carolina state court jury in the Lloyd Garvin claim entered an $11 million verdict for compensatory damages against the Company and two other defendants jointly, and also awarded exemplary damages against the Company in the amount of $11 million. The jury also awarded exemplary damages against both other defendants. The Company filed post-trial motions seeking to overturn the verdict, which were denied, except that the Court remitted the compensatory damages award to $2.5 million and exemplary damages award to $3.5 million. Considering settlement offsets,

the Court further reduced the total damages award to $3.5 million. The Company has settled the matter. The settlement is reflected in the first quarter 2015 indemnity amount.

On September 17, 2013, a Fort Lauderdale, Florida state court jury in the Richard DeLisle claim found the Company responsible for 16 percent of an $8 million verdict. The trial court denied all parties’ post-trial motions, and entered judgment against the Company in the amount of $1.3 million. The Company has appealed. Oral argument on the appeal took place on February 16, 2016.

On June 16, 2014, a New York City state court jury entered a $15 million verdict against the Company in the Ivan Sweberg claim and a $10 million verdict against the Company in the Selwyn Hackshaw claim. The two claims were consolidated for trial. The Company filed post-trial motions seeking to overturn the verdicts, to grant new trials, or to reduce the damages, which were denied, except that the Court reduced the Sweberg award to $10 million, and reduced the Hackshaw award to $6 million. Judgments have been entered in the amount of $5.3 million in Sweberg and $3.1 million in Hackshaw. The Company has appealed. Oral argument on Sweberg took place on February 16, 2016, and oral argument on Hackshaw took place on March 9, 2016.

On July 2, 2015, a St. Louis, Missouri state court jury in the James Poage claim entered a $1.5 million verdict for compensatory damages against the Company. The jury also awarded exemplary damages against the Company in the amount of $10 million. The Company filed a motion seeking to reduce the verdict to account for the verdict set-offs. That motion was denied, and judgment was entered against the Company in the amount of $10.8 million. The Company is pursuing an appeal.

On February 9, 2016, a Philadelphia, Pennsylvania, federal court jury found the Company responsible for a 30 percent share of a $1.085 million verdict in the Valent Rabovsky claim. The court ordered briefing on the amount of the judgment. The Company argued, among other things, that settlement offsets reduce the award to plaintiff under Pennsylvania law. A further hearing was held April 26, 2016, after which the court denied the Company's request and entered judgment in the amount of $0.4 million. The Company has filed post-trial motions and will pursue an appeal if necessary.

On April 22, 2016, a Phoenix, Arizona federal court jury found the Company responsible for a 20 percent share of a $9 million verdict in the George Coulbourn claim, and further awarded exemplary damages against the Company in the amount of $5 million.  The jury also awarded compensatory and exemplary damages against the other defendant present at trial.  The court entered judgment against the Company in the amount of $6.8 million. The Company has filed post-trial motions and will pursue an appeal if necessary.

Such judgment amounts are not included in the Company’s incurred costs until all available appeals are exhausted and the final payment amount is determined.

The gross settlement and defense costs incurred (before insurance recoveries and tax effects) for the Company for the six-month periods ended June 30, 2016 and 2015 totaled $37.8 million. In contrast to the recognition of settlement and defense costs, which reflect the current level of activity in the tort system, cash payments and receipts generally lag the tort system activity by several months or more, and may show some fluctuation from quarter to quarter. Cash payments of settlement amounts are not made until all releases and other required documentation are received by the Company, and reimbursements of both settlement amounts and defense costs by insurers may be uneven due to insurer payment practices, transitions from one insurance layer to the next excess layer and the payment terms of certain reimbursement agreements. The Company’s total pre-tax payments for settlement and defense costs, net of funds received from insurers, for the six-month periods ended June 30, 2016 and 2015 totaled $25.7 million and $24.8 million, respectively. Detailed below are the comparable amounts for the periods indicated.

	Three Months Ended						Six Months Ended						Year Ended
(in millions)	June 30,						June 30,						December 31,
	2016			2015			2016			2015			2015
Settlement / indemnity costs incurred (1)	$	4.4		$	8.9		$	15.7		$	16.7		$	27.7
Defense costs incurred (1)	12.1			10.6			22.1			21.1			41.7
Total costs incurred	$	16.5		$	19.5		$	37.8		$	37.8		$	69.4
Settlement / indemnity payments	$	8.4		$	5.6		$	13.5		$	11.1		$	24.5
Defense payments	11.7			12.5			20.3			20.6			43.5
Insurance receipts	(5.2		)	(4.0		)	(8.1		)	(6.9		)	(18.1		)
Pre-tax cash payments	$	14.9		$	14.1		$	25.7		$	24.8		$	49.9

(1) Before insurance recoveries and tax effects.

The amounts shown for settlement and defense costs incurred, and cash payments, are not necessarily indicative of future period amounts, which may be higher or lower than those reported.

