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):
May 1, 2013

THE JONES GROUP INC.
(Exact Name of registrant as specified in its charter)

Pennsylvania (State or Other Jurisdiction of Incorporation) 1-10746 (Commission File Number) 06-0935166 (IRS Employer Identification No.)

1411 Broadway
New York, New York  10018 (Address of principal executive offices)

(212) 642-3860 (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:

[  ] 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))

Item 2.02  Results of Operations and Financial Condition.

On May 1, 2013, The Jones Group Inc. (the "Company") issued a press release reporting its results of operations for the fiscal quarter ended April 6, 2013.

A copy of the press release is attached as Exhibit 99.1 to this report.

This information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

The press release attached as Exhibit 99.1 contains non-GAAP financial measures within the meaning of Regulation G promulgated by the Securities and Exchange Commission. For purposes of Regulation G, a non-GAAP financial measure is a numerical measure of a company's performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with generally accepted accounting principles. To supplement the Company's consolidated financial statements presented in accordance with GAAP, it is presenting non-GAAP information regarding the effect on earnings per share from costs related to, among other things:

• severance, fixed asset impairment and other charges and credits related to the closure of underperforming retail locations;

• the amortization of certain acquired intangible assets from the acquisitions of KG Group Holdings Limited ("Kurt Geiger") and the fair value adjustment of the contingent consideration payable for the Stuart Weitzman Holdings, LLC ("Stuart Weitzman") and Moda Nicola International, LLC ("Robert Rodriguez") acquisitions;

• investment consulting fees, legal fees, accounting fees and other items related to the acquisitions and other business development activities;

• severance and restricted stock amortization related to executive management changes;

• present value accruals and adjustments for liabilities related to leases on properties currently not in use; and

• severance, occupancy, and other costs related to the exit from certain product lines or restructuring of corporate and business support functions and other charges not considered by management to be part of ongoing operations.

These non-GAAP measures are provided to enhance the user's overall understanding of the Company's current financial performance. Specifically, the Company believes the non-GAAP results provide useful information to both management and investors by excluding certain expenses that may not be indicative of the Company's core operating results. In addition, because the Company has historically reported certain non-GAAP results to investors, the Company believes the inclusion of non-GAAP numbers provides consistency in its financial reporting. These measures should be considered in addition to results prepared in accordance with GAAP, but are not a substitute for or superior to GAAP results. The non-GAAP measures of adjusted net income and adjusted diluted earnings per share included in the attached press release have been reconciled to the equivalent GAAP measure.

Item 7.01 FD Disclosure.

PowerPoint Slide Presentation

A copy of the PowerPoint slide presentation to be made during the conference call with Company management on May 1, 2013 concerning the Company's results of operation for the fiscal quarter ended April 6, 2013 is attached as Exhibit 99.2 to this report.

This information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01  Financial Statements and Exhibits.

Exhibit No.	Description
99.1	Press Release of the Registrant dated May 1, 2013.
99.2	PowerPoint slide presentation dated May 1, 2013.

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.

THE JONES GROUP INC.
(Registrant)

By: /s/ John T. McClain 
     John T. McClain
     Chief Financial Officer

 Date: May 1, 2013

 3

Exhibit Index

Exhibit No.	Description
99.1	Press Release of the Registrant dated May 1, 2013.
99.2	PowerPoint slide presentation dated May 1, 2013.

4

EX-99

EXHIBIT 99.1

FOR IMMEDIATE RELEASE
The Jones Group Inc.

Investor Contact:
John T. McClain, Chief Financial Officer
The Jones Group
(212) 703-9189

Media Contacts:
Joele Frank and Sharon Stern
Joele Frank, Wilkinson Brimmer Katcher
(212) 355-4449

THE JONES GROUP INC. REPORTS 2013 FIRST QUARTER FINANCIAL RESULTS

New York, New York - May 1, 2013 - The Jones Group Inc. (NYSE: JNY; the "Company") today reported results for the first quarter ended April 6, 2013. Revenues for the first quarter of 2013 were $1,009 million, as compared with $936 million for the first quarter of 2012.

