Retirement Benefits (Tables)

12 Months Ended

Dec. 31, 2012

Changes benefit obligation and plan assets

The Company also has qualified defined contribution retirement plans covering substantially all of its U.S. employees and certain Canadian employees. For U.S. salaried employees, the Company makes contributions of 75% of employee contributions up to a maximum employee contribution of 6% