Current Report

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: July 28, 2004

 

 

THE LUBRIZOL CORPORATION

(Exact name of registrant as specified in its charter)

 

 

Ohio   1-5263   34-0367600

(State or other jurisdiction

of incorporation)

   (Commission File Number)  

(IRS Employer

Identification No.)

 

29400 Lakeland Boulevard

Wickliffe, Ohio

   44092-2298
(Address of principal executive offices)   (Zip Code)

 

(440) 943-4200

(Registrant’s telephone number, including area code)

 

N/A

(Former name or former address, if changed since last report.)

 

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.

 

c. Exhibits

 

  99.1 The Lubrizol Corporation News Release dated July 28, 2004, is furnished under Item 12.

 

Item 12. Results of Operations and Financial Condition

 

A copy of the news release of The Lubrizol Corporation dated July 28, 2004, announcing the Company’s results for the quarter ended June 30, 2004, is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

Net income as adjusted for exclusion of the Noveon acquisition is net income per our consolidated results, adjusted for restructuring charges incurred subsequent to the acquisition, the write-off of acquired in-process research and development (IPR&D) costs, segment operating income contributed by Noveon in the second quarter, the costs of the inventory step-up, the incremental finance costs associated with the acquisition and the impact of a higher effective tax rate due to the acquisition. Management believes that both net income and net income as adjusted for exclusion of the Noveon acquisition assist the investor in understanding the impact of the Noveon acquisition to the results of operations of The Lubrizol Corporation.

 

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 thereunto duly authorized.

 

   

THE LUBRIZOL CORPORATION

Date: July 28, 2004

  

By:

  

/s/ Leslie M. Reynolds

   

Name:

  

Leslie M. Reynolds

   

Title:

  

Corporate Secretary and Counsel

 

EXHIBIT INDEX

 

Exhibit No.
  

Description

99.1   The Lubrizol Corporation News Release dated July 28, 2004