The Company reported adjusted earnings per share ("EPS") of $0.15 for the first quarter of 2013, as compared with adjusted EPS of $0.31 for the same period last year. The results for both periods include charges and gains relating to balances denominated in foreign currencies. The current year quarter includes net charges of approximately $6 million ($4 million after tax), or $0.05 per share, whereas in the prior year quarter, net gains of $4 million ($3 million after tax), or $0.03 per share, were realized. The adjusted results exclude charges related to the impairments of certain intangible assets, the impact of severance and other costs related to restructuring activities, certain acquisition-related costs and other costs not considered relevant for period-over-period comparisons (see reconciliation of adjusted earnings to reported earnings in the accompanying schedule).

As reported under generally accepted accounting principles ("GAAP"), the Company reported first quarter earnings per share of $0.01 in 2013 and a ($0.01) loss per share in 2012. The results for 2013 include charges of $17 million ($11 million after tax) relating to the planned closure of certain Company-operated retail stores, restructuring, acquisitions, and other cost saving initiatives. The results for 2012 include charges of $28 million ($18 million after tax) related to the Stuart Weitzman acquisition and $12 million ($8 million after tax) of restructuring and strategic review costs.

Wesley R. Card, The Jones Group Chief Executive Officer, stated: "First quarter revenues were in line with our revised expectations, with the jeanswear business registering the largest improvement in operating results. For other areas of the business, the cold weather negatively impacted seasonal spring product sales and, accordingly, gross margins for the first quarter were approximately 210 basis points below last year. The domestic wholesale footwear and accessories business registered improved operating results; while the international businesses, primarily retail, were negatively impacted by economic conditions and cold weather, particularly in Europe. We expect continued margin pressure in sportswear in the second quarter, as we clear spring merchandise in anticipation of our new and refocused product offerings for fall."

Net cash used by operating activities during the first quarter of 2013 was $137 million, compared with $60 million in the prior period. The current year results reflect a higher level of required investment in working capital and higher tax and interest payments. At April 6, 2013, the Company had $45 million in cash and $65 million drawn under its $650 million of committed revolving credit facilities.

John T. McClain, The Jones Group Chief Financial Officer, commented: "Our financial position remains strong. We ended the quarter with $45 million in cash and $65 million drawn on our revolver, to meet seasonal working capital needs. Our approach to inventory commitments continues to be conservative, and we continue to emphasize tight expense control. We believe these actions will enable us to maintain a strong balance sheet."

Mr. Card concluded: "Our efforts to enhance profitability are showing some early signs of success. We are experiencing growth in the majority of our core brands and are continuing to diversify our portfolio in favor of the areas that we believe offer the greatest opportunity for revenue growth. However, we believe we can do more to strengthen results. The strategic actions announced last week are designed to substantially improve the performance of our domestic retail business, and create operational efficiencies and reduce costs within the wholesale channel. At the same time, we continue to focus on delivering quality products that resonate with our customers."

The Company's Board of Directors has declared a regular quarterly cash dividend of $0.05 per share to all common stockholders of record as of May 17, 2013, for payment on May 31, 2013.

The Company will host a conference call with management to discuss these results at 8:30 a.m. Eastern Time today, which is accessible by dialing 412-858-4600 or through a web cast at www.jonesgroupinc.com (under Investor Relations/Conference Schedule). The call will be recorded and made available through May 9, 2013 and may be accessed by dialing 877-344-7529 (International 412-317-0088). Enter account number 10026948. A slide presentation will accompany the prepared remarks and has been posted with the webcast on the Company's website.

Presentation of Information in the Press Release

Financial information discussed in this press release includes both GAAP and non-GAAP measures, which include or exclude certain items. These non-GAAP measures differ from reported results and are intended to illustrate what management believes are relevant period-over-period comparisons. A complete reconciliation of the GAAP measures presented to the comparable non-GAAP information appears in the financial tables section of this press release.

About The Jones Group Inc.

The Jones Group Inc. (www.jonesgroupinc.com) is a leading global designer, marketer and wholesaler of over 35 brands with product expertise in apparel, footwear, jeanswear, jewelry and handbags. The Jones Group has a reputation for innovation, excellence in product quality and value, operational execution and talent. The Company also markets directly to consumers through branded specialty retail and outlet stores, through concessions at upscale department stores and through its e-commerce sites.

