8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): August 1, 2011 (August 1, 2011)

ARMSTRONG WORLD INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

Pennsylvania	1-2116	23-0366390
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)

P.O. Box 3001, Lancaster, Pennsylvania	17604
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (717) 397-0611

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 August 1, 2011, Armstrong World Industries, Inc. (the “Company”) issued a press release regarding its second quarter 2011 financial results. The full text of the press release is attached hereto as Exhibit 99.1.  The information being furnished pursuant to Item 2.02 of this Form 8-K and in Exhibit 99.1 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise be subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such a filing.

Section 5 – Corporate Governance and Management

Item 5.05 Amendments to the Registrant’s Code of Ethics, or Waiver of a Provision of the Code of Ethics.

(a)           On July 29, 2011, the Audit Committee of the Company’s Board of Directors approved certain stylistic and non-substantive edits to the Company’s Code of Business Conduct (the “Code”).  The edits were designed to reorganize content for easier reader navigation, simplify language, add comprehension aids, include additional content regarding conflicts of interest, substance abuse, data privacy and social media, and present a more engaging visual design.  The Code is intended to comply with the applicable rules and regulations of the New York Stock Exchange and the Securities Exchange Commission.

The preceding description is qualified in its entirety by reference to the full text of the Code, as amended and effective as of July 29, 2011, which is attached hereto as Exhibit 14.

Section 7 – Regulation FD

Item 7.01 Regulation FD Disclosure.

As previously announced, the Company will report its second quarter 2011 financial results via a webcast and conference call for investors on Monday, August 1, 2011 at 1:00 p.m. Eastern Standard Time.

In connection with a presentation to be made in the webcast and conference call,  the Company will reference two slide presentations, copies of which are attached hereto as Exhibit 99.2 and Exhibit 99.3 and incorporated by reference.  The information being furnished pursuant to Item 7.01 of this Form 8-K and in Exhibits 99.2 and 99.3 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise be subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such a filing, is being furnished to the SEC and shall not be deemed to be “filed” for any purpose.

Section 8 – Other Events

Item 8.01 Other Events.

In its 8-K filed on April 27, 2011, announcing the hiring of Mark A. Hershey to the position of Senior Vice President,  General Counsel and Secretary, the Company indicated that it intended to enter into an Indemnification Agreement and Change of Control Agreement with Mr. Hershey that was expected to contain provisions similar to those provided to other directors and officers of the Company.  The Company has entered into such agreements with Mr. Hershey.

The terms of Mr. Hershey’s Indemnification Agreement are similar to those generally offered to directors and officers of the Company and provides for indemnification against liabilities relating to Mr. Hershey’s service as an officer of the Company and advancement of expenses under certain circumstances to the fullest extent permitted by law.

The Company’s standard form of Indemnification Agreement generally provided to directors and officers of the Company was previously filed by the Company as Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on June 4, 2010.

The terms of Mr. Hershey’s Change in Control Agreement are similar to those provided to other senior Company officers, including severance benefits amounting to two times the sum of Mr. Hershey’s base salary and annual target bonus.  In the event of a Change in Control, the Change in Control Agreement will extend for two years from the date of the Change in Control event. If a Change in Control termination occurs prior to the completion of a bonus plan year, Mr. Hershey would receive a prorated bonus based on actual results achieved in the bonus plan year during which the termination occurs. Mr. Hershey’s health, disability and life insurance benefits would continue for two years following a Change in Control termination, or until eligible for benefits from a new employer.

The Company’s standard form of Change in Control Agreement provided to Company executives was previously filed by the Company as Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on July 6, 2010.

Section 9 – Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

No. 14.1	Armstrong World Industries, Inc. Code of Business Conduct
No. 99.1	Press Release of Armstrong World Industries, Inc. dated August 1, 2011
No. 99.2	Second Quarter Earnings Call Presentation dated August 1, 2011
No. 99.3	Armstrong World Industries, Inc. Investor Presentation dated August 1, 2011

  2

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.

ARMSTRONG WORLD INDUSTRIES, INC.
By:	/s/ Mark A. Hershey
	Mark A. Hershey
	Senior Vice President, General Counsel and Secretary

Date: August 1, 2011

  3

EX-14.1

EX-99.1

Armstrong World Industries Reports Second Quarter 2011 Results

Highlights for the Second Quarter of 2011

·   Adjusted EBITDA of $109 million, up 24% over the 2010 period

·   Operating Income of $72.7 million, up 37.4% over the 2010 period

·   Cost reduction program exceeding targeted savings

·   Macro economic climate remains challenging

LANCASTER, Pa., August 1, 2011 /PRNewswire via COMTEX/ --Armstrong World Industries, Inc. (NYSE: AWI), a global leader in the design and manufacture of floors, ceilings, and cabinets, today reported second quarter 2011 results.

Second Quarter Results

(Amounts in millions except per share data)	Three Months Ended June 30,
	2011		2010	Change
Net sales	$ 748.6	$ 724.8			3.3%
Operating income	72.7	52.9			37.4%
Net income	37.9	26.8			41.4%
Diluted earnings per share	$     0.64	$      0.46			39.1%

Consolidated net sales increased approximately $24 million or 3% compared to the prior year period.  Excluding a $24 million favorable foreign exchange impact for the quarter, sales were relatively flat compared to the prior year period.  On a consolidated level, price and mix were able to offset broad volume declines in all businesses and geographies, except in the Wood business and in Asia where volume grew.  Volume declines in the European flooring markets reflect the exit from the residential flooring business in fourth quarter of 2010, and the simplification of our country and product offerings in Europe.  Excluding the impact of these actions, volumes in European flooring showed slight improvement.

Operating income and net income both increased due to the cost reduction actions initiated in 2010, which resulted in lower manufacturing costs and core SG&A expenses when compared to the same period last year.  Input cost inflation increased $15 million versus second quarter 2010, primarily driven a broad array of input items including PVC, plasticizers and Titanium Dioxide.

“I am pleased to announce that, on an adjusted basis, EBITDA was up 24% from Q2 2010 levels, on relatively flat sales,” said Matt Espe, President and CEO.  “Volumes were down in most of our business reflecting the cautionary economic environment in which we continue to operate.  We were, however, able to achieve increased profitability through the continued execution of our cost savings plans, pricing ability, mix gains from new products and leverage of LEAN investments.”

