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, 2007

AIRGAS, INC.

(Exact name of registrant as specified in its charter)

Delaware	1-9344	56-0732648
(State or other	(Commission File Number)	(I.R.S. Employer
jurisdiction of		Identification No.)
incorporation)

259 North Radnor-Chester Road, Suite 100
Radnor, PA 19087-5283

(Address of principal executive offices)

Registrant’s telephone number, including area code: (610) 687-5253

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 (see General Instruction A.2. below):

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

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

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

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

TABLE OF CONTENTS

	Item 2.02 Results of Operations and Financial Condition
	Item 9.01 Financial Statements and Exhibits
Signatures
Press Release dated July 25, 2007

Item 2.02 Results of Operations and Financial Condition

On July 25, 2007, Airgas, Inc. (the “Company”) reported its earnings for its first quarter ended June 30, 2007, as described in the press release attached as Exhibit 99.1 and incorporated herein by reference.

The information contained in this Form 8-K report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or incorporated by reference in any filing under the Securities Exchange Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.

Non-GAAP Measures:

The press release attached as Exhibit 99.1 contains certain financial measures that are not defined under generally accepted accounting principles (GAAP). Return on capital is a non-GAAP measure that helps investors access how effectively the Company uses the capital invested in its operations. The Company also provided forward-looking earnings per share guidance on a non-GAAP basis for the second quarter ended September 30, 2007 and fiscal 2008 that excluded a charge related to the exchange of National Welders preferred stock for Airgas common stock. The Company believes that its non-GAAP earnings guidance provides financial statement users with meaningful insight into operating trends.

The Company’s intent is to provide non-GAAP financial information to enhance investors’ understanding of the Company’s consolidated financial statements and should be considered by the reader in addition to, but not instead of, the financial statements prepared in accordance with GAAP.

Item 9.01 Financial Statements and Exhibits

(a)	None
(b)	None
(c)	None
(d)	Exhibits.

99.1   —     Press Release dated July 25, 2007

Signatures

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

AIRGAS, INC.		AIRGAS EAST, INC.
(Registrant)		AIRGAS GREAT LAKES, INC. AIRGAS MID AMERICA, INC.
		AIRGAS NORTH CENTRAL, INC.
		AIRGAS SOUTH, INC.
BY:	/s/ Thomas M. Smyth Thomas M. Smyth Vice President & Controller	AIRGAS GULF STATES, INC. AIRGAS MID SOUTH, INC. AIRGAS INTERMOUNTAIN, INC.
		AIRGAS NORPAC, INC.
		AIRGAS NORTHERN CALIFORNIA & NEVADA, INC.
		AIRGAS SOUTHWEST, INC.
		AIRGAS WEST, INC.
		AIRGAS SAFETY, INC.
		AIRGAS CARBONIC, INC.
		AIRGAS SPECIALTY GASES, INC.
		NITROUS OXIDE CORP.
		RED-D-ARC, INC.
		AIRGAS DATA, LLC
		(Co-Registrants)
		BY:	/s/ Thomas M. Smyth
			Thomas M. Smyth Vice President

DATED: July 25, 2007

EX-99.1

		Airgas, Inc.
		259 N. Radnor-Chester Road
		Suite 100
		Radnor, PA 19087-5283
	News Release	www.airgas.com

Exhibit 99.1

Investor Contact:	Media Contact:
Jay Worley (610) 902-6206	James Ely (610) 902-6010
jay.worley@airgas.com	jim.ely@airgas.com

For release: Immediately

Airgas Reports Record First Quarter EPS of $0.63

RADNOR, PA — July 25, 2007 — Airgas, Inc., (NYSE: ARG), the largest U.S. distributor of industrial, medical, and specialty gases, welding, safety, and related products, today reported strong growth in sales, operating income, and earnings for its first quarter ended June 30, 2007.

Quarterly net earnings increased 34% to $51.7 million, or $0.63 per diluted share, compared to $38.7 million, or $0.48 per diluted share in the prior year. The prior year quarter included a one-time $0.02 per share tax benefit. First quarter sales grew 18% over the prior year to $915 million. Acquisitions accounted for 11% of the growth, and total same-store sales increased 7% over strong growth levels in the prior year, with hardgoods up 6% and gas and rent up 8%.

“We had an outstanding quarter. We continue to see good growth in non-residential construction and energy markets, and our strategic products are also performing well,” said Airgas Chairman and Chief Executive Officer Peter McCausland. “Profitability also continues to improve as operating margins in the quarter expanded to 12.2%, an improvement of 200 basis points over last year’s operating margin. Return on Capital* was 13.4%, an increase of 120 basis points over the prior year.”