The Company's internationally recognized brands and licensing agreements (L) include: Nine West, Jones New York, Anne Klein, Kurt Geiger, Rachel Roy (L), Robert Rodriguez, Robbi & Nikki, Stuart Weitzman, Brian Atwood (L), Boutique 9, Easy Spirit, Carvela, Gloria Vanderbilt, l.e.i., Bandolino, Enzo Angiolini, Nine & Co., GLO, Joan & David, Miss KG, Kasper, Energie, Evan-Picone, Le Suit, Mootsies Tootsies, Grane, Erika, Napier, Jessica Simpson (L), Givenchy (L), Judith Jack, Albert Nipon, Pappagallo and Rafe(L).

Forward Looking Statements

Certain statements contained herein are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. All statements regarding the Company's expected financial position, business and financing plans are forward-looking statements. The words "believes," "expects," "plans," "intends," "anticipates" and similar expressions identify forward-looking statements. Forward-looking statements also include representations of the Company's expectations or beliefs concerning future events that involve risks and uncertainties, including:

• those associated with the effect of national, regional and international economic conditions;
• lowered levels of consumer spending resulting from a general economic downturn or lower levels of consumer confidence;
• the tightening of the credit markets and the Company's ability to obtain capital on satisfactory terms;
• given the uncertain economic environment, the possible unwillingness of committed lenders to meet their obligations to lend to borrowers, in general;
• the performance of the Company's products within the prevailing retail environment;
• customer acceptance of both new designs and newly-introduced product lines;
• the Company's reliance on a few department store groups for large portions of the Company's business;
• the Company's ability to identify acquisition candidates and, in a competitive environment for such acquisitions, acquire such businesses on reasonable financial and other terms;
• the integration of the organizations and operations of any acquired businesses into the Company's existing organization and operations;
• consolidation of the Company's retail customers;
• financial difficulties encountered by the Company's customers;
• the effects of vigorous competition in the markets in which the Company operates;
• the Company's ability to attract and retain qualified executives and other key personnel;
• the Company's reliance on independent foreign manufacturers, including political instability in countries where contractors and suppliers are located;
• changes in the costs of raw materials, labor, advertising and transportation, including the impact such changes may have on the pricing of the Company's products and the resulting impact on consumer acceptance of the Company's products at higher price points;
• the Company's ability to successfully implement new operational and financial information systems;
• the Company's ability to secure and protect trademarks and other intellectual property rights;
• the effects of extreme or unseasonable weather conditions; and
• the Company's ability to implement its strategic initiatives to enhance profitability.

A further description of these risks and uncertainties and other important factors that could cause actual results to differ materially from the Company's expectations can be found in the Company's Annual Report on Form 10-K for the year ended December 31, 2012, including, but not limited to, the Statement Regarding Forward-Looking Disclosure and Item 1A-Risk Factors therein, and in the Company's other filings with the Securities and Exchange Commission. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, such expectations may prove to be incorrect. The Company does not undertake to publicly update or revise its forward-looking statements as a result of new information, future events or otherwise.

THE JONES GROUP INC.
CONSOLIDATED OPERATING RESULTS
(UNAUDITED)