Additional (non-GAAP) Financial Metrics*

(Amounts in millions except per share data)	Three Months Ended June 30,
	2011	2010	Change
Adjusted operating income	$ 82	$ 60	37%
Adjusted net income	41	33	24%
Adjusted diluted earnings per share	$    0.70	$    0.55	27%
Free cash flow	$ 50	$ 89	($39)

(Amounts in millions except per share data)	Three Months Ended June 30,
	2011	2010	Change
Adjusted EBITDA
Building Products	$  74	$ 68	9%
Resilient Flooring	25	20	25%
Wood Flooring	16	4	Favorable
Cabinets	1	-	Favorable
Unallocated Corporate	(7)	(4)	(75)%
Consolidated Adjusted EBITDA	$109	$ 88	24%

*The Company uses the above non-GAAP adjusted measures, as well as other non-GAAP measures mentioned below, in managing the business and believes the adjustments provide meaningful comparisons of operating performance between periods. Adjusted operating income and adjusted EBITDA exclude the impact of foreign exchange, restructuring charges and related costs, impairments, and certain other nonrecurring gains and losses. Adjusted figures are reconciled to the most comparable GAAP measures in tables at the end of this release.

Improvements in adjusted operating income and EBITDA were driven by reductions in manufacturing costs, coupled with the impact of better pricing and reductions in SG&A expenses, which were partially offset by increased input costs.  The reduction in free cash flow was primarily due to a smaller decrease in working capital than in the second quarter of 2010, higher capital expenditures, and higher interest expense.

Second Quarter Segment Highlights

Building Products

	Three Months Ended June 30,
	2011		2010	Change
Total segment net sales	$ 305.0	$ 284.4		7.2%
Operating income	$   57.1	$   53.0		7.7%

The increase in net sales was driven by favorable foreign exchange of approximately $12 million and better price and mix, which were partially offset by lower volumes in the Americas and Western Europe.  Operating income increased as price offset inflation and improvements in mix and reduced manufacturing costs were offset slightly by lower volumes.

Resilient Flooring

	Three Months Ended June 30,
	2011	2010	Change
Total segment net sales	$ 274.7	$ 276.0		(0.5)%
Operating income	$ 11.3	$ 10.0		13.0%

Net sales decreased slightly as favorable foreign exchange of approximately $11 million and improved product mix and price were more than offset by volume declines in the Americas and Europe.  Net sales declines in the European markets for both periods reflects the volume reductions related to the restructuring of our European flooring business which included the exit of the residential flooring business and simplifying our country and product offerings. Excluding the impact of these actions, volumes in the European markets showed slight improvement.

The increase in operating income was due to reduced manufacturing costs, improved price and reductions in SG&A expenses, which were partially offset by volume declines and raw material inflation.  Operating income for the 2011 period included $5.9 million of severance and restructuring related costs in Europe.  European operating income was impacted by a $2.1 million fixed asset impairment charge in the 2010 period.

Wood Flooring

	Three Months Ended June 30,		Change
	2011	2010
Total segment net sales	$ 133.6	$ 127.2	5.0%
Operating income	$  13.4	$     1.1	Favorable

Net sales increased in the second quarter as price, volume and mix were all positive contributors.  Operating income increased as a result of reduced manufacturing and SG&A costs and improved sales.

Cabinets

	Three Months Ended June 30,
	2011	2010	Change
Total segment net sales	$ 35.3	$ 37.2	(5.1)%
Operating income (loss)	$   0.8	$  (0.4)	Favorable

Net sales decreased primarily due to less favorable product mix.  Operating income improved primarily due to reduced SG&A expenses, which were partially offset by unfavorable product mix.

Corporate

Unallocated corporate expense of $9.9 million decreased from $10.8 million in the prior year. The second quarter 2011 expense included a $6.2 million lower pension credit compared to 2010.  The second quarter 2010 expense included a $3.0 million impairment charge related to the termination of flight operations.

Year to Date Results

For the six months ended June 30, 2011, reported net sales were $1,433.8 million compared to $1,383.7 million in 2010. Excluding a $29 million favorable impact from exchange rates, net sales increased by 1.5% percent as volume declines were more than offset by price and mix.

Reported operating income for the first six months was $124.8 million compared to operating income of $66.3 million for the same period in 2010. Adjusted EBITDA of $202 million increased 40% compared to Adjusted EBITDA of $144 million in the prior year period. Significant reductions in manufacturing costs and SG&A expenses, coupled with price and mix gains more than offset the negative margin impact of inflation in input costs.

Free cash flow for the first six months of 2011 was $6 million compared to $59 million for 2010 primarily due changes in working capital, higher interest expense and increased capital expenditures in 2011.

Market Outlook and 2011 Guidance

Management’s macro economic outlook for 2011 is down slightly from the beginning of the year and the end of the first quarter.  Entering the year U.S. and Western European markets were expected to be relatively flat. Management projected new home starts in the U.S. to be around 600,000 and anticipated repair and remodel activity in North America to be flat to slightly down and commercial repair remodel activity slightly up.  “We now expect our residential and commercial end markets opportunity to be slightly lower as the domestic economic recovery appears to be delayed,” said Tom Mangas, Senior Vice President and CFO.  “We continue to expect emerging markets’ GDP to continue to grow in the high single digit range.”

Management is raising the low end of sales guidance driven by foreign exchange trends, and raising the lower end of EBITDA guidance by $10 million to $385 million.  Savings opportunities in excess of the previously announced $150 million initiative have been identified.  “We now expect to save approximately $165 million and have accelerated some savings initially expected in 2012 into 2011.  2011 savings are now expected to be approximately $90 million, up from $65 million incorporated in our previous guidance,” said Mangas.

(Amounts in millions)	2011 Estimate Range
Net sales	$ 2,900   to   $ 3,000
Adjusted EBITDA	$385   to  $415

For the third quarter of 2011, sales are expected to be between $780 and $830 million and Adjusted EBITDA to be in the range of $115 to $130 million.  Additional forward looking non-GAAP metrics are available on our web site at http://www.armstrong.com/ under the Investor Relations tab.

Earnings Webcast

Management will conduct a discussion for shareholders during a live Internet broadcast beginning at 1:00 p.m. Eastern time today. This event will be broadcast live on the Company's Web site, www.armstrong.com. From the homepage, click "For Investors" to access the call and the accompanying slide presentation. The replay of this event will also be available on the Company's Web site.