On July 2, the Company announced that it successfully completed its acquisition of most of Linde’s U.S. packaged gas business, effective June 30, 2007. The acquired business generated revenues of $346 million in 2006. The Company also announced that it had reached a definitive agreement with its National Welders joint venture partners to exchange all preferred shares of National Welders Supply Company for Airgas common stock, converting the joint venture into a wholly owned subsidiary. That exchange was completed on July 3, 2007. “We are very pleased to have completed these two important transactions, which will help us grow our earnings and cash flow in the years ahead,” said McCausland.

Page 2 of 9

For the second quarter, Airgas expects to earn $0.57 to $0.60 per diluted share, including an estimated $0.03 per share of integration expense from the Linde packaged gas transaction and a one-time non-cash charge of $0.03 per share related to the National Welders exchange. The Company is increasing full-year guidance to $2.49 to $2.57 per diluted share, including the $0.03 charge in the second quarter from the National Welders exchange and the operating results and integration expenses associated with the Linde packaged gas acquisition. The previously communicated range was $2.33 to $2.41 per diluted share for the full year. The new guidance is summarized in the table below:

	Qtr Ending		Year Ending
	Sep 30, 2007		Mar 31, 2008
EPS guidance	$	0.57 — $0.60	$	2.49 — $2.57
Charge for National Welders exchange	$	0.03	$	0.03
EPS guidance excluding National Welders charge	$	0.60 — $0.63	$	2.52 — $2.60

The Company will conduct an earnings teleconference at 11:00 a.m. Eastern Time on Thursday, July 26. The teleconference will be available by calling (800) 665-0430. The presentation materials (this press release, slides to be presented during the Company’s teleconference, and information about how to access a live and on-demand webcast of the teleconference) are available in the “Investor Information” section under the “Company Information” heading on the Company’s Internet site at www.airgas.com. A webcast of the teleconference will be available live and on demand through August 31 at http://www.shareholder.com/arg/medialist.cfm. A replay of the teleconference will be available through August 3. To listen, call (888) 203-1112 and enter passcode 4803679.

* See attached reconciliation of the Return on Capital non-GAAP financial measure.

About Airgas, Inc.

Airgas, Inc. (NYSE: ARG), through its subsidiaries, is the largest U.S. distributor of industrial, medical, and specialty gases, and hardgoods, such as welding equipment and supplies. Airgas is also one of the largest U.S. distributors of safety products, the largest U.S. producer of nitrous oxide and dry ice, the largest liquid carbon dioxide producer in the Southeast, and a leading distributor of process chemicals, refrigerants, and ammonia products. More than 13,000 employees work in over 1,000 locations, including branches, retail stores, gas fill plants, specialty gas labs, production facilities and distribution centers. Airgas also distributes its products and services through eBusiness, catalog and telesales channels. Its national scale and strong local presence offer a competitive edge to its diversified customer base. For more information, please visit www.airgas.com.

Page 3 of 9

# # #

Forward-Looking Statements

This press release may contain statements that are forward looking, as that term is defined by the Private Securities Litigation Reform Act of 1995 or by the Securities and Exchange Commission in its rules, regulations and releases. These statements include, but are not limited to, statements regarding: the Linde and National Welders transactions helping us to grow our earnings and cash flow in the years ahead; expectations for second quarter earnings per diluted share of $0.57 to $0.60, including $0.03 per share of integration expense related to the Linde packaged gas transaction and a $0.03 per share one-time non-cash charge associated with the National Welders transaction; and expectations for fiscal 2008 earnings per diluted share of $2.49 to $2.57, including the $0.03 charge in the second quarter from the National Welders exchange and the operating results and integration expenses associated with the Linde packaged gas acquisition. We intend that such forward-looking statements be subject to the safe harbors created thereby. All forward-looking statements are based on current expectations regarding important risk factors and should not be regarded as a representation by us or any other person that the results expressed therein will be achieved. Important factors that could cause actual results to differ materially from those contained in any forward-looking statement include: our ability to successfully integrate the former Linde U.S. packaged gas business, including retention of both customers and employees; supply availability and cost pressures; increased industry competition; customer acceptance of price increases; our ability to successfully consummate and integrate acquisitions; a disruption to our business from integration issues associated with acquisitions; an economic downturn; adverse changes in customer buying patterns; significant fluctuations in interest rates; increases in energy costs and other operating expenses; the effect of hurricanes and other catastrophic events; political and economic uncertainties associated with current world events; and other factors described in the Company’s reports, including its Form 10-K dated March 31, 2007, and other reports filed by the Company with the Securities and Exchange Commission.

Consolidated statements of earnings, condensed consolidated balance sheets, consolidated statements of cash flows, and a reconciliation of the non-GAAP financial measure follow.