Cumulatively through June 30, 2016, the Company has resolved (by settlement or dismissal) approximately 120,000 claims. The related settlement cost incurred by the Company and its insurance carriers is approximately $468 million, for an average settlement cost per resolved claim of approximately $3,900. The average settlement cost per claim resolved during the years ended December 31, 2015, 2014 and 2013 was $3,100, $3,800 and $3,300, respectively. Because claims are sometimes dismissed in large groups, the average cost per resolved claim, as well as the number of open claims, can fluctuate significantly from period to period. In addition to large group dismissals, the nature of the disease and corresponding settlement amounts for each claim resolved will also drive changes from period to period in the average settlement cost per claim. Accordingly, the average cost per resolved claim is not considered in the Company’s periodic review of its estimated asbestos liability. For a discussion regarding the four most significant factors affecting the liability estimate, see “Effects on the Condensed Consolidated Financial Statements”.

Effects on the Condensed Consolidated Financial Statements

The Company has retained the firm of Hamilton, Rabinovitz & Associates, Inc. (“HR&A”), a nationally recognized expert in the field, to assist management in estimating the Company’s asbestos liability in the tort system. HR&A reviews information provided by the Company concerning claims filed, settled and dismissed, amounts paid in settlements and relevant claim information such as the nature of the asbestos-related disease asserted by the claimant, the jurisdiction where filed and the time lag from filing to disposition of the claim. The methodology used by HR&A to project future asbestos costs is based largely on the Company’s experience during a base reference period of eleven quarterly periods (consisting of the two full preceding calendar years and three additional quarterly periods to the estimate date) for claims filed, settled and dismissed. The Company's experience is then compared to estimates of the number of individuals likely to develop asbestos-related diseases determined based on widely used previously conducted epidemiological studies augmented with current data inputs. Those studies were undertaken in connection with national analyses of the population of workers believed to have been exposed to asbestos. Using that information, HR&A estimates the number of future claims that would be filed against the Company and estimates the aggregate settlement or indemnity costs that would be incurred to resolve both pending and future claims based upon the average settlement costs by disease during the reference period. This methodology has been accepted by numerous courts. After discussions with the Company, HR&A augments its liability estimate for the costs of defending asbestos claims in the tort system using a forecast from the Company which is based upon discussions with its defense counsel. Based on this information, HR&A compiles an estimate of the Company’s asbestos liability for pending and future claims, based on claim experience during the reference period and covering claims expected to be filed through the indicated forecast period. The most significant factors affecting the liability estimate are (1) the number of new mesothelioma claims filed against the Company, (2) the average settlement costs for mesothelioma claims, (3) the percentage of mesothelioma claims dismissed against the Company and (4) the aggregate defense costs incurred by the Company. These factors are interdependent, and no one factor predominates in determining the liability estimate. Although the methodology used by HR&A can be applied to show claims and costs for periods subsequent to the indicated period (up to and including the endpoint of the asbestos studies referred to above), management believes that the level of uncertainty regarding the various factors used in estimating future asbestos costs is too great to provide for reasonable estimation of the number of future claims, the nature of such claims or the cost to resolve them for years beyond the indicated estimate.

In the Company’s view, the forecast period used to provide the best estimate for asbestos claims and related liabilities and costs is a judgment based upon a number of trend factors, including the number and type of claims being filed each year; the jurisdictions where such claims are filed, and the effect of any legislation or judicial orders in such jurisdictions restricting the types of claims that can proceed to trial on the merits; and the likelihood of any comprehensive asbestos legislation at the federal level. In addition, the dynamics of asbestos litigation in the tort system have been significantly affected over the past five to ten years by the substantial number of companies that have filed for bankruptcy protection, thereby staying any asbestos claims against them until the conclusion of such proceedings, and the establishment of a number of post-bankruptcy trusts for asbestos claimants, which are estimated to provide $36 billion for payments to current and future claimants. These trend factors have both positive and negative effects on the dynamics of asbestos litigation in the tort system and the related best estimate of the Company’s asbestos liability, and these effects do not move in a linear fashion but rather change over multi-year periods. Accordingly, the Company’s management continues to monitor these trend factors over time and periodically assesses whether an alternative forecast period is appropriate.

Each quarter, HR&A compiles an update based upon the Company’s experience in claims filed, settled and dismissed during the updated reference period (consisting of the preceding eleven quarterly periods) as well as average settlement costs by

disease category (mesothelioma, lung cancer, other cancer, and non-malignant conditions including asbestosis) during that period. In addition to this claims experience, the Company also considers additional quantitative and qualitative factors such as the nature of the aging of pending claims, significant appellate rulings and legislative developments, and their respective effects on expected future settlement values. As part of this process, the Company also takes into account trends in the tort system such as those enumerated above. Management considers all these factors in conjunction with the liability estimate of HR&A and determines whether a change in the estimate is warranted.