Uncertainties Affecting Forward-Looking Statements

Our disclosures in this presentation and in our other public documents and comments contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act.  Those statements provide our future expectations or forecasts and can be identified by our use of words such as "anticipate," "estimate," "expect," "project," "intend," "plan," "believe," "outlook," etc. in discussions of future operating or financial performance or the outcome of contingencies such as liabilities or legal proceedings.Forward-looking statements, by their nature, address matters that are uncertain and involve risks because they relate to events and depend on circumstances that may or may not occur in the future.  A more detailed discussion of the risks and uncertainties that may affect our ability to achieve the projected performance is included in the “Risk Factors” and “Management’s Discussion and Analysis” sections of our recent reports on Forms 10-K and 10-Q filed with the SEC.  As a result, our actual results may differ materially from our expected results and from those expressed in our forward looking statements.  We undertake no obligation to update any forward-looking statements beyond what is required under applicable securities law.

About Armstrong and Additional Information

More details on the Company's performance can be found in its Form 10-Q that will be filed with the SEC today.

Armstrong World Industries, Inc. is a global leader in the design and manufacture of floors, ceilings and cabinets. In 2010, Armstrong's consolidated net sales totaled approximately $2.8 billion. Based in Lancaster, Pa., at June 30, 2011 Armstrong operated 31 plants in seven countries and has approximately 9,300 employees worldwide. For more information, visit http://www.armstrong.com/.

As Reported Financial Highlights

FINANCIAL HIGHLIGHTS Armstrong World Industries, Inc., and Subsidiaries (amounts in millions, except for per-share amounts) (Unaudited)
	Three Months Ended June 30,			Three Months Ended June 30,			Six Months Ended June 30,			Six Months Ended June 30,
	2011			2010			2011			2010
Net sales	$	748.6		$	724.8		$	1,433.8		$	1,383.7
Cost of goods sold		563.9			554.4			1,088.4			1,067.5
Selling, general and administrative expenses		122.2			131.8			242.3			275.3
Restructuring charges		2.4			-			7.3			-
Equity (earnings) from joint venture		(12.6	)		(14.3	)		(29.0	)		(25.4	)
Operating income		72.7			52.9			124.8			66.3
Interest expense		11.5			4.0			26.3			7.9
Other non-operating expense		0.8			0.3			1.1			0.3
Other non-operating (income)		(0.8	)		(0.8	)		(1.4	)		(1.5	)
Earnings before income taxes		61.2			49.4			98.8			59.6
Income tax expense		23.3			22.6			47.4			52.2
Net income	$	37.9		$	26.8		$	51.4		$	7.4
Net earnings per share of common stock:
Basic	$	0.64		$	0.47		$	0.88		$	0.13
Diluted	$	0.64		$	0.46		$	0.87		$	0.13
Average number of common shares outstanding:
Basic		58.3			57.6			58.2			57.6
Diluted		58.9			58.1			58.8			58.1

SEGMENT RESULTS Armstrong World Industries, Inc., and Subsidiaries (amounts in millions) (Unaudited)
	Three Months Ended June 30,		Three Months Ended June 30,		Six Months Ended June 30,		Six Months Ended June 30,
Net sales	2011		2010		2011		2010
Building Products	$	305.0	$	284.4	$	611.9	$	552.3
Resilient Flooring		274.7		276.0		509.4		508.6
Wood Flooring		133.6		127.2		244.6		251.5
Cabinets		35.3		37.2		67.9		71.3
Total net sales	$	748.6	$	724.8	$	1,433.8	$	1,383.7

Operating income (loss)
Building Products	$	57.1		$	53.0		$	118.6		$	95.7
Resilient Flooring		11.3			10.0			10.0			4.8
Wood Flooring		13.4			1.1			16.9			(0.5	)
Cabinets		0.8			(0.4	)		-			(4.3	)
Unallocated Corporate (expense)		(9.9	)		(10.8	)		(20.7	)		(29.4	)
Total Operating income	$	72.7		$	52.9		$	124.8		$	66.3

Selected Balance Sheet Information (amounts in millions)
	(Unaudited) June 30, 2011	December 31, 2010
Assets
Current assets	$ 1,147.6		$1,020.7
Property, plant and equipment, net	855.6		854.9
Other noncurrent assets	1,067.9		1,046.8
Total assets	$ 3,071.1	$	2,922.4
Liabilities and shareholders’ equity
Current liabilities	$     395.9		$  382.9
Noncurrent liabilities	1,503.0		1,448.7
Equity	1,172.2		1,090.8
Total liabilities and shareholders’ equity	$ 3,071.1	$	2,922.4

Selected Cash Flow Information (amounts in millions) (Unaudited)
	Six Months Ended June 30,
	2011			2010
Net income	$	51.4		$	7.4
Other adjustment to reconcile net income to net cash provided by operating activities		57.8			64.9
Changes in operating assets and liabilities, net		(77.1	)		(16.1	)
Net cash provided by operating activities		32.1			56.2
Net cash (used for) provided by investing activities		(22.7	)		2.7
Net cash (used for) financing activities		(29.7	)		(18.2	)
Effect of exchange rate changes on cash and cash equivalents		9.1			(10.3	)
Net (decrease) increase in cash and cash equivalents		(11.2	)		30.4
Cash and cash equivalents, beginning of period		315.8			569.5
Cash and cash equivalents, end of period	$	304.6		$	599.9

Supplemental Reconciliations of GAAP to non-GAAP Results

To supplement its consolidated financial statements presented in accordance with accounting principles generally accepted in the United States (GAAP), Armstrong provides additional measures of performance adjusted to exclude the impact of foreign exchange, restructuring charges and related costs, impairments, and certain other gains and losses.  The Company uses these adjusted performance measures in managing the business, including communications with its Board of Directors and employees, and believes that they provide users of this financial information with meaningful comparisons of operating performance between current results and results in prior periods. The Company believes that these non-GAAP financial measures are appropriate to enhance understanding of its past performance, as well as prospects for its future performance. A reconciliation of these adjustments to the most directly comparable GAAP measures is included in this release and on our website. These non-GAAP measures should not be considered in isolation or as a substitute for the most comparable GAAP measures. Non-GAAP financial measures utilized by the Company may not be comparable to non-GAAP financial measures used by other companies.

