TO OUR STOCKHOLDERS, CUSTOMERS AND EMPLOYEES Mueller's net earnings increased 18 percent in the second quarter of 1997 over the same quarter of 1996. Earnings for the second quarter were $16.3 million, or 83 cents per share, compared to $13.9 million, or 71 cents per share, for the second quarter of 1996. Net sales for the second quarter of 1997 totaled $215.4 million, compared with $189.6 million for the same quarter of 1996. Pounds shipped increased by 16 percent. These second quarter results were achieved despite experiencing our lowest spreads in the copper tube business in the last five years. The breadth of our product line once again moderated the effect of fluctuations in individual businesses. On May 15, Mueller completed the acquisition of Desnoyers S.A., a copper tube manufacturer with two plants near Paris, France. This acquisition, coupled with the recent purchase of the assets of Wednesbury Tube & Fittings Company in Great Britain, gives Mueller a major manufacturing presence in Europe. We have begun the process of integrating these operations, with teams from Desnoyers, Wednesbury, and the United States working together to maximize efficiency and productivity. Combined, these two European acquisitions sold approximately $195 million of copper tube in 1996. The market for copper tube in Europe constitutes a significant opportunity for our company. Improving our core businesses remains a top priority. During 1997, we will invest approximately $50 million in capital improvement programs, affecting many of our businesses. One important initiative is a $25 million copper refinery project in Fulton, Mississippi. When completed in 1999, this refinery will allow our Fulton tube mill to use a lower cost mix of copper scrap and copper cathode. We are continuing to harvest the benefits from the capital improvement projects completed in recent months and years. Capacity and yield are still rising at our manufacturing operations, with the prospect of further improvements. -1- Although new housing starts softened slightly during the second quarter, the housing market remains strong, buoyed by fixed 30-year mortgage rates below 8 percent. Consequently, we are optimistic that Mueller's business will continue to be sound for the balance of 1997. Sincerely, /S/HARVEY L. KARP Harvey L. Karp Chairman of the Board /S/WILLIAM D. O'HAGAN William D. O'Hagan President and Chief Executive Officer July 17, 1997 CORPORATE NEWS MUELLER ACQUIRES DESNOYERS S.A. During the second quarter of 1997, Mueller acquired Desnoyers S.A., a copper tube manufacturer based in France. Desnoyers operates two factories near Paris, in Laigneville and Longueville. In 1996, Desnoyers posted net sales of approximately $100 million on product shipments of approximately 60 million pounds. The acquisition of Desnoyers solidifies Mueller's position in the European copper tube market. The combined strength of Desnoyers and our operations in the United Kingdom through Wednesbury Tube & Fittings Company, will provide us a significant position in the years ahead. In July, Mueller appointed Mr. Robert Gillespie as General Manager of European Operations. Mr. Gillespie has industry experience, is fluent in both French and English, and will lead the effort to integrate Mueller's European Operations. Through appropriate capital investments, we are confident we can improve the operating results of our European businesses in the long-term. -2-