Liability Estimate. With the assistance of HR&A, effective as of December 31, 2011, the Company updated and extended its estimate of the asbestos liability, including the costs of settlement or indemnity payments and defense costs relating to currently pending claims and future claims projected to be filed against the Company through 2021. The Company’s previous estimate was for asbestos claims filed or projected to be filed through 2017. As a result of this updated estimate, the Company recorded an additional liability of $285 million as of December 31, 2011. The Company’s decision to take this action at such date was based on several factors which contribute to the Company’s ability to reasonably estimate this liability for the additional period noted. First, the number of mesothelioma claims (which although constituting approximately 8% of the Company’s total pending asbestos claims, have accounted for approximately 90% of the Company’s aggregate settlement and defense costs) being filed against the Company and associated settlement costs have recently stabilized. In the Company’s opinion, the outlook for mesothelioma claims expected to be filed and resolved in the forecast period is reasonably stable. Second, there have been favorable developments in the trend of case law which has been a contributing factor in stabilizing the asbestos claims activity and related settlement costs. Third, there have been significant actions taken by certain state legislatures and courts over the past several years that have reduced the number and types of claims that can proceed to trial, which has been a significant factor in stabilizing the asbestos claims activity. Fourth, the Company has now entered into coverage-in-place agreements with almost all of its excess insurers, which enables the Company to project a more stable relationship between settlement and defense costs paid by the Company and reimbursements from its insurers. Taking all of these factors into account, the Company believes that it can reasonably estimate the asbestos liability for pending claims and future claims to be filed through 2021. While it is probable that the Company will incur additional charges for asbestos liabilities and defense costs in excess of the amounts currently provided, the Company does not believe that any such amount can be reasonably estimated beyond 2021. Accordingly, no accrual has been recorded for any costs which may be incurred for claims which may be made subsequent to 2021.

Management has made its best estimate of the costs through 2021 based on the analysis by HR&A completed in January 2012. Through June 30, 2016, the Company’s actual experience during the updated reference period for mesothelioma claims filed and dismissed generally approximated the assumptions in the Company’s liability estimate. In addition to this claims experience, the Company considered additional quantitative and qualitative factors such as the nature of the aging of pending claims, significant appellate rulings and legislative developments, and their respective effects on expected future settlement values. Based on this evaluation, the Company determined that no change in the estimate was warranted for the period ended June 30, 2016. Nevertheless, if certain factors show a pattern of sustained increase or decrease, the liability could change materially; however, all the assumptions used in estimating the asbestos liability are interdependent and no single factor predominates in determining the liability estimate. As noted above, the Company continues to monitor trend factors, such as the number and type of claims being filed each year, case management orders and legislation restricting the types of claims that can proceed to trial, significant appellate rulings and developments affecting the post-bankruptcy trusts for asbestos claimants to assess whether the existing forecast period is appropriate. Because of the uncertainty with regard to and the interdependency of such factors used in the calculation of its asbestos liability, and since no one factor predominates, the Company believes that a range of potential liability estimates beyond the indicated forecast period cannot be reasonably estimated.

A liability of $894 million was recorded as of December 31, 2011 to cover the estimated cost of asbestos claims now pending or subsequently asserted through 2021, of which approximately 80% is attributable to settlement and defense costs for future claims projected to be filed through 2021. The liability is reduced when cash payments are made in respect of settled claims and defense costs. The liability was $512 million as of June 30, 2016. It is not possible to forecast when cash payments related to the asbestos liability will be fully expended; however, it is expected such cash payments will continue for a number of years past 2021, due to the significant proportion of future claims included in the estimated asbestos liability and the lag time between the date a claim is filed and when it is resolved. None of these estimated costs have been discounted to present value due to the inability to reliably forecast the timing of payments. The current portion of the total estimated liability at June 30, 2016 was $75 million and represents the Company’s best estimate of total asbestos costs expected to be paid during the twelve-month period. Such amount is based upon the HR&A model together with the Company’s prior year payment experience for both settlement and defense costs.

Insurance Coverage and Receivables. Prior to 2005, a significant portion of the Company’s settlement and defense costs were paid by its primary insurers. With the exhaustion of that primary coverage, the Company began negotiations with its excess insurers to reimburse the Company for a portion of its settlement and/or defense costs as incurred. To date, the Company has entered into agreements providing for such reimbursements, known as “coverage-in-place”, with eleven of its excess insurer

groups. Under such coverage-in-place agreements, an insurer’s policies remain in force and the insurer undertakes to provide coverage for the Company’s present and future asbestos claims on specified terms and conditions that address, among other things, the share of asbestos claims costs to be paid by the insurer, payment terms, claims handling procedures and the expiration of the insurer’s obligations. Similarly, under a variant of coverage-in-place, the Company has entered into an agreement with a group of insurers confirming the aggregate amount of available coverage under the subject policies and setting forth a schedule for future reimbursement payments to the Company based on aggregate indemnity and defense payments made. In addition, with ten of its excess insurer groups, the Company entered into policy buyout agreements, settling all asbestos and other coverage obligations for an agreed sum, totaling $82.5 million in aggregate. Reimbursements from insurers for past and ongoing settlement and defense costs allocable to their policies have been made in accordance with these coverage-in-place and other agreements. All of these agreements include provisions for mutual releases, indemnification of the insurer and, for coverage-in-place, claims handling procedures. With the agreements referenced above, the Company has concluded settlements with all but one of its solvent excess insurers whose policies are expected to respond to the aggregate costs included in the updated liability estimate. That insurer, which issued a single applicable policy, has been paying the shares of defense and indemnity costs the Company has allocated to it, subject to a reservation of rights. There are no pending legal proceedings between the Company and any insurer contesting the Company’s asbestos claims under its insurance policies.

