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

NOVEMBER 16, 2006
Date of Report (Date of Earliest Event Reported)

RAVEN INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

Commission File: 0-3136

South Dakota	46-0246171
(State of incorporation)	(IRS Employer Identification No.)

205 East 6^th Street
P.O. Box 5107
Sioux Falls, SD 57117-5107
(Address of principal executive offices)

(605) 336-2750
(Registrant’s telephone number including area code)

Not Applicable
(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 (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

Press Release

Item 2.02. Results of Operations and Financial Condition.

     Incorporated by reference is a press release issued by the Registrant on November 16, 2006 regarding earnings for the third quarter of fiscal year 2007, attached as Exhibit 99. The information filed in this current report on Form 8-K is being furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 and Section 11 of the Securities Act of 1933 or otherwise subject to the liabilities of those sections. Furnishing this current report on Form 8-K does not constitute an admission by Raven Industries, Inc. as to the materiality of any information contained in this current report that is required to be disclosed solely by Item 2.02.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits.

Exhibit No.		Description
	99	Raven Industries, Inc. press release dated November 16, 2006.

SIGNATURE

     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.

Raven Industries, Inc.
 

/s/ Thomas Iacarella  

Thomas Iacarella 

Vice President and Chief Financial Officer 

Date: November 16, 2006

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EXHIBIT INDEX

Exhibit Number		Description
	99	Raven Industries, Inc. press release dated November 16, 2006.

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EX-99

Exhibit 99

	RE:	Raven Industries, Inc.
		P.O. Box 5107
		Sioux Falls, SD 57117-5107

FOR FURTHER INFORMATION:
AT THE COMPANY:	AT FINANCIAL RELATIONS BOARD:
Tom Iacarella	Leslie Loyet	Tim Grace
Vice President & CFO	Analyst Inquiries	Media Inquiries
(605) 336-2750	(312) 640-6672	(312) 640-6667

FOR IMMEDIATE RELEASE
THURSDAY, NOVEMBER 16, 2006

RAVEN INDUSTRIES ANNOUNCES THIRD QUARTER RESULTS;
Challenging Agricultural Market Reduces Profit Growth

SIOUX FALLS, SD—November 16, 2006—Raven Industries, Inc. (RAVN: NasdaqNGS) today reported sales and earnings for its third quarter ended October 31, 2006. Net sales rose six percent to $57.4 million from $54.1 million in the third quarter 2005. Net income for the quarter was relatively flat at $7.0 million, or $0.38 per share, from $6.9 million, or $0.37 per share in the prior year period. Raven’s results this quarter once again were driven by the strength of its Engineered Films Division. In addition, the company’s Electronic Systems Division reported record quarterly revenues and strong incremental profitability. Despite continued weakness in the agricultural markets, the company remains focused on new products and expanding distribution for its Flow Controls Division.

For the first nine months of the fiscal year, Raven reported total sales of $166.3 million, an increase of 11 percent from the $150.1 million a year earlier. Net income for this period rose four percent to $19.6 million, or $1.07 cents per share, from $18.8 million, or $1.03 cents per share.

Ronald Moquist, chief executive officer, noted, “We continue to benefit from our investments in specialty films. Meanwhile, the Electronic Systems Division turned in a stellar performance this quarter. We benefited from strong incremental demand, demonstrating the ongoing profit potential from this segment. We were also pleased to see Aerostar post a small profit. However, Flow Controls continues to be impacted by softer sales trends. In the near term, Raven continues to produce superior levels of cash flow. Longer-term, we are optimistic regarding our ability to achieve the company’s targeted 12 percent sales and 15 percent profit growth, although quarterly comparisons will continue to challenge us until we see the benefit of our new film capacity and improved farm activity.”

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Financial Relations Board serves as financial relations counsel to this company, is acting on the company’s behalf in issuing this bulletin and receiving compensation therefore. The information contained herein is furnished for information purposes only and is not to be construed as an offer to buy or sell securities.