CONSOLIDATED	Three Months Ended June 30,						Six Months Ended June 30,
	2011			2010			2011			2010
Adjusted EBITDA	$	108.6		$	88.3		$	201.5		$	143.7
D&A/Fx*		(26.4	)		(28.5	)		(52.9	)		(56.7	)
Operating Income, Adjusted	$	82.2		$	59.8		$	148.6		$	87.0
Cost reduction initiatives expenses		7.9			2.2			18.0			1.5
CEO transition costs		-			-			-			11.2
Restructuring		2.4			-			7.3			-
Fixed asset impairment		-			5.1			-			8.2
Foreign exchange impact		(0.8	)		(0.4	)		(1.5	)		(0.2	)
Operating Income, Reported	$	72.7		$	52.9		$	124.8		$	66.3

*Excludes accelerated depreciation associated with cost reduction initiatives reflected below.  Actual D&A as reported is; $29.9 million for the three months ended June 30, 2011, $28.1 million for the three months ended June 30, 2010, $61.8 million for the six months ended June 30, 2011, and $56.4 million for the six months ended June 30, 2010.

BUILDING PRODUCTS	Three Months Ended June 30,						Six Months Ended June 30,
	2011			2010			2011			2010
Adjusted EBITDA	$	73.8		$	68.2		$	155.0		$	123.0
D&A/Fx		(13.0	)		(13.2	)		(26.1	)		(26.1	)
Operating Income, Adjusted	$	60.8		$	55.0		$	128.9		$	96.9
Cost reduction initiatives expenses		4.4			2.2			9.6			1.5
Restructuring		(0.2	)		-			1.5			-
Foreign exchange impact		(0.5	)		(0.2	)		(0.8	)		(0.3	)
Operating Income, Reported	$	57.1		$	53.0		$	118.6		$	95.7

RESILIENT FLOORING	Three Months Ended June 30,						Six Months Ended June 30,
	2011			2010			2011			2010
Adjusted EBITDA	$	24.8		$	19.9		$	39.0		$	22.5
D&A/Fx		(7.5	)		(8.2	)		(14.8	)		(16.1	)
Operating Income, Adjusted	$	17.3		$	11.7		$	24.2		$	6.4
Cost reduction initiatives expenses		3.7			-			9.5			-
Restructuring		2.2			-			5.4			-
Fixed Asset Impairment		-			2.1			-			2.1
Foreign exchange impact		0.1			(0.4	)		(0.7	)		(0.5	)
Operating Income, Reported	$	11.3		$	10.0		$	10.0		$	4.8

WOOD FLOORING	Three Months Ended June 30,						Six Months Ended June 30,
	2011			2010			2011			2010
Adjusted EBITDA	$	15.4		$	4.5		$	21.2		$	6.4
D&A/Fx		(2.6	)		(3.1	)		(5.3	)		(6.2	)
Operating Income, Adjusted	$	12.8		$	1.4		$	15.9		$	0.2
Cost reduction initiatives (income)		(0.2	)		-			(0.5	)		-
Restructuring		-			-			(0.2	)		-
Foreign exchange impact		(0.4	)		0.3			(0.3	)		0.7
Operating Income (Loss),   Reported	$	13.4		$	1.1		$	16.9		$	(0.5	)

CABINETS	Three Months Ended June 30,						Six Months Ended June 30,
	2011			2010			2011			2010
Adjusted EBITDA	$	1.4		$	-		$	1.1		$	(3.4	)
D&A/Fx		(0.6	)		(0.4	)		(1.1	)		(0.9	)
Operating Income (Loss), Adjusted*	$	0.8		$	(0.4	)	$	-		$	(4.3	)

*No adjustments necessary to reconcile adjusted operating income to reported operating income (loss).

UNALLOCATED CORPORATE	Three Months Ended June 30,						Six Months Ended June 30,
	2011			2010			2011			2010
Adjusted EBITDA	$	(6.8	)	$	(4.3	)	$	(14.8	)	$	(4.8	)
D&A/Fx		(2.7	)		(3.6	)		(5.6	)		(7.4	)
Operating (Loss), Adjusted	$	(9.5	)	$	(7.9	)	$	(20.4	)	$	(12.2	)
Cost reduction initiatives (income)		-			-			(0.5	)		-
CEO transition costs		-			-			-			11.2
Restructuring		0.4			-			0.6			-
Fixed asset impairments		-			3.0			-			6.1
Foreign exchange impact		(0.1	)		(0.1	)		0.2			-
Operating (Loss), Reported	$	(9.9	)	$	(10.8	)	$	(20.7	)	$	(29.4	)

	Three Months Ended				Six Months Ended
CONSOLIDATED	June 30, 2011		June 30, 2010		June 30, 2011		June 30, 2010
	Total	Per Share	Total	Per Share	Total	Per Share		Total	Per Share
Adjusted EBITDA	$ 108.6		$ 88.3		$ 201.5			$ 143.7
D&A as reported	(29.9)		(28.1)		(61.8)			(56.4)
Accelerated Deprecation/Fx	3.5		(0.4)		8.9			(0.3)
Operating Income, Adjusted	$ 82.2		$ 59.8		$ 148.6			$ 87.0
Other non-operating (expense)	(11.5)		(3.7)		(26.0)			(6.8)
Earnings Before Taxes, Adjusted	70.7		56.1		122.6			80.2
Adjusted tax (expense) @ 42%	(29.7)		(23.6)		(51.5)			(33.7)
Net Earnings, Adjusted	$ 41.0	$ 0.70	$ 32.5	$ 0.57	$ 71.1	$ 1.21		$ 46.5	$ 0.80
Pre-tax adjustment items	(9.5)		(6.9)		(23.8)			(20.7)
Reversal of adjusted tax @ 42%	29.7		23.6		51.5			33.7
Ordinary tax	(23.8)		(19.7)		(43.4)			(23.5)
Unbenefitted foreign losses	(3.1)		(2.9)		(7.9)			(7.0)
Tax adjustment items	3.6		0.2		3.9			-
Federal Medicare Subsidy Adjustment	-		-		-			(21.6)
Net Earnings, Reported	$ 37.9	$ 0.64	$ 26.8	$ 0.46	$ 51.4	$ 0.87		$ 7.4	$ 0.13