All amounts in millions, except per share data		FIRST QUARTER
		2013					2012
Net sales		$	997.6		98.9	%	$	923.4		98.7	%
Licensing income			10.8		1.1			12.3		1.3
Other revenues			0.3		0.0			0.3		0.0
Total revenues			1,008.7		100.0			936.0		100.0
Cost of goods sold			660.3		65.5			592.5		63.3
Gross profit			348.4		34.5			343.5		36.7
SG&A expenses			331.5		32.9			303.3		32.4
Operating income			16.9		1.7			40.2		4.3
Net interest expense and financing costs (1)			(16.1	)	(1.6	)		(42.7	)	(4.6	)
Equity in income of unconsolidated affiliate			0.6		0.1			0.9		0.1
Income (loss) before provision (benefit) for income taxes			1.4		0.1			(1.6	)	(0.2	)
Provision (benefit) for income taxes			0.5		0.0			(0.6	)	(0.1	)
Net income (loss)			0.9		0.1			(1.0	)	(0.1	)
Less: income attributable to noncontrolling interest			0.4		0.0			0.2		0.0
Income (loss) attributable to Jones		$	0.5		0.0	%	$	(1.2	)	(0.1	%)
Earnings (loss) per share (2)
	Net income (loss)	$	0.9				$	(1.0	)
	Less: income attributable to noncontrolling interest		0.4					0.2
	Income (loss) attributable to Jones		0.5					(1.2	)
	Less: income (loss) allocated to participating securities		-					(0.2	)
	Income (loss) available to common stockholders of Jones	$	0.5				$	(1.0	)
Shares outstanding - diluted			75.9					76.1
Earnings (loss) per share - diluted		$	0.01				$	(0.01	)

Percentages may not add due to rounding.

(1)	Refer to item "g" on the Reconciliation of Non-GAAP Measures to GAAP for amounts impacting interest expense relating to adjustment of remaining consideration payable related to acquisition of Stuart Weitzman.
(2)	Earnings per share is calculated under the "two-class method," where income is allocated between common shares and participating securities (unvested restricted shares held by employees that have a nonforfeitable right to dividends). Both our common shares and participating securities share equally in dividend payments and earnings.

THE JONES GROUP INC.
Reconciliation of Non-GAAP Measures to GAAP
for the quarters ended April 6, 2013 and March 31, 2012
(UNAUDITED)

All amounts in millions, except per share data		FIRST QUARTER
		2013			2012
Operating income		$	16.9		$	40.2
Adjustments:
Items affecting segment income:
	Expenses related to retail store closure plan (a)		8.5			0.5
	Charges related to acquired businesses (b)		1.8			(0.9	)
	Other business development costs (c)		-			0.2
	Present value adjustments to lease liabilities for properties not in use (d)		0.2			-
	Severance and other charges related to executive management changes (e)		-			3.7
	Other restructuring expenses and certain other charges (f)		6.9			8.9
Total adjustments to operating income			17.4			12.4
Adjusted operating income		$	34.3		$	52.6
Income (loss) attributable to Jones (as reported)		$	0.5		$	(1.2	)
Provision (benefit) for income taxes			0.5			(0.6	)
Adjustments to operating income, from above			17.4			12.4
Adjustment of remaining consideration payable related to acquisition of Stuart Weitzman (g)			(0.4	)		27.7
Adjusted income before provision for income taxes			18.0			38.3
Adjusted provision for income taxes			6.8			14.3
Adjusted income attributable to Jones			11.2			24.0
Less: adjusted income allocated to participating securities			(0.4	)		(0.4	)
Adjusted income available to common stockholders of Jones		$	10.8		$	23.6
Earnings (loss) per share - diluted (as reported)		$	0.01		$	(0.01	)
Provision (benefit) for income taxes			0.01			(0.01	)
Items affecting segment income:
	Expenses related to retail store closure plan (a)		0.11			0.01
	Charges related to acquired businesses (b)		0.03			(0.01	)
	Other business development costs (c)		-			-
	Present value adjustments to lease liabilities for properties not in use (d)		-			-
	Severance and other charges related to executive management changes (e)		-			0.05
	Other restructuring expenses and certain other charges (f)		0.09			0.11
Adjustment of remaining consideration payable related to acquisition of Stuart Weitzman (g)			(0.01	)		0.35
Adjusted income before provision for income taxes			0.24			0.49
Adjusted provision for income taxes			0.09			0.18
Adjusted earnings per share - diluted		$	0.15		$	0.31
Non-GAAP adjustments affecting income by segment (h):
	Domestic wholesale sportswear (b,e,f)	$	3.5		$	3.9
	Domestic wholesale jeanswear (d,e,f,g)		0.6			1.2
	Domestic wholesale footwear and accessories (e,f)		0.7			2.1
	Domestic retail (a,e,f,g)		8.7			1.4
	International wholesale (e,f)		1.6			0.1
	International retail (b,f)		1.6			1.5
	Licensing, other & eliminations (b,c,e,f)		0.7			2.2
	Total	$	17.4		$	12.4