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Segment Performance

Engineered Films Division (EFD) sales increased 13 percent to $26.2 million for the third quarter, compared with $23.2 million in the same quarter a year ago. Operating income rose 22 percent to $6.9 million versus the prior year period. For the nine months, sales were $71.3 million, up 26 percent over last year, and operating income increased 37 percent, reaching $19.1 million.

Sales this quarter included $5.5 million of disaster film shipments, which compares to $3.2 million shipped during last year’s quarter. Pit-lining sales to oil and gas fields were also up significantly in the quarter. Third-quarter selling prices were up approximately 10 percent over the comparable period last year. The heavy use of existing capacity also added to profitability.

Moquist noted, “Films has been the driving force behind our growth this year, but we enter this fourth quarter without any expectation of disaster film sales. In the fourth quarter last year we shipped over $6 million of disaster films. In addition, selling prices are beginning to decline, further reducing revenue comparisons. We have invested significant capital in technologies that we believe will deliver long-term benefits by generating continued growth in sales at attractive gross margins. Looking forward into next year, we do not anticipate the same level of operating leverage compared to recent quarters since we will no longer be running near capacity. Early in the first quarter of next year we will have our 60 percent increase in extrusion capacity up and running, increasing our depreciation expense significantly over this year’s levels. While it will take two or three years to fully utilize this new capacity, we expect that this division will develop the new products that will produce top line growth.”

Flow Controls Division (FCD) sales for the third quarter fell 18 percent, from $12.5 million in the prior year period, to $10.3 million. The North American agricultural market remains weak, impacting the company’s customers. Operating income declined 42 percent to $2.1 million from year-ago levels as a result of the impact of lower sales on relatively fixed costs. Nine-month sales of $35.1 million were down six percent compared to the year-earlier period and operating income of $8.1 million was off 26 percent from the first nine months of the prior year. Nine-month operating results were impacted by expenses incurred in the first half of the year to upgrade products in the field and the company’s level of investment in product development, sales and marketing.

Moquist added, “We just haven’t seen the pick up we had hoped to see in Flow Controls. The weak ag market continues to depress sales and profits in this division. While we witnessed commodity prices strengthening late in the quarter, investment activity on the farm is well below the optimal level. We don’t expect a market turnaround any time soon and as a result, we will continue to emphasize our new products as productivity tools to help growers manage their operations. We remain committed to expanding our international distribution network.”

Electronic Systems Division (ESD) sales for the third quarter increased 29 percent to $17.6 million and operating income was up 57 percent to $3.0 million, driven by a favorable product mix and strong capacity utilization. For the nine months, sales of $49.3 million were up 16

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percent and operating income of $7.9 million was up 15 percent from one year earlier. Operating margins in the 17 percent range reflect the company’s focus on higher margin customers.

Moquist noted, “Within our existing client base, we see a lot of additional opportunities for high-mix, low-volume projects. We can meet their product needs in a tight timeframe and we generate good margins. Customers are accelerating delivery dates and we believe that the fourth quarter will see continued sales growth with another strong profit contribution.”

Aerostar sales for the third quarter declined 31 percent to $3.2 million from the same period a year ago, resulting in an operating profit of $147,000 compared to an $805,000 operating profit one year earlier. For the nine months, sales of $10.6 million were down 24 percent and this business segment reported an operating profit of $69,000 compared to an operating profit of $2.2 million in the nine months ended October 2005. In the year-ago period, the company was still shipping cargo parachutes under a large military contract, which was completed in October 2005.

Aerostar is under contract to start delivering on a $6.6 million parachute order during the fourth quarter, with most of the order shipping in fiscal 2008. The company believes that the order and expected reorders will help Aerostar regain profitability.

“We were pleased to see Aerostar post a small profit for the third quarter,” Moquist said. “Our strategy is to target more high-tech opportunities for this group and thus yield higher margins. A big focus during the third quarter was on developing voice and data relay opportunities. We’ve had a great reception from our customers using our technically-advanced inflatables and see this as a niche that we will continue to grow. This segment has the potential to generate upwards of $3 million in annual operating income, as it has in the past.”