In conjunction with developing the aggregate liability estimate referenced above, the Company also developed an estimate of probable insurance recoveries for its asbestos liabilities. In developing this estimate, the Company considered its coverage-in-place and other settlement agreements described above, as well as a number of additional factors. These additional factors include the financial viability of the insurance companies, the method by which losses will be allocated to the various insurance policies and the years covered by those policies, how settlement and defense costs will be covered by the insurance policies and interpretation of the effect on coverage of various policy terms and limits and their interrelationships. In addition, the timing and amount of reimbursements will vary because the Company’s insurance coverage for asbestos claims involves multiple insurers, with different policy terms and certain gaps in coverage. In addition to consulting with legal counsel on these insurance matters, the Company retained insurance consultants to assist management in the estimation of probable insurance recoveries based upon the aggregate liability estimate described above and assuming the continued viability of all solvent insurance carriers. Based upon the analysis of policy terms and other factors noted above by the Company’s legal counsel, and incorporating risk mitigation judgments by the Company where policy terms or other factors were not certain, the Company’s insurance consultants compiled a model indicating how the Company’s historical insurance policies would respond to varying levels of asbestos settlement and defense costs and the allocation of such costs between such insurers and the Company. Using the estimated liability as of December 31, 2011 (for claims filed or expected to be filed through 2021), the insurance consultant’s model forecasted that approximately 25% of the liability would be reimbursed by the Company’s insurers. While there are overall limits on the aggregate amount of insurance available to the Company with respect to asbestos claims, those overall limits were not reached by the total estimated liability currently recorded by the Company, and such overall limits did not influence the Company in its determination of the asset amount to record. The proportion of the asbestos liability that is allocated to certain insurance coverage years, however, exceeds the limits of available insurance in those years. The Company allocates to itself the amount of the asbestos liability (for claims filed or expected to be filed through 2021) that is in excess of available insurance coverage allocated to such years. An asset of $225 million was recorded as of December 31, 2011 representing the probable insurance reimbursement for such claims expected through 2021. The asset is reduced as reimbursements and other payments from insurers are received. The asset was $121 million as of June 30, 2016.

The Company reviews the aforementioned estimated reimbursement rate with its insurance consultants on a periodic basis in order to confirm its overall consistency with the Company’s established reserves. The reviews encompass consideration of the performance of the insurers under coverage-in-place agreements and the effect of any additional lump-sum payments under policy buyout agreements. Since December 2011, there have been no developments that have caused the Company to change the estimated 25% rate, although actual insurance reimbursements vary from period to period, and will decline over time, for the reasons cited above.

Uncertainties. Estimation of the Company’s ultimate exposure for asbestos-related claims is subject to significant uncertainties, as there are multiple variables that can affect the timing, severity and quantity of claims and the manner of their resolution. The Company cautions that its estimated liability is based on assumptions with respect to future claims, settlement and defense costs based on past experience that may not prove reliable as predictors. A significant upward or downward trend in the number of claims filed, depending on the nature of the alleged injury, the jurisdiction where filed and the quality of the product identification, or a significant upward or downward trend in the costs of defending claims, could change the estimated liability, as would substantial adverse verdicts at trial that withstand appeal. A legislative solution, structured settlement transaction, or significant change in relevant case law could also change the estimated liability.

The same factors that affect developing estimates of probable settlement and defense costs for asbestos-related liabilities also affect estimates of the probable insurance reimbursements, as do a number of additional factors. These additional factors include the financial viability of the insurance companies, the method by which losses will be allocated to the various insurance

policies and the years covered by those policies, how settlement and defense costs will be covered by the insurance policies and interpretation of the effect on coverage of various policy terms and limits and their interrelationships. In addition, due to the uncertainties inherent in litigation matters, no assurances can be given regarding the outcome of any litigation, if necessary, to enforce the Company’s rights under its insurance policies or settlement agreements.

Many uncertainties exist surrounding asbestos litigation, and the Company will continue to evaluate its estimated asbestos-related liability and corresponding estimated insurance reimbursement as well as the underlying assumptions and process used to derive these amounts. These uncertainties may result in the Company incurring future charges or increases to income to adjust the carrying value of recorded liabilities and assets, particularly if the number of claims and settlement and defense costs change significantly, or if there are significant developments in the trend of case law or court procedures, or if legislation or another alternative solution is implemented; however, the Company is currently unable to estimate such future changes and, accordingly, while it is probable that the Company will incur additional charges for asbestos liabilities and defense costs in excess of the amounts currently provided, the Company does not believe that any such amount can be reasonably determined beyond 2021. Although the resolution of these claims may take many years, the effect on the results of operations, financial position and cash flow in any given period from a revision to these estimates could be material.

SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01. Financial Statements and Exhibits.

(a)	None
(b)	None
(c)	None
(d)	Exhibits
99.1	Earnings Press Release dated July 25, 2016, issued by Crane Co.
99.2	Crane Co. Quarterly Financial Data Supplement for the quarter ended June 30, 2016

SIGNATURES

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

	CRANE CO.
July 25, 2016
	By:	/s/ Richard A. Maue
		Richard A. Maue
		Vice President - Finance
		Chief Financial Officer

EXHIBIT INDEX

Exhibit No.	Description
99.1	Earnings Press Release dated July 25, 2016, issued by Crane Co.
99.2	Crane Co. Quarterly Financial Data Supplement for the quarter ended June 30, 2016

EX-99.1

Crane Co.	News
	Contact:
	Jason D. Feldman
	Director, Investor Relations
	203-363-7329
	www.craneco.com

Crane Co. Reports Second Quarter Results

Second Quarter 2016 Highlights:

• GAAP earnings per diluted share (EPS) of $1.15 increased 22% compared to 2015, and excluding Special Items, EPS of $1.21 increased 14% compared to 2015.