Page 4 of 9

AIRGAS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(Amounts in thousands, except per share data)
(Unaudited)

	Three Months Ended
	June 30,
	2007			2006
Net sales	$	915,099		$	773,036
Costs and expenses:
Cost of products sold (excl. deprec.)		437,978			383,219
Selling, distribution and administrative expenses		321,412			275,977
Depreciation		41,565			33,162
Amortization		2,907			1,772
Total costs and expenses		803,862			694,130
Operating income		111,237			78,906
Interest expense, net		(20,508	)		(13,676	)
Discount on securitization of trade receivables (b)		(4,119	)		(3,336	)
Other income (expense), net		(84	)		213
Earnings before income tax expense and minority interest		86,526			62,107
Income tax expense		(34,095	)		(22,744	)
Minority interest in earnings of consolidated affiliate		(711	)		(711	)
Net earnings	$	51,720		$	38,652
Net earnings per common share (c):
Basic earnings per share	$	0.65		$	0.50
Diluted earnings per share	$	0.63		$	0.48
Weighted average shares outstanding (c):
Basic		79,004			77,557
Diluted		83,630			82,436

See attached Notes.

Page 5 of 9

AIRGAS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands)

	(Unaudited)
	June 30,		March 31,
	2007		2007
ASSETS
Cash	$	41,521	$	25,931
Trade accounts receivable, net (b)		235,327		193,664
Inventories, net		296,318		250,308
Deferred income tax asset, net		18,901		31,004
Prepaid expenses and other current assets		47,552		48,592
TOTAL CURRENT ASSETS		639,619		549,499
Plant and equipment, net		2,109,851		1,865,418
Goodwill		857,353		832,162
Other intangible assets, net		77,919		62,935
Other non-current assets		28,000		23,443
TOTAL ASSETS	$	3,712,742	$	3,333,457
LIABILITIES AND STOCKHOLDERS’ EQUITY
Accounts payable, trade	$	162,894	$	146,385
Accrued expenses and other current liabilities		234,836		241,275
Current portion of long-term debt		41,773		40,296
TOTAL CURRENT LIABILITIES		439,503		427,956
Long-term debt		1,598,004		1,309,719
Deferred income tax liability, net		378,266		373,246
Other non-current liabilities		45,850		39,963
Minority interest in affiliate		57,191		57,191
Stockholders’ equity		1,193,928		1,125,382
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	3,712,742	$	3,333,457

See attached Notes.

Page 6 of 9

AIRGAS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands)
(Unaudited)

	Three Months Ended			Three Months Ended
	June 30, 2007			June 30, 2006
CASH FLOWS FROM OPERATING ACTIVITIES
Net earnings	$	51,720		$	38,652
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation		41,565			33,162
Amortization		2,907			1,772
Deferred income taxes		15,297			14,574
Loss on sales of plant and equipment		749			128
Minority interest in earnings		711			711
Stock-based compensation expense		5,890			2,752
Changes in assets and liabilities, excluding effects of business acquisitions:
Securitization of trade receivables		20,600			(9,700	)
Trade receivables, net		(9,816	)		(16,222	)
Inventories, net		(10,142	)		(3,529	)
Prepaid expenses and other current assets		5,447			2,174
Accounts payable, trade		(13,700	)		(12,444	)
Accrued expenses and other current liabilities		(6,506	)		(14,177	)
Other non-current assets		(2,001	)		(1,314	)
Other non-current liabilities		(194	)		3,643
Net cash provided by operating activities		102,527			40,182
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures		(65,873	)		(62,704	)
Proceeds from sales of plant and equipment		2,006			1,263
Business acquisitions and holdback settlements		(317,451	)		(3,814	)
Other, net		(320	)		492
Net cash used in investing activities		(381,638	)		(64,763	)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from borrowings		473,145			166,219
Repayment of debt		(183,383	)		(152,010	)
Minority interest in earnings		(711	)		(711	)
Proceeds from exercise of stock options		6,945			4,799
Stock issued for employee stock purchase plan		3,171			2,822
Tax benefit realized from the exercise of stock options		4,660			—
Dividends paid to stockholders		(7,102	)		(5,433	)
Change in cash overdraft		(2,024	)		7,028
Net cash provided by financing activities		294,701			22,714
Change in cash	$	15,590		$	(1,867	)
Cash — Beginning of period		25,931			34,985
Cash — End of period	$	41,521		$	33,118
See attached Notes.

Page 7 of 9

Notes:

(a) Effective June 30, 2007, Airgas (the “Company”) completed the previously announced acquisition of most of the U.S. packaged gas business of Linde A.G. for $310 million in cash. The acquisition involved 130 locations in 18 states, including branches, warehouses, packaged gas fill plants, and other operations involved in distributing packaged industrial and specialty gases and related equipment. In 2006, the business generated $346 million in revenue. The accompanying consolidated financial statements reflect the assets and liabilities of the acquired business as of June 30, 2007. Due to the timing of the acquisition, no revenues or expenses of the acquired operations were reflected in the accompanying consolidated financial statements.