(a)	2013 and 2012 include severance, fixed asset impairment and other charges and credits related to the closure of underperforming retail locations.
(b)	2013 and 2012 include the adjustments of the contingent consideration payable for the Robert Rodriguez acquisition and the amortization of certain acquired intangible assets related to the acquisition of Kurt Geiger.
(c)	2013 and 2012 include investment consulting fees, legal fees, accounting fees and other items related to acquisitions and other business development activities.
(d)	2013 includes present value accruals and adjustments for liabilities related to leases on properties currently not in use.
(e)	2012 includes severance and restricted stock charges related to executive management changes.
(f)	2013 and 2012 include severance, occupancy, and other costs related to the restructuring of corporate and business support functions and other charges not considered by management to be part of ongoing operations.
(g)	2013 and 2012 represent the fair value adjustment in accordance with GAAP of the remaining consideration payable related to the acquisition of Stuart Weitzman.
(h)	See "Segment Information" page for the presentation of GAAP and Adjusted amounts.

	FIRST QUARTER
	2013		2012
GAAP Gross Profit	$	348.4	$	343.5
Other restructuring expenses and certain other charges (f)		0.4		0.2
Adjusted Gross Profit	$	348.8	$	343.7

THE JONES GROUP INC.
SEGMENT INFORMATION
(UNAUDITED)

Dollars in millions		Domestic Wholesale Sportswear		Domestic Wholesale  Jeanswear		Domestic Wholesale  Footwear &  Accessories		Domestic Retail			International Wholesale		International Retail			Licensing,  Other &  Eliminations			Consolidated
For the fiscal quarter ended April 6, 2013
Revenues	$	216.5	$	256.6	$	241.2	$	126.1		$	73.2	$	84.3		$	10.8		$	1,008.7
Segment income (loss)	$	10.2	$	34.2	$	21.9	$	(35.0	)	$	5.6	$	(8.2	)	$	(11.8	)		16.9
Segment margin		4.7%		13.3%		9.1%		(27.8%	)		7.7%		(9.7%	)					1.7%
Net interest expense (a)																			(16.1	)
Equity in income of unconsolidated affiliate																			0.6
Income before provision for income taxes																		$	1.4
Segment income (loss)	$	10.2	$	34.2	$	21.9	$	(35.0	)	$	5.6	$	(8.2	)	$	(11.8	)	$	16.9
Adjustments affecting segment income (b)		3.5		0.6		0.7		8.7			1.6		1.6			0.7			17.4
Adjusted segment income (loss)	$	13.7	$	34.8	$	22.6	$	(26.3	)	$	7.2	$	(6.6	)	$	(11.1	)	$	34.3
Adjusted segment margin		6.3%		13.6%		9.4%		(20.9%	)		9.8%		(7.8%	)					3.4%
For the fiscal quarter ended March 31, 2012
Revenues	$	233.6	$	184.8	$	225.9	$	128.1		$	73.4	$	77.9		$	12.3		$	936.0
Segment income (loss)	$	23.2	$	16.6	$	18.4	$	(22.4	)	$	9.9	$	(4.9	)	$	(0.6	)		40.2
Segment margin		9.9%		9.0%		8.1%		(17.5%	)		13.5%		(6.3%	)					4.3%
Net interest expense (a)																			(42.7	)
Equity in income of unconsolidated affiliate																			0.9
Loss before benefit for income taxes																		$	(1.6	)
Segment income (loss)	$	23.2	$	16.6	$	18.4	$	(22.4	)	$	9.9	$	(4.9	)	$	(0.6	)	$	40.2
Adjustments affecting segment income (b)		3.9		1.2		2.1		1.4			0.1		1.5			2.2			12.4
Adjusted segment income (loss)	$	27.1	$	17.8	$	20.5	$	(21.0	)	$	10.0	$	(3.4	)	$	1.6		$	52.6
Adjusted segment margin		11.6%		9.6%		9.1%		(16.4%	)		13.6%		(4.4%	)					5.6%

(a)	Refer to item "g" on the Reconciliation of Non-GAAP Measures to GAAP for amounts impacting interest expense relating to adjustment of remaining consideration payable related to acquisition of Stuart Weitzman.
(b)	See "Reconciliation of Non-GAAP Measures to GAAP" page.