• Sales of $712 million were approximately flat compared to 2015, with core growth of 1%.

• Raising 2016 EPS guidance to $4.00-$4.20, from $3.85-$4.15, excluding Special Items. Revised GAAP EPS guidance of $3.95-$4.15, versus prior range of $3.85-$4.15.

STAMFORD, CONNECTICUT - July 25, 2016 - Crane Co. (NYSE: CR), a diversified manufacturer of highly engineered industrial products, reported second quarter 2016 GAAP earnings of $1.15 per diluted share, compared to $0.95 per share in the second quarter of 2015. Excluding Special Items, second quarter 2016 earnings per diluted share were $1.21, compared to $1.06 per share in the second quarter of 2015. (Please see the attached Non-GAAP Financial Measures tables.)

Second quarter 2016 sales were $712 million, approximately flat compared to $711 million in the second quarter of 2015. Core sales increased $7 million, or 1%, offset by a $6 million, or 1%, impact from unfavorable foreign exchange.

Operating profit in the second quarter was $103 million, up 14% compared to $90 million in the second quarter of 2015. Excluding Special Items, operating profit was $108 million in the second quarter of

1

2016, up 9% compared to $99 million in the second quarter of 2015. (Please see the attached Non-GAAP Financial Measures tables.)

The effective tax rate in the second quarter was 27.0%, down from 31.5% last year. The lower rate primarily reflects the resolution of a tax audit during the quarter. Excluding Special Items, the effective tax rate was 27.4%, down from 31.0% last year. (Please see the attached Non-GAAP Financial Measures tables.)

“We are pleased with our second quarter results. We drove strong execution across all segments, order trends were consistent with our expectations, and EPS benefited from a lower tax rate. We are cautiously optimistic about the remainder of 2016 tempered only by continued economic uncertainty, including volatility in foreign exchange and commodity markets. Balancing these factors, we are raising the midpoint of our full-year adjusted EPS guidance range by $0.10,” said Max Mitchell, Crane Co. President and Chief Executive Officer.

Segment Results

All comparisons detailed in this section refer to operating results for the second quarter 2016 versus the second quarter 2015, excluding Special Items.

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Fluid Handling

	Second Quarter						Change
(dollars in millions)	2016			2015
Sales	$	266		$	292		$	(26	)	(9	)%
Operating Profit	$	35		$	33		$	3		9	%
Operating Profit, before Special Items*	$	35		$	38		$	(2	)	(6	)%
Profit Margin	13.3		%	11.1		%
Profit Margin, before Special Items*	13.3		%	12.9		%
*Please see the attached Non-GAAP Financial Measures tables

Sales decreased $26 million, driven by a $21 million, or -7%, core sales decline, and $5 million, or -2%, of unfavorable foreign exchange. Operating margin improved to 13.3%, compared to 12.9% last year, primarily reflecting the impact of productivity, repositioning benefits and favorable mix, partially offset by lower volumes, and to a lesser extent, competitive pricing. Fluid Handling order backlog was $246 million at June 30, 2016, compared to $267 million at December 31, 2015 and $287 million at June 30, 2015.

Payment & Merchandising Technologies

	Second Quarter						Change
(dollars in millions)	2016			2015
Sales	$	193		$	187		$	6	3	%
Operating Profit	$	34		$	26		$	8	32	%
Operating Profit, before Special Items*	$	34		$	28		$	7	23	%
Profit Margin	17.9		%	14.0		%
Profit Margin, before Special Items*	17.9		%	15.0		%
*Please see the attached Non-GAAP Financial Measures tables

Sales increased $6 million, or 3%, driven by $8 million, or 4%, of core growth, partially offset by a $2 million, or -1%, impact from unfavorable foreign exchange. Operating margin expanded 290 basis points to 17.9%, driven primarily by integration synergies, higher volumes and strong productivity.

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Aerospace & Electronics

	Second Quarter						Change
(dollars in millions)	2016			2015
Sales	$	189		$	167		$	22	13	%
Operating Profit	$	39		$	32		$	7	22	%
Operating Profit, before Special Items*	$	39		$	32		$	6	19	%
Profit Margin	20.4		%	18.9		%
Profit Margin, before Special Items*	20.4		%	19.4		%
*Please see the attached Non-GAAP Financial Measures tables

Sales increased $22 million, driven by a 13% increase in core sales. Operating margin improved 100 basis points to 20.4%, primarily reflecting higher volumes and productivity, partially offset by higher planned engineering spending and unfavorable mix. Aerospace & Electronics order backlog was $436 million at June 30, 2016, compared to $436 million at December 31, 2015 and $448 million at June 30, 2015.

Engineered Materials

	Second Quarter						Change
(dollars in millions)	2016			2015
Sales	$	64		$	66		$	(1	)	(2	)%
Operating Profit	$	14		$	12		$	1		11	%
Profit Margin	21.0		%	18.5		%

Sales decreased $1 million, driven by lower sales to the Recreational Vehicle and Transportation markets, partially offset by higher sales to the Building Product market. Operating margin increased 250 basis points to 21.0%, primarily reflecting strong productivity and lower material costs, partially offset by competitive pricing.

