/2H>d 1$&%*;'ALLEGHENY TECHNOLOGIES INCORPORATED AND SUBSIDIARIES"'CONSOLIDATED BALANCE SHEETS7'(In millions except share and per share amounts)^March 31,^December 31, ^2000 ^1999^(Unaudited) 'ASSETS 'Cash and cash equivalents"$ 53.2"$ 50.7 'Accounts receivable  "356.5  "341.2 'Inventories  "556.4  "558.3 'Deferred income taxes  "45.9  "62.60 'Prepaid expenses and other current assets  "37.4  "20.7'Total Current Assets"1,049.4"1,033.5$'Property, plant and equipment "900.4 "912.4'Prepaid pension cost "536.3 "503.7,'Cost in excess of net assets acquired "202.0 "204.2'Other assets "84.8 "96.8'Total Assets"$2,772.9"$2,750.6+'LIABILITIES AND STOCKHOLDERS' EQUITY'Accounts payable"$ 185.3"$ 172.9'Accrued liabilities "214.3 "214.4<'Short-term debt and current portion of long-term debt "46.1 "152.7 'Total Current Liabilities "445.7 "540.0'Long-term debt "423.2 "200.3&'Accrued postretirement benefits "541.5 "544.8 'Other "274.0 "265.3!'Total Liabilities!"1,684.4!"1,550.4$'STOCKHOLDERS' EQUITY:4&'Preferred value, par value $0.10: authorized-%''50,000,000 shares; issued-None '"-- '"--<('Common stock, par value $0.10, authorized-500,000,0009)'shares; issued-98,951,490 shares at March 31, 2000;*'and December 31, 1999; outstanding-83,810,084 shares1+'at March 31, 2000 and 90,368,196 shares at,'December 31, 1999 ,"9.9 ,"9.9!-'Additional paid-in capital -"481.0 -"481.0.'Retained earnings."1,016.4 ."994.5:/'Treasury stock: 15,141,406 shares at March 31, 200000'and 8,583,294 shares at December 31, 19990"(413.4)0"(288.7)*1'Foreign currency translation losses 1"(5.8) 1"(3.7)%2'Unrealized gains on securities 2"0.4 2"7.2!4'Total Stockholders' Equity4"1,088.54"1,200.216'Total Liabilities and Stockholders' Equity6"$2,772.96"$2,750.6G9'The accompanying notes are an integral part of these statements.;;'ALLEGHENY TECHNOLOGIES INCORPORATED AND SUBSIDIARIES(<'CONSOLIDATED STATEMENTS OF INCOME-='(In millions except per share amounts)>'(Unaudited)@^Three Months Ended@^Three Months EndedA^March 31,A^March 31, B^2000 B^1999C' C" C"  D'Sales D"$625.4 D"$585.5F'Costs and expenses:G'Cost of sales G"510.7 G"462.9*H'Selling and administrative expenses H"51.0 H"51.8I'Interest expense, net I"6.9 I"9.0 K"568.6 K"523.7#M'Earnings before other income M"56.8 M"61.8N'Other income N"8.4 N"0.46P'Income from continuing operations before income Q'taxes Q"65.2 Q"62.2!R'Provision for income taxes R"23.9 R"21.8(U'Income from continuing operations U"41.3 U"40.46V'Income from discontinued operations, net of tax V"-- V"20.2X'Net income X"$ 41.3 X"$ 60.6)['Basic net income per common share:(\'Income from continuing operations \"$ 0.47 \"$ 0.41*]'Income from discontinued operations ]"-- ]"0.21(_'Basic net income per common share _"$ 0.47 _"$ 0.62+b'Diluted net income per common share:(c'Income from continuing operations c"$ 0.47 c"$ 0.41*d'Income from discontinued operations d"-- d"0.21*f'Diluted net income per common share f"$ 0.47 f"$ 0.62*i'Dividends declared per common share i"$ 0.20 i"$ 0.32Gl'The accompanying notes are an integral part of these statements.;n'ALLEGHENY TECHNOLOGIES INCORPORATED AND SUBSIDIARIES,o'CONSOLIDATED STATEMENTS OF CASH FLOWSp'(In millions)q'(Unaudited)s^Three Months Endeds^Three Months Endedt^March 31,t^March 31, u^2000 u^1999v" v" w'OPERATING ACTIVITIES:x'Net incomex"$ 41.3 x"$ 60.66y'Adjustments to reconcile net income to net cash(z'provided by operating activities:${'Depreciation and amortization {"24.8 {"24.0|'Deferred income taxes |"15.8 |"6.63}'Gains on sales of investments and businesses }"(10.5) }"(0.1)6~'Income from discontinued operations, net of tax ~"-- ~"(20.2)2'Change in operating assets and liabilities:'Prepaid pension cost "(32.5) "(25.3)'Accounts receivable "(15.3) "(16.0)'Accounts payable "12.4 "(14.9)'Inventories "1.9 "29.8'Accrued income taxes "-- "6.1 'Other "(8.1) "4.3,'CASH PROVIDED BY OPERATING ACTIVITIES "29.8 "54.9'INVESTING ACTIVITIES:<'Proceeds from the sales of investments and businesses "14.2 "5.81'Purchases of property, plant and equipment "(12.2) "(19.6)1'Disposals of property, plant and equipment "1.7 "0.59'Purchases of businesses and investment in ventures "-- "(1.1) 'Other "(0.6) "(1.5)6'CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES "3.1 "(15.9)'FINANCING ACTIVITIES:-'Net borrowings under credit agreements "115.6 "15.1#'Borrowings on long-term debt "2.4 "--4'Payments on long-term debt and capital leases "(0.7) "(1.0)'Net increase in debt "117.3 "14.1"'Purchases of treasury stock"(130.6) "(52.2)'Cash dividends "(17.3) "(31.1)!'Exercises of stock options "0.2 "2.9('CASH USED IN FINANCING ACTIVITIES "(30.4) "(66.3)/'CASH PROVIDED BY DISCONTINUED OPERATIONS "-- "9.37'INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS "2.5 "(18.0)9'CASH AND CASH EQUIVALENTS AT BEGINNING OF THE YEAR "50.7 "74.21'CASH AND CASH EQUIVALENTS AT END OF PERIOD"$ 53.2 "$ 56.2W'Cash provided by operating activities in 2000 is net of payment of taxes on gainO'on sale of investments of $3.8 million. Excluding this tax payment, cash:'provided by operating activities was $33.6 million.G'The accompanying notes are an integral part of these statements.