CASH FLOW	Three Months Ended June 30,					Six Months Ended June 30,
Free Cash Flow	2011			2010		2011			2010
Net Cash From Operations	$	68		$	84	$	32		$	56
Plus/(minus): Net Cash Used for Investing		(18	)		5		(26	)		3
Free Cash Flow	$	50		$	89	$	6		$	59

EX-99.2

Earnings Call Presentation2nd Quarter 2011

August 1, 2011

1

Safe Harbor Statement

Our disclosures in this presentation and in our other public documents and comments
contain forward-looking statements within the meaning of the Private Securities Litigation
Reform Act.Those statements provide our future expectations or forecasts and can be
identified by our use of words such as "anticipate," "estimate," "expect," "project," "intend,"
"plan," "believe," "outlook," etc. in discussions of future operating or financial performance
or the outcome of contingencies such as liabilities or legal proceedings.Forward-looking
statements, by their nature, address matters that are uncertain and involve risks because
they relate to events and depend on circumstances that may or may not occur in the
future.A more detailed discussion of the risks and uncertainties that may affect our ability
to achieve the projected performance is included in the “Risk Factors” and “Management’s
Discussion and Analysis” sections of our recent reports on Forms 10-K and 10-Q filed with
the SEC.As a result, our actual results may differ materially from our expected results and
from those expressed in our forward looking statements.We undertake no obligation to
update any forward-looking statements beyond what is required under applicable
securities law.

In addition, we will be referring to non-GAAP financial measures within the meaning of
SEC Regulation G. A reconciliation of the differences between these measures with the
most directly comparable financial measures calculated in accordance with GAAP is
available on the Investor Relations page of our website at www.armstrong.com.

2

Basis of Presentation Explanation

	Comparable Dollars	Other Adjustments
Net Sales	Yes	No
Gross Profit	Yes	Yes
SG&A Expense	Yes	Yes
Equity Earnings	Yes	Yes
Operating Income	Yes	Yes
Net Income	Yes	Yes
Cash Flow	No	No
Return on Capital	Yes	Yes
EBITDA	Yes	Yes

•We report in comparable dollars to
remove the effects of currency
translation on the P&L.The budgeted
exchange rate for the current year is
used for all currency translations in the
current year and prior years.

•We remove the impact of major, discrete
expenses and income.Examples
include plant closures, restructuring
actions, and other large unusual items.

•Taxes for normalized Net Income and
EPS for all periods presented are
calculated using a constant 42%, which
is based on the full year historical tax
rate.

When reporting our financial results within this presentation, we make several adjustments. Management uses
the adjusted non-GAAP measures below in managing the business and believes the adjustments provide
meaningful comparisons of operating performance between periods.As reported results will be footnoted
throughout the presentation.

What Items Are Adjusted

All figures throughout the presentation are in $ millions unless otherwise noted.Figures may
not add due to rounding.

3

Key Metrics - Second Quarter 2011

Financial Overview

(1)As reported Net Sales:$749 million in 2011 and $725 million in 2010.

(2)As reported Operating Income:$73 million in 2011 and $53 million in 2010

(3)As reported EPS:$0.64 in 2011 and $0.46 in 2010.

	2011 Actual	2010 Actual	Variance
Net Sales (1)	$733	$733	0%
Operating Income (2)	82	60	36.7%
% of Sales	11.2%	8.2%	300 bps
EBITDA	109	88	23.9%
% of Sales	14.9%	12.0%	290 bps
Earnings Per Share (3)	$0.70	$0.57	22.8%
Free Cash Flow	50	89	(39)
Net (Cash) Debt	542	(141)	683

4

Q2 2011 - Adjusted EBITDA to Reported Net Income

Financial Overview

	2011	2010	V
EBITDA- Adjusted	$109	$88	$21
Depreciation and Amortization	(27)	(28)	1
Operating Income - Adjusted	$82	$60	$22
Foreign Exchange Movements	1	-	1
Cost Reduction Initiatives	(5)	(2)	(3)
Accelerated Depreciation (not included above)	(3)	-	(3)
Restructuring	(2)	-	(2)
Impairments	-	(5)	5
Operating Income - As Reported	$73	$53	$20
Interest (Expense) Income	(12)	(4)	(8)
EBT	$61	$49	$12
Tax (Expense) Benefit	(23)	(22)	(1)
Net Income	$38	$27	$11

5

Q2 Sales and EBITDA by Segment - 2011 vs. 2010

Financial Overview

6

EBITDA Bridge - Q2 2011 versus Prior Year

Financial Overview

($11)

($1)

7

Free Cash Flow - Second Quarter 2011 versus Prior Year

Financial Overview

8

Key Metrics - 1st Half 2011

Financial Overview

(1)As reported Net Sales:$1,434 million in 2011 and $1,384 million in 2010.

(2)As reported Operating Income:$125 million in 2011 and $66 million in 2010

(3)As reported EPS:$0.87 in 2011 and $0.13 in 2010.

	2011 Actual	2010 Actual	Variance
Net Sales (1)	$1,414	$1,393	1.5%
Operating Income (2)	149	87	71.3%
% of Sales	10.5%	6.3%	430 bps
EBITDA	202	144	40.3%
% of Sales	14.3%	10.3%	400 bps
Earnings Per Share (3)	$1.21	$0.80	51.3%
Free Cash Flow	6	59	(53)
Net (Cash) Debt	542	(141)	683

9

1H Sales and EBITDA by Segment - 2011 vs. 2010

Financial Overview

10

EBITDA Bridge - 1H 2011 versus Prior Year

Financial Overview

($13)

11

Key Metrics- Guidance 2011

Financial Overview

	2011 Estimate Range			2010	Variance
Net Sales(1)	2,900	to	3,000	2,766	5%	to	8%
Operating Income(2)	280	to	310	189	48%	to	64%
EBITDA	385	to	415	303	27%	to	37%
Earnings Per Share(3)	$2.29	to	$2.58	$1.73	32%	to	49%
Free Cash Flow	80	to	120	180	(56%)	to	(33%)

(1)Sales figures include foreign exchange impact.

(2)As reported Operating Income:$255- 285 million in 2011 and $81 million 2010.