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Raising 2016 Guidance

The Company is raising its 2016 GAAP EPS guidance to a range of $3.95-$4.15, versus a prior range of $3.85-$4.15. Excluding Special Items, EPS is now expectedto be in a range of $4.00-$4.20, from the prior range of $3.85-$4.15. Management continues to expect that sales for 2016 will approximate $2.7 billion, reflecting core sales in a range of -1.5% to +1.5% compared to 2015. Full year 2016 free cash flow (cash provided by operating activities less capital spending) is now expected to be in a range of $195 to $220 million versus prior guidance of $190 to $220 million. (Please see the attached Non-GAAP Financial Measures tables.)

Non-GAAP Items

Special Items in the second quarter of 2016 totaled $3.3 million in net after tax charges, or $0.05 per share, related to a legal settlement of the previously disclosed Huttig matter. Special Items in the second quarter of 2015 included $5 million in after-tax charges, or $0.09 per share, related to repositioning activities, and $1 million, or $0.02 per share, of after-tax restructuring and integration-related charges associated with the MEI acquisition. For additional information, please see the attached Non-GAAP Financial Measures tables.

Additional Information

Additional information with respect to the Company’s asbestos liability and related accounting provisions and cash requirements is set forth in the Current Report on Form 8-K filed with a copy of this press release.

Conference Call

Crane Co. has scheduled a conference call to discuss the second quarter financial results on Tuesday, July 26, 2016 at 10:00 A.M. (Eastern). All interested parties may listen to a live webcast of the call at

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http://www.craneco.com. An archived webcast will also be available to replay this conference call directly from the Company’s website. Slides that accompany the conference call will be available on the Company’s website.

Crane Co. is a diversified manufacturer of highly engineered industrial products. Founded in 1855, Crane provides products and solutions to customers in the hydrocarbon processing, petrochemical, chemical, power generation, unattended payment, automated merchandising, aerospace, electronics, transportation and other markets. The Company has four business segments: Fluid Handling, Payment & Merchandising Technologies, Aerospace & Electronics and Engineered Materials. Crane has approximately 11,000 employees in the Americas, Europe, the Middle East, Asia and Australia. Crane Co. is traded on the New York Stock Exchange (NYSE:CR). For more information, visit www.craneco.com.

This press release may contain forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. These statements present management’s expectations, beliefs, plans and objectives regarding future financial performance, and assumptions or judgments concerning such performance. Any discussions contained in this press release, except to the extent that they contain historical facts, are forward-looking and accordingly involve estimates, assumptions, judgments and uncertainties. There are a number of factors that could cause actual results or outcomes to differ materially from those addressed in the forward-looking statements. Such factors are detailed in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015 and subsequent reports filed with the Securities and Exchange Commission.

(CR-E)

(Financial Tables Follow)

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EX-99.2

Exhibit 99.2

CRANE CO.

Income Statement Data

(in millions, except per share data)

	Three Months Ended							Six Months Ended
	June 30,							June 30,
		2016				2015			2016				2015
Net Sales:
Fluid Handling	$	265.9			$	291.8		$	513.9			$	567.3
Payment & Merchandising Technologies		192.6				186.5			364.5				358.4
Aerospace & Electronics		189.2				167.1			361				328.7
Engineered Materials		64.5				65.8			132.8				135.5
Total Net Sales	$	712.2			$	711.2		$	1,372.2			$	1,390.0
Operating Profit (Loss):
Fluid Handling	$	35.4			$	32.5		$	60.8			$	66.8
Payment & Merchandising Technologies		34.5				26.1			62.5				47.3
Aerospace & Electronics		38.6				31.7			71.7				61.7
Engineered Materials		13.5				12.2			27.2				26.4
Corporate		(19.4	)	*		(12.3	)		(34.1	)	*		(26.1	)
Total Operating Profit		102.6				90.2			188.1				176.2
Interest Income		0.5				0.5			1.0				1.0
Interest Expense		(9.2	)			(9.5	)		(18.3	)			(19.4	)
Miscellaneous- Net		(0.2	)			0.4			(0.6	)			—
Income Before Income Taxes		93.7				81.5			170.2				157.8
Provision for Income Taxes		25.2				25.7			46.6				50.6
Net income before allocation to noncontrolling interests		68.4				55.9			123.6				107.2
Less: Noncontrolling interest in subsidiaries' earnings		0.2				0.1			0.3				0.4
Net income attributable to common shareholders	$	68.2			$	55.8		$	123.3			$	106.8
Share Data:
Earnings per Diluted Share	$	1.15			$	0.95		$	2.09			$	1.82
Average Diluted Shares Outstanding		59.2				58.8			59.0				58.8
Average Basic Shares Outstanding		58.3				58.0			58.3				58.0
Supplemental Data:
Cost of Sales	$	449.1			$	470.8		$	875.2			$	910.8
Selling, General & Administrative		160.5		*		141.5			308.9		*		289.8
Repositioning Charges (see non-GAAP measures)		—				7.1			—				9.7
Acquisition Related Charges (see non-GAAP measures)		—				1.8			—				3.6
Depreciation and Amortization **		17.6				17.4			34.1				33.9
Stock-Based Compensation Expense **		5.3				5.0			11.4				10.8
* Includes a $5 million legal settlement charge.
** Amount included within cost of sales and selling, general & administrative costs.

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CRANE CO.