(b)

The Company participates in a securitization agreement with two commercial banks to sell up to $285 million of qualified trade receivables. Net proceeds from the securitization were used to reduce borrowings under the Company’s revolving credit facilities. The amount of outstanding receivables sold under the agreement was $285 million and $264 million at June 30, 2007 and March 31, 2007, respectively.

(c)

The tables below present the computation of basic and diluted earnings per share:

	Three Months Ended
	June 30,
	(unaudited)
(In thousands, except per share amounts)	2007		2006
Basic Earnings per Share Computation
Numerator
Net earnings	$	51,720	$	38,652
Denominator
Basic shares outstanding		79,004		77,557
Basic earnings per share	$	0.65	$	0.50

Page 8 of 9

	Three Months Ended
	June 30,
	(unaudited)
(In thousands, except per share amounts)	2007		2006
Diluted Earnings per Share Computation
Numerator
Net earnings	$	51,720	$	38,652
Plus: Preferred stock dividends (1) (2)		711		711
Plus: Income taxes on earnings of National Welders (3)		245		214
Net earnings assuming preferred stock conversion	$	52,676	$	39,577
Denominator
Basic shares outstanding		79,004		77,557
Incremental shares from assumed conversions:
Stock options and warrants		2,299		2,552
Preferred stock of National Welders (1)		2,327		2,327
Diluted shares outstanding		83,630		82,436
Diluted earnings per share	$	0.63	$	0.48

(1)	Pursuant to a joint venture agreement between the Company and the holders of the preferred stock of National Welders, the preferred shareholders have the option to exchange their 3.2 million preferred shares of National Welders either for cash at a price of $17.78 per share or to tender them to the joint venture in exchange for approximately 2.3 million shares of Airgas common stock. If Airgas common stock has a market value of $24.45 per share, the stock and cash redemption options are equivalent. Since the average market price of Airgas common stock for each of the periods presented above was in excess of $24.45 per share, conversion of the preferred stock was assumed. On July 3, 2007, the preferred stock holders elected to exchange their preferred shares of National Welders for Airgas common stock.
(2)	Upon the exchange of the preferred stock for Airgas common stock, the 5% preferred stock dividend, recognized as “Minority interest in earnings of consolidated affiliate,” will no longer be paid to the preferred stockholders, resulting in additional net earnings for Airgas.
(3)	The earnings of National Welders for tax purposes are treated as a deemed dividend to Airgas, net of an 80% dividend exclusion. Upon the conversion of National Welders preferred stock to Airgas common stock, National Welders will become a wholly owned subsidiary of Airgas. As a wholly owned subsidiary, the net earnings of National Welders will not be subject to additional tax at the Airgas level.

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(d) Unaudited business segment information for the Company’s Distribution and All Other Operations segments is shown below:

	Three Months Ended									Three Months Ended
	June 30, 2007									June 30, 2006
			All									All
			Other									Other
(In thousands)	Dist.		Ops.		Elim			Total		Dist.		Ops.		Elim			Total
Gas and rent	$	411,281	$	164,013	$	(33,040	)	$	542,254	$	332,004	$	117,183	$	(14,486	)	$	434,701
Hardgoods		351,355		22,946		(1,456	)		372,845		317,249		22,602		(1,516	)		338,335
Total net sales		762,636		186,959		(34,496	)		915,099		649,253		139,785		(16,002	)		773,036
Cost of products sold, excluding deprec. expense		381,996		90,478		(34,496	)		437,978		331,595		67,626		(16,002	)		383,219
Selling, distribution and administrative expenses		258,822		62,590		—			321,412		229,883		46,094		—			275,977
Depreciation		30,344		11,221		—			41,565		25,825		7,337		—			33,162
Amortization		2,085		822		—			2,907		1,309		463		—			1,772
Operating income	$	89,389	$	21,848	$	—		$	111,237	$	60,641	$	18,265	$	—		$	78,906

Reconciliation of Non-GAAP Financial Measure (Unaudited)

     Return on Capital:

     Reconciliation and computation of return on capital:

(In thousands)	June 30, 2007			June 30, 2006
Operating Income — Trailing Four Quarters	$	373,783		$	284,659
Five Quarter Average of Total Assets	$	2,888,803		$	2,430,961
Five Quarter Average of Securitized Trade Receivables		254,400			225,280
Five Quarter Average of Current Liabilities (exclusive of debt)		(360,508	)		(327,574	)
Five Quarter Average Capital Employed	$	2,782,695		$	2,328,667
Return on Capital		13.4	%		12.2	%

The Company believes this return on capital computation helps investors access how effectively the Company uses the capital invested in its operations.