(3)As reported earnings per share:$2.01 - $2.32 in 2011 and $0.19 in 2010.

12

$165 Million Savings Program

$165M savings from manufacturing and SG&A, net of inflation.
Manufacturing savings driven by plant closures and LEAN.

Cumulative Savings$35M$125M$165M

Financial Overview

13

2011 Financial Outlook

Financial Overview

¾Raw Material & Energy Inflation* $50 - $60 million increase

¾Manufacturing Productivity*Gross Margin +175 to +225 bps vs. 2010

¾U.S. Pension Credit~$25 million, down ~$25 million vs. 2010
60% manufacturing, 40% SG&A

¾Earnings from WAVE$5 - $10 million vs. 2010

¾Cash Taxes/ETR*~$25 million. Adjusted ETR of 42%

¾Q3Sales $780 - $830 million
EBITDA $115 - $130 million

¾Capital Spending~$180-$200 million

¾Exclusions fromEBITDA*~$18 - $22 million associated with already
announced actions

* Changed from April Outlook

14

Appendix

15

1H 2011 - Adjusted EBITDA to Reported Net Income

Financial Overview Appendix

	2011	2010	V
EBITDA- Adjusted	$202	$144	$58
Depreciation and Amortization	(53)	(57)	4
Operating Income - Adjusted	$149	$87	$62
Foreign Exchange Movements	(1)	-	(1)
Cost Reduction Initiatives	(25)	(13)	(12)
Accelerated Depreciation (not included above)	9	-	9
Restructuring	(7)	-	(7)
Impairments	-	(8)	8
Operating Income - As Reported	$125	$66	$59
Interest (Expense) Income	(26)	(6)	(20)
EBT	$99	$60	$39
Healthcare Reform- Medicare Subsidy Elimination	-	(22)	22
Tax (Expense) Benefit	(48)	(31)	(17)
Net Income	$51	$7	$44

16

Adjusted Operating Income to Free Cash Flow

Financial Overview Appendix

	2011 Estimate Range
Adjusted Operating Income	280	to	310
D&A	105
Adjusted EBITDA	385	to	415
Changes in Working Capital	5	to	25
Capex	(180)	to	(200)
Pension Credit	(25)
Interest Expense	(50)
Cash Taxes	(25)
Other, including cash payments for restructuring and one-time items	(30)
Free Cash Flow	80	to	120

17

Consolidated Results

Financial Overview Appendix

Second Quarter
	2011 Reported	Comparability(1 ) Adjustments	FX(2) Adj	2011 Adjusted	2010 Reported	Comparability(1 ) Adjustments	FX(2) Adj	2010 Adjusted
Net Sales	749	-	(16)	733	725	-	8	733
Operating Income	73	10	(1)	82	53	7	-	60
EPS	$0.64	$0.07	($0.01)	$0.70	$0.46	$0.11	$ -	$0.57
Full Year 2011
	2011 Reported	Comparability(1 ) Adjustments	FX(2) Adj	2011 Adjusted	2010 Reported	Comparability(1 ) Adjustments	FX(2) Adj	2010 Adjusted
Net Sales	1,434	-	(20)	1,414	1,384	-	9	1,393
Operating Income	125	25	(1)	149	66	21	-	87
EPS	$0.87	$0.35	($0.01)	$1.21	$0.13	$0.67	$-	$0.80

(1)See earnings press release and 10-Q for additional detail on comparability adjustments

(2)Eliminates impact of foreign exchange movements

18

Segment Operating Income (Loss)

Financial Overview Appendix

(1)Eliminates impact of foreign exchange movements and non-recurring items; see earnings press release and 10-Q for additional detail.

Second Quarter
	2011 Reported	Comparability(1) Adjustments	2011 Adjusted	2010 Reported	Comparability(1) Adjustments	2010 Adjusted
Building Products	57	4	61	53	2	55
Resilient Flooring	11	6	17	10	2	12
Wood Flooring	14	(1)	13	1	-	1
Cabinets	1	-	1	-	-	-
Unallocated Corporate (Expense) Income	(10)	-	(10)	(11)	3	(8)
Full Year 2011
	2011 Reported	Comparability(1) Adjustments	2011 Adjusted	2010 Reported	Comparability(1) Adjustments	2010 Adjusted
Building Products	119	10	129	95	2	97
Resilient Flooring	10	14	24	5	1	6
Wood Flooring	17	(1)	16	(1)	1	-
Cabinets	-	-	-	(4)	-	(4)
Unallocated Corporate (Expense) Income	(21)	1	(20)	(29)	17	(12)

19

Cash Flow

Financial Overview Appendix

	Second Quarter		Full Year
($-millions)	2011	2010	2011	2010
Net Cash From Operations	68	84	32	56
Plus / (Minus) Net Cash from Investing	(18)	5	(26)	3
Equals Free Cash Flow	50	89	6	59

EX-99.3

1

Armstrong World
Industries
Investor Presentation

August 1, 2011

1

Safe Harbor Statement

Our disclosures in this presentation and in our other public documents and comments
contain forward-looking statements within the meaning of the Private Securities Litigation
Reform Act.Those statements provide our future expectations or forecasts and can be
identified by our use of words such as "anticipate," "estimate," "expect," "project," "intend,"
"plan," "believe," "outlook," etc. in discussions of future operating or financial performance
or the outcome of contingencies such as liabilities or legal proceedings.Forward-looking
statements, by their nature, address matters that are uncertain and involve risks because
they relate to events and depend on circumstances that may or may not occur in the
future.A more detailed discussion of the risks and uncertainties that may affect our ability
to achieve the projected performance is included in the “Risk Factors” and “Management’s
Discussion and Analysis” sections of our recent reports on Forms 10-K and 10-Q filed with
the SEC.As a result, our actual results may differ materially from our expected results and
from those expressed in our forward looking statements.We undertake no obligation to
update any forward-looking statements beyond what is required under applicable
securities law.

In addition, we will be referring to non-GAAP financial measures within the meaning of
SEC Regulation G. A reconciliation of the differences between these measures with the
most directly comparable financial measures calculated in accordance with GAAP is
available on the Investor Relations page of our website at www.armstrong.com.