Balance Sheet and Cash Flows

The company’s cash and investment balances were $10.6 million at October 31, 2006, versus $12.2 million one year earlier. Operating cash flows for the first nine months totaled $21.1 million compared with $15.5 million for the prior year period. Favorable working capital utilization accounted for most of the improvement. Cash used for capital expenditures increased by $8.8 million over the prior year due primarily to capacity expansion in Engineered Films. Cash returned to shareholders increased by 63 percent, from $4.8 million to $7.9 million, as a result of higher dividends and share repurchases.

Outlook

Moquist summarized, “Our Engineered Films Division has put us on pace to achieve record earnings in the current fiscal year. In the fourth quarter, an expected strong performance from our Electronic Systems Division and a solid turnaround from Aerostar will be important contributors. However, without a disaster film order, we expect Engineered Films sales and earnings will decline in the fourth quarter. The Flow Controls Division is expected to see growth from its navigational guidance products, but probably not until next year. As a result, we expect relatively flat fourth quarter earnings when compared to last year.”

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About Raven Industries, Inc.

Celebrating its 50^th anniversary, Raven is an industrial manufacturer that provides electronics manufacturing services, reinforced plastic sheeting and flow control devices to various markets.

Conference Call Information

Raven has scheduled a conference call today at 3:00 p.m. Eastern Time to discuss its third quarter fiscal 2007 performance and related trends in its business. The conference call will be accessible by telephone and through the Internet. Interested individuals are invited to access the call by dialing 800-811-8824. To participate on the webcast, log on to the company’s website at www.ravenind.com 15 minutes before the call to download the necessary software.

In addition, a taped rebroadcast will be available beginning one hour following the completion of the call, and will continue through November 23. To access the rebroadcast, dial 888-203-1112 and request reservation number 4583104. A replay of the call will also be available on the Internet at www.ravenind.com for 90 days.

FORWARD-LOOKING STATEMENTS

Certain statements contained in this report are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding the expectations, beliefs, intentions or strategies regarding the future. Without limiting the foregoing, the words “anticipates, “believes,” “expects,” “intends,” “may,” “plans” and similar expressions are intended to identify forward-looking statements. The Company intends that all forward-looking statements be subject to the safe harbor provisions of the Private Securities Litigation Reform Act. Although the Company believes that the expectations reflected in such forward-looking statements are based on reasonable assumptions, there is no assurance that such assumptions are correct or that these expectations will be achieved. Such assumptions involve important risks and uncertainties that could significantly affect results in the future. These risks and uncertainties include, but are not limited to, those relating to weather conditions, which could affect certain of the Company’s primary markets, such as agriculture and construction, or changes in competition, raw material availability, technology or relationships with the Company’s largest customers, any of which could adversely impact any of the Company’s product lines, as well as other risks described in the Company’s 10-K under Item 1A. The foregoing list is not exhaustive and the Company disclaims any obligation to subsequently revise any forward-looking statements to reflect events or circumstances after the date of such statements.

For more information on Raven Industries, please visit the company’s website at
www.ravenind.com.

FINANCIAL TABLES FOLLOW...

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RAVEN INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except earnings per share) (Unaudited)

	Three Months Ended October 31									Nine Months Ended October 31
							Fav (Unfav)									Fav (Unfav)
	2006			2005			Change			2006			2005			Change
Net sales	$	57,435		$	54,135			6	%	$	166,281		$	150,143			11	%
Cost of goods sold		42,955			39,922						123,727			109,887
Gross profit		14,480			14,213			2	%		42,554			40,256			6	%
Selling, general and administrative expenses		3,940			3,645						12,665			11,253
Operating income		10,540			10,568			0	%		29,889			29,003			3	%
Other income, net		(173	)		(67	)					(376	)		(121	)
Income before income taxes		10,713			10,635			1	%		30,265			29,124			4	%
Income taxes		3,745			3,766						10,668			10,324
Net income	$	6,968		$	6,869			1	%	$	19,597		$	18,800			4	%
Net income per common share:
-basic	$	0.39		$	0.38			3	%	$	1.08		$	1.04			4	%
-diluted	$	0.38		$	0.37			3	%	$	1.07		$	1.03			4	%
Weighted average common shares outstanding:
-basic		18,075			18,059						18,096			18,050
-diluted		18,247			18,326						18,298			18,312