THE JONES GROUP INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)

All amounts in millions			April 6, 2013		March 31, 2012
ASSETS
Current assets:
	Cash and cash equivalents	$	44.7	$	147.1
	Accounts receivable		446.2		458.6
	Inventories		498.3		473.0
	Deferred taxes		36.2		34.6
	Other current assets		51.3		54.6
	Total current assets		1,076.7		1,167.9
Property, plant and equipment, at cost, less accumulated depreciation and amortization			265.6		273.0
Goodwill			212.5		258.5
Other intangibles, less accumulated amortization			854.8		900.9
Other assets			134.5		134.9
Total assets		$	2,544.1	$	2,735.2
LIABILITIES AND EQUITY
Current liabilities:
	Short-term borrowings	$	64.5	$	-
	Current portion of long-term debt and capital lease obligations		2.2		2.1
	Current portion of acquisition consideration payable		20.8		228.3
	Accounts payable		208.2		244.7
	Accrued expenses and other current liabilities		127.6		136.8
	Total current liabilities		423.3		611.9
Long-term debt and obligations under capital leases			952.7		855.2
Deferred taxes			61.6		74.9
Acquisition consideration payable			3.2		5.8
Other			114.0		93.6
Total liabilities			1,554.8		1,641.4
Redeemable noncontrolling interest			0.6		-
Equity			988.7		1,093.8
Total liabilities and equity		$	2,544.1	$	2,735.2

THE JONES GROUP INC.
CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED)

All amounts in millions				Three Months Ended
					April 6, 2013			March 31, 2012
CASH FLOWS FROM OPERATING ACTIVITIES:
	Net income (loss)			$	0.9		$	(1.0	)
	Adjustments to reconcile net income (loss) to net cash used in operating activities, net of acquisitions:
		Amortization of employee stock options and restricted stock			10.9			9.3
		Depreciation and other amortization			21.7			22.5
		Impairment losses			6.2			0.4
		Adjustments to acquisition consideration payable			(0.9	)		24.6
		Equity in income of unconsolidated affiliate			(0.6	)		(0.9	)
		Deferred taxes			-			(9.5	)
		Other items, net			7.3			(1.0	)
		Changes in operating assets and liabilities:
			Accounts receivable		(67.8	)		(117.5	)
			Inventories		(15.7	)		20.8
			Accounts payable		(47.9	)		7.4
			Income taxes payable/prepaid taxes		(0.5	)		14.9
			Acquisition consideration payable		(8.9	)		(0.3	)
			Other assets and liabilities, net		(41.4	)		(29.5	)
			Total adjustments		(137.6	)		(58.8	)
	Net cash used in operating activities				(136.7	)		(59.8	)
CASH FLOWS FROM INVESTING ACTIVITIES:
	Capital expenditures				(16.3	)		(18.2	)
	Other				(0.2	)		(0.2	)
	Net cash used in investing activities				(16.5	)		(18.4	)
CASH FLOWS FROM FINANCING ACTIVITIES:
	Net increase in short-term borrowings				64.5			-
	Repurchase of common stock				(9.0	)		(8.9	)
	Dividends paid				(4.0	)		(4.0	)
	Payments of acquistion consideration payable				(2.5	)		(2.0	)
	Other				(0.7	)		1.5
	Net cash provided by (used in) financing activities				48.3			(13.4	)
EFFECT OF EXCHANGE RATES ON CASH					-			(0.1	)
NET DECREASE  IN CASH AND CASH EQUIVALENTS					(104.9	)		(91.7	)
CASH AND CASH EQUIVALENTS, BEGINNING					149.6			238.8
CASH AND CASH EQUIVALENTS, ENDING				$	44.7		$	147.1

EX-99

EXHIBIT 99.2

PowerPoint slide presentation dated May 1, 2013.