2

Basis of Presentation Explanation

	Comparable Dollars	Other Adjustments
Net Sales	Yes	No
Gross Profit	Yes	Yes
SG&A Expense	Yes	Yes
Equity Earnings	Yes	Yes
Operating Income	Yes	Yes
Net Income	Yes	Yes
Cash Flow	No	No
Return on Capital	Yes	Yes
EBITDA	Yes	Yes

•We report in comparable dollars to
remove the effects of currency
translation on the P&L.The budgeted
exchange rate for the current year is
used for all currency translations in the
current year and prior years.

•We remove the impact of major, discrete
expenses and income.Examples
include plant closures, restructuring
actions, and other large unusual items.

•Taxes for normalized Net Income and
EPS for all periods presented are
calculated using a constant 42%, which
is based on the full year historical tax
rate.

When reporting our financial results within this presentation, we make several adjustments. Management uses
the adjusted non-GAAP measures below in managing the business and believes the adjustments provide
meaningful comparisons of operating performance between periods.As reported results will be footnoted
throughout the presentation.

What Items Are Adjusted

All figures throughout the presentation are in $ millions unless otherwise noted.Figures may
not add due to rounding.

3

Company Overview

4

Armstrong at a Glance

Leading global manufacturer of floors and ceilings
for use in renovation and new construction.
Significant U.S. cabinets’ business.

¾$2.8 billion in sales in 2010

§ Market leader in businesses representing 80% of sales

¾Serving global customers from seven countries

¾31 manufacturing locations

¾Approximately 9,300 employees

¾Approximately $2.6 billion market capitalization

§Strong balance sheet - $540 million of net debt

§Significant NOL carry forward

¾58 million diluted shares outstanding

§300K average daily trading volume

§64% owned by Armstrong Asbestos Trust and Armor TPG

¾‘AWI’ on the NYSE

§Since October 2006 emergence from asbestos-related bankruptcy

Company Overview

5

§Emerge from
bankruptcy

§Initiate strategic
review and sale
process

§Idle: Nashville

History

20062007200820092010

Company Overview

$3.50B

$407M

11.6%

§Cancel Strategic
sale process

§Sell Desseaux textile &
sports flooring business

•Sales

•EBITDA

$3.54B

$439M

12.4%

$3.21B

$384M

12.0%

$2.85B

$296M

10.4%

$2.83B

$303M

10.7%

§$250M special
dividend

§TPG invests in
Armstrong

§Idle: Montreal

Mobile

§Close: Auburn

Nashville

§New CEO and CFO

§Leverage recap.
and $800M special
dividend

§Investing in
emerging markets

§Announce $150M
cost out initiative

§Close: St. Gallen

Oneida

Center

Montreal

Teeside

Housing starts

6

§Approve second
flooring plant in China

§New leader of
Ceilings business

§Approve new ceilings
plant in China

§Cost out initiative
raised to $165 million

§Idle: Statesville

§Close: Beaver Falls

Holmsund

Present / Future

2011201220132014

Company Overview

§Competitive cost structure in place

§$165 million cost reduction initiative, ongoing LEAN efforts

§Fix underperforming businesses

§European flooring products profitable in 2012

§Dramatic growth in priority emerging markets

§Three new Chinese manufacturing facilities on-line

§Significant increase is sales and marketing resources across emerging markets

§Profitable growth in core markets

§Focus on product innovation, design and environmental leadership

§Build a winning team and a global organization

§Implement Organization Vitality and create a globally aligned organization

•Sales

•EBITDA

$2.85-2.95B

$385-$415M

~13.8%

ROIC > Cost of Capital

7

Key Investment Highlights

¾New senior leadership team to execute strategy

¾$165M cost savings program to achieve competitive cost structure

¾Investments in emerging markets to continue to win and maintain
market leader strategy

¾ROIC targets to return at least the cost of capital by 2013 with ~1M
housing starts

¾Efficient balance sheet and sufficient liquidity to manage operations,
execute capital spending and restructuring plans

Company Overview

8

2010 Business Segment and End-Use Profile

Majority of business is renovation - dampens cycles.

Company Overview

N.A. >75% renovation

¾9% of Sales from Emerging Markets

9

Business Segment Profile

Building Products delivers the bulk of worldwide income and has
remained profitable through the economic cycle.

2010 EBITDA

- Excludes unallocated corporate expense

Company Overview

10

Industry Structure/Competitive Position

	U.S. Resilient	European Resilient	Hardwood	Building Products	Cabinets
Market Leadership
Competitor Concentration
Industry Capacity Utilization
Low-Cost Manufacturer

Armstrong continuously focused on competitive dynamics.

Key Favorable Neutral Unfavorable

Company Overview

11

Business Segment Overview

12

Worldwide Business Overview - Building Products

Worldwide market leader in suspended ceilings.

Business Segment Overview - Building Products

North America
	Mkt Size (B ft2)	AWI Rank
Commercial	1.4	1
Residential	0.4	1

Europe, Africa, Middle- East
	Mkt Size (B ft2)	AWI Rank
Western	1.2	1
Eastern	0.5	1
Africa / Mid- East	0.3	1

Asia, Australia
	Mkt Size (B ft2)	AWI Rank
China	0.2	1
Australia	<0.1	1
India	<0.1	1
SE Asia	<0.1	1

13

ABP Key Strategies

1	Broadest Product Portfolio
¾Complete product offering ¾New product pipeline (Metal, Wood) ¾Win versus soft fiber in Europe

2	Emerging Market Growth
¾Plant #2 in China ¾Distribution in Russia, Middle East ¾Grid plant in India

Business Segment Overview -Building Products

4	Best-in-Class Service/Quality
¾Best on-time delivery performance ¾ Lowest claims rate ¾ Best product availability

3	Innovation Leadership
¾“Sustainability” leadership ¾Custom solutions (Metal, Wood) ¾Recycling program

14

Building Products (ABP) Sales by Geography

($-Millions)

Contribution of WAVE JV Profit to Operating Margin	4%
Worldwide EBITDA Margin	22%

Adding new engines to accelerate global growth.

Business Segment Overview - Building Products

¾Global market leader

§Broadest Product Line

§Innovation

§Go-to-Market

§Best cost, quality, service

n>90% sales commercial

nGrid - 50/50 joint venture

Ceilings & Grid

¾15% of Sales from Emerging Markets

15

Worldwide Business Overview - Floor Products *

Business Segment Overview - Worldwide Floor Products

Global presence with market leadership in most regions.