RAVEN INDUSTRIES, INC.
SALES AND OPERATING INCOME BY SEGMENT
(In thousands) (Unaudited)

	Three Months Ended October 31									Nine Months Ended October 31
							Fav (Unfav)									Fav (Unfav)
	2006			2005			Change			2006			2005			Change
Net Sales:
Engineered Films	$	26,230		$	23,197			13	%	$	71,339		$	56,734			26	%
Flow Controls		10,335			12,544			(18	)%		35,099			37,259			(6	)%
Electronic Systems		17,641			13,692			29	%		49,276			42,313			16	%
Aerostar		3,229			4,702			(31	)%		10,567			13,837			(24	)%
Total Company	$	57,435		$	54,135			6	%	$	166,281		$	150,143			11	%
Operating Income:
Engineered Films	$	6,851		$	5,632			22	%	$	19,128		$	13,935			37	%
Flow Controls		2,117			3,631			(42	)%		8,053			10,934			(26	)%
Electronic Systems		3,012			1,921			57	%		7,920			6,914			15	%
Aerostar		147			805			(82	)%		69			2,162			(97	)%
Total Segment Income		12,127			11,989						35,170			33,945
Corporate Expenses		(1,587	)		(1,421	)		(12	)%		(5,281	)		(4,942	)		(7	)%
Total Company	$	10,540		$	10,568			0	%	$	29,889		$	29,003			3	%

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RAVEN INDUSTRIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands) (Unaudited)

	October 31		January 31		October 31
	2006		2006		2005
ASSETS
Cash, cash equivalents and short-term investments	$	10,555	$	11,409	$	12,215
Accounts receivable, net		27,275		29,290		29,435
Inventories		28,078		27,819		25,458
Prepaid expenses and other current assets		3,417		2,827		3,209
Total current assets		69,325		71,345		70,317
Property, plant and equipment, net		35,334		25,602		22,112
Other assets, net		9,334		9,210		9,746
	$	113,993	$	106,157	$	102,175
LIABILITIES AND SHAREHOLDERS’ EQUITY
Accounts payable	$	4,800	$	8,179	$	8,623
Accrued and other liabilities		10,233		11,871		11,646
Total current liabilities		15,033		20,050		20,269
Other liabilities		2,046		1,718		1,473
Shareholders’ equity		96,914		84,389		80,433
	$	113,993	$	106,157	$	102,175

RAVEN INDUSTRIES, INC.
CONDENSED CONSOLIDATED CASH FLOWS
(In thousands) (Unaudited)

	Nine Months Ended October 31
	2006			2005
Cash flows from operating activities
Net income	$	19,597		$	18,800
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		4,264			3,634
Deferred income taxes		(246	)		(455	)
Other operating activities, net		(2,538	)		(6,480	)
Net cash provided by operating activities		21,077			15,499
Cash flows from investing activities
Capital expenditures		(14,223	)		(5,409	)
Acquisition of businesses		—			(2,803	)
Other investing activities, net		(183	)		506
Net cash used in investing activities		(14,406	)		(7,706	)
Cash flows from financing activities
Dividends paid		(4,884	)		(3,791	)
Purchase of treasury stock		(3,007	)		(1,038	)
Long-term debt principal payments		(16	)		(55	)
Other financing activities, net		378			193
Net cash used in financing activities		(7,529	)		(4,691	)
Effect of exchange rate changes on cash		4			(6	)
Net increase (decrease) in cash and cash equivalents		(854	)		3,096
Cash and cash equivalents at beginning of period		9,409			6,619
Cash and cash equivalents at end of period		8,555			9,715
Short-term investments		2,000			2,500
Cash, cash equivalents and short-term investments	$	10,555		$	12,215