Condensed Balance Sheets

(in millions)

	June 30, 2016		December 31, 2015
ASSETS
Current Assets
Cash and Cash Equivalents	$	408.9	$	363.5
Accounts Receivable, net	435.2		397.6
Current Insurance Receivable - Asbestos	20.5		20.5
Inventories, net	389.4		376.9
Other Current Assets	54.5		45.0
Total Current Assets	1,308.5		1,203.5
Property, Plant and Equipment, net	281.7		276.0
Long-Term Insurance Receivable - Asbestos	100.6		108.7
Other Assets	564.7		580.8
Goodwill	1,176.9		1,167.9
Total Assets	$	3,432.4	$	3,336.9
LIABILITIES AND EQUITY
Current Liabilities
Notes Payable and Current Maturities of Long-Term Debt	$	100.9	$	49.6
Accounts Payable	205.9		223.3
Current Asbestos Liability	75.0		75.0
Accrued Liabilities	215.3		218.6
Income Taxes	4.5		6.3
Total Current Liabilities	601.6		572.8
Long-Term Debt	745.0		744.6
Long-Term Deferred Tax Liability	52.5		50.0
Long-Term Asbestos Liability	436.7		470.5
Other Liabilities	326.8		348.1
Total Equity	1,269.8		1,150.8
Total Liabilities and Equity	$	3,432.4	$	3,336.9

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CRANE CO.

Condensed Statements of Cash Flows

(in millions)

	Three Months Ended June 30,						Six Months Ended June 30,
	2016			2015			2016			2015
Operating Activities:
Net income attributable to common shareholders	$	68.2		$	55.8		$	123.3		$	106.8
Noncontrolling interest in subsidiaries' earnings	0.2			0.1			0.3			0.4
Net income before allocations to noncontrolling interests	68.4			55.9			123.6			107.2
Restructuring - Non Cash	—			1.2			—			1.4
Depreciation and amortization	17.6			17.4			34.1			33.9
Stock-based compensation expense	5.3			5.0			11.4			10.8
Defined benefit plans and postretirement credit	(2.4		)	(2.0		)	(4.8		)	(3.6		)
Deferred income taxes	2.3			3.7			7.6			8.0
Cash provided by (used for) operating working capital	0.9			2.4			(81.1		)	(54.7		)
Defined benefit plans and postretirement contributions	(2.2		)	(5.2		)	(4.4		)	(8.2		)
Environmental payments, net of reimbursements	(4.6		)	(3.5		)	(6.6		)	(7.6		)
Other	(0.6		)	(3.0		)	(2.3		)	(16.4		)
Subtotal	84.7			71.9			77.5			70.8
Asbestos related payments, net of insurance recoveries	(14.9		)	(14.1		)	(25.7		)	(24.8		)
Total provided by operating activities	69.8			57.8			51.8			46.0
Investing Activities:
Capital expenditures	(15.6		)	(9.9		)	(26.6		)	(20.1		)
Proceeds from disposition of capital assets	0.2			0.5			0.7			1.9
Total used for investing activities	(15.4		)	(9.4		)	(25.9		)	(18.2		)
Financing Activities:
Dividends paid	(19.3		)	(19.2		)	(38.5		)	(38.3		)
Reacquisition of shares on open market	—			—			—			(25.0		)
Stock options exercised - net of shares reacquired	3.6			0.3			2.2			7.0
Excess tax shortfall from stock-based compensation	—			(1.1		)	—			(0.2		)
Repayment of credit facility	—			—			—			(100.0		)
Proceeds from issuance (repayment) of commercial paper	22.8			(4.8		)	51.3			121.9
Total provided by (used for) financing activities	7.1			(24.8		)	15.0			(34.6		)
Effect of exchange rate on cash and cash equivalents	(6.6		)	5.7			4.5			(13.3		)
Increase (decrease) in cash and cash equivalents	54.9			29.4			45.4			(20.0		)
Cash and cash equivalents at beginning of period	354.0			296.9			363.5			346.3
Cash and cash equivalents at end of period	$	408.9		$	326.3		$	408.9		$	326.3

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CRANE CO.

Order Backlog

(in millions)

	June 30, 2016		March 31, 2016		December 31, 2015		September 30, 2015		June 30, 2015
Fluid Handling	$	246.3	$	263.4	$	267.2	$	278.6	$	287.3
Payment & Merchandising Technologies	65.8		60.4		62.6		55.5		61.1
Aerospace & Electronics	435.9		418.7		436.4		459.9		448.1
Engineered Materials	15.4		16.0		15.2		13.7		15.4
Total Backlog	$	763.5	$	758.6	$	781.5	$	807.8	$	811.9

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CRANE CO.