Asia, Australia
	Mkt Size (B ft2)	AWI Rank
China	0.4	3
Australia	0.1	2
India	<0.1	1
SE Asia	0.1	1

Europe, Africa, Middle-East
	Mkt Size (B ft2)	AWI Rank
Central	0.3	1
Eastern / Africa / Mid-East	0.3	5
Western Europe	0.9	4

North America
	Mkt Size (B ft2)	AWI Rank
Commercial	1.0	1
Residential	2.0	1
Wood	0.6	1

* Market figures exclude segments in which we do not participate.

16

AFP Key Strategies

Business Segment Overview - Worldwide Floor Products

1	Best Product Portfolio
¾Offer broadest assortment ¾Drive mix ¾Quality leadership

2	Complete Market Coverage
¾Brand leadership ¾Merchandising presence ¾Sales coverage effectiveness

3	Low-Cost Manufacturing
¾Lean deployment ¾Capability investment, e.g., glass, wood automation ¾Rationalize footprint

4	Innovation Leadership
¾Environmental solutions ¾Design, performance, and installation

5	Drive China Growth
¾Focus on market development ¾Plant investments to support growth

6	Restructure Europe
¾Exited Residential ¾Simplify Commercial participation ¾Cost-out … plants and SG&A

17

Floor Products (AFP) Sales by Geography

($-Millions)

Worldwide Adjusted EBITDA Margin
excluding Europe 5% 7%

Continued profitability through bottom of residential downturn.

Business Segment Overview - Worldwide Floor Products

Resilient & Wood

Wood

WorldwideResilient

¾4% of Sales from Emerging Markets

18

European Floor Products

Commercial

87%

Residential

13%

2009
Sales (1)	$330M
EBITDA(2)	($ 15M)

Business Segment Overview - European Floor Products

(1) Includes intercompany sales, (2) Excludes restructuring expense

¾Exited Residential segment

¾Simplified Commercial business … country and product participation

¾Closed Teesside and Holmsund plants

¾SG&A restructuring … 38% decrease in headcount

EBITDA break even in 2011… Profitable in 2012.

2011
Sales	$280M
EBITDA(2)	$0M

Commercial

100%

Transform the business

19

Cabinets

¾Small player…<5% share

¾Focus on small-/medium-size builder

¾Go-to-Market

Current Situation

2010 Sales=$150M

¾Niche player… both new and remodel

¾Restructure costs to reflect market reality

¾Non-core business

Strategy

	% of Sales
Company-Owned Service Centers	51%
Distribution	27%
Multi-Family	22%

Business Segment Overview - Cabinets

20

Financial Overview

21

Profitable and cash flow positive through downturn

¾Focus on cost control / productivity

¾Strong free cash flow

¾ROIC greater than cost of capital in 2013, with new home starts at
one million

¾Continuing to fully invest in businesses

¾Strong balance sheet: leverage, liquidity and maturity profile

¾Overfunded US pension plan

¾Positioned for considerable operational leverage on modest market
recovery

Financial Summary

Financial Overview

22

Figures rounded to nearest $5 million

Financial Overview

Cost reduction and improved price / mix significantly offset
dramatic volume declines.

EBITDA Bridge (2006-2009)

23

(Millions)

Figures rounded to nearest $1 million

Financial Overview

Cost reduction offsets volume and input cost headwinds.

EBITDA Bridge (2009-2010)

24

EBITDA Bridge -1H 2011 versus Prior Year

Financial Overview

($13)

25

$165 Million Savings Program

$165M savings from manufacturing and SG&A, net of inflation.

Manufacturing savings driven by plant closures and LEAN.

Cumulative Savings$35M$125M$165M

Financial Overview

26

Balance Sheet6/30/2011

(2%)

(14%)

Financial Overview

$580

(Millions)

Maturity Profile

¾No significant maturities until 2015

¾Considerable covenant flexibility

Liquidity

¾Sufficient liquidity to manage
operations, and execute capital
spend and restructuring plans

27

Financial Overview Appendix

28

Key Metrics- Guidance 2011

Financial Overview Appendix

	2011 Estimate Range			2010	Variance
Net Sales(1)	2,900	to	3,000	2,766	5%	to	8%
Operating Income(2)	280	to	310	189	48%	to	64%
EBITDA	385	to	415	303	27%	to	37%
Earnings Per Share(3)	$2.29	to	$2.58	$1.73	32%	to	49%
Free Cash Flow	80	to	120	180	(56%)	to	(33%)

(1)Sales figures include foreign exchange impact.

(2)As reported Operating Income:$255- 285 million in 2011 and $81 million 2010.

(3)As reported earnings per share:$2.01 - $2.32 in 2011 and $0.19 in 2010.

Guidance provided as of August 1, 2011.

We undertake no obligation to update guidance, beyond what is required by securities law.

29

2011 Financial Outlook

Financial Overview Appendix

¾Raw Material & Energy Inflation* $50 - $60 million increase

¾Manufacturing Productivity*Gross Margin +175 to +225 bps vs. 2010

¾U.S. Pension Credit~$25 million, down ~$25 million vs. 2010
60% manufacturing, 40% SG&A

¾Earnings from WAVE$5 - $10 million vs. 2010

¾Cash Taxes/ETR*~$25 million. Adjusted ETR of 42%

¾Q3Sales $780 - $830 million
EBITDA $115 - $130 million

¾Capital Spending~$180-$200 million

¾Exclusions fromEBITDA*~$18 - $22 million associated with already
announced actions

* Changed from April Outlook

30

Full Year 2010 - Adjusted Operating Income to

Reported Net Income

Financial Overview Appendix

	2010	2009	V
Operating Income - Adjusted	$188	$157	$31
Foreign Exchange Movements	2	-	2
Laminate Duty Refund	7	-	7
Cost Reduction Initiatives	(50)	(16)	(34)
Asset Impairments	(31)	(18)	(13)
Restructuring	(22)	-	(22)
Executive Transition	(15)	-	(15)
Gain on Settlement of Note Receivable	2	-	2
Accelerated Vesting	-	(32)	32
Operating Income - As Reported	$81	$91	($10)
Interest (Expense) Income	(14)	(16)	2
EBT	$67	$75	($8)
Tax (Expense) Benefit	(56)	3	(59)
Net Income	$11	$78	($67)