Non-GAAP Financial Measures

(in millions, except per share data)

	Three Months Ended June 30,						Six Months Ended June 30,						Percent Change June 30, 2016		Percent Change June 30, 2016
	2016			2015			2016			2015			Three Months		Six Months
INCOME ITEMS
Net Sales	$	712.2		$	711.2		$	1,372.2		$	1,390.0		0.1	%	(1.3	)%
Operating Profit	102.6			90.2			188.1			176.2			13.8	%	6.8	%
Percentage of Sales	14.4		%	12.7		%	13.7		%	12.7		%
Special Items impacting Operating Profit:
MEI Acquisition related integration charges	—			1.8			—			3.4
MEI Acquisition related restructuring charges	—			—			—			0.2
Repositioning charges	—			7.1			—			9.7
Lawsuit settlement charge	5.0			—			5.0			—
Operating Profit before Special Items	$	107.6		$	99.1		$	193.1		$	189.5		8.6	%	1.9	%
Percentage of Sales	15.1		%	13.9		%	14.1		%	13.6		%
Net Income Attributable to Common Shareholders	$	68.2		$	55.8		$	123.3		$	106.8
Per Share	$	1.15		$	0.95		$	2.09		$	1.82		21.6	%	15.0	%
Special Items impacting Net Income Attributable to Common Shareholders:
MEI Acquisition related integration charges - Net of Tax	—			1.2			—			2.3
Per Share				$	0.02					$	0.04
MEI Acquisition related restructuring charges - Net of Tax	—			—			—			0.1
Per Share										$	0.00
Repositioning charges - Net of Tax	—			5.4			—			7.2
Per Share				$	0.09					$	0.12
Lawsuit settlement charge - Net of Tax	3.3			—			3.3			—
Per Share	$	0.05					$	0.05
Net Income Attributable To Common Shareholders Before Special Items	$	71.5		$	62.3		$	126.5		$	116.4		14.8	%	8.7	%
Per Share	$	1.21		$	1.06		$	2.14		$	1.98		14.1	%	8.3	%
Special Items Impacting Provision for Income Taxes
Provision for Income Taxes - GAAP Basis	$	25.2		$	25.7		$	46.6		$	50.6
Tax effect of MEI acquisition related integration charges	—			0.6			—			1.1
Tax effect of MEI acquisition related restructuring charges	—			—			—			—
Tax effect of repositioning charges	—			1.7			—			2.5
Tax effect of legal settlement charge	1.8			—			1.8			—
Provision for Income Taxes - non-GAAP Basis	27.0			28.0			48.4			54.2

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Segment Information:	For the three months ended June 30, 2016
	Fluid Handling			Payment & Merchandising Technologies			Aerospace & Electronics			Engineered Materials			Corporate			Total Company
Net Sales	$	265.9		$	192.6		$	189.2		$	64.5		$	—		$	712.2
Operating Profit - GAAP	35.4			34.5			38.6			13.5			(19.4		)	102.6
Legal settlement charge	—			—			—			—			5.0			5.0
Operating Profit before Special Items	35.4			34.5			38.6			13.5			(14.4		)	107.6
Percentage of Sales	13.3		%	17.9		%	20.4		%	21.0		%				15.1		%

Segment Information:	For the three months ended June 30, 2015
	Fluid Handling			Payment & Merchandising Technologies			Aerospace & Electronics			Engineered Materials			Corporate			Total Company
Net Sales	$	291.8		$	186.5		$	167.1		$	65.8		$	—		$	711.2
Operating Profit - GAAP	32.5			26.1			31.7			12.2			(12.3		)	90.2
Acquisition related integration charges	—			1.8			—			—			—			1.8
Repositioning Charges	5.1			—			0.8			—			1.1			7.1
Operating Profit before Special Items	37.7			28.0			32.5			12.2			(11.2		)	99.1
Percentage of Sales	12.9		%	15.0		%	19.4		%	18.5		%				13.9		%

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CRANE CO.

Guidance

(in millions, except per share data)

	2016 Full Year Guidance
2016 Earnings Per Share Guidance	Low		High
Earnings Per Share - GAAP basis	$	3.95	$	4.15
Legal settlement charge - Net of Tax	0.05		0.05
Earnings Per Share - Non-GAAP basis	$	4.00	$	4.20

	Three Months Ended June 30,						Six Months Ended June 30,						2016 Full Year Guidance
	2016			2015			2016			2015			Low			High
CASH FLOW ITEMS
Cash Provided by Operating Activities
before Asbestos - Related Payments	$	84.7		$	71.9		$	77.5		$	70.8		$	300.0		$	325.0
Asbestos Related Payments, Net of Insurance Recoveries	(14.9		)	(14.1		)	(25.7		)	(24.8		)	(55.0		)	(55.0		)
Cash Provided by Operating Activities	69.8			57.8			51.8			46.0			245.0			270.0
Less: Capital Expenditures	(15.6		)	(9.9		)	(26.6		)	(20.1		)	(50.0		)	(50.0		)
Free Cash Flow	$	54.2		$	47.9		$	25.2		$	26.0		$	195.0		$	220.0

Certain non-GAAP measures have been provided to facilitate comparison with the prior year.

The Company reports its financial results in accordance with U.S. generally accepted accounting principles (GAAP). However, management believes that non-GAAP financial measures which exclude certain non-recurring items present additional useful comparisons between current results and results in prior operating periods, providing investors with a clearer view of the underlying trends of the business. Management also uses these non-GAAP financial measures in making financial, operating, planning and compensation decisions and in evaluating the Company's performance.

In addition, Free Cash Flow provides supplemental information to assist management and investors in analyzing the Company’s ability to generate liquidity from its operating activities. The measure of Free Cash Flow does not take into consideration certain other non-discretionary cash requirements such as, for example, mandatory principal payments on the Company's long-term debt. Non-GAAP financial measures, which may be inconsistent with similarly captioned measures presented by other companies, should be viewed in addition to, and not as a substitute for, the Company’s reported results prepared in accordance with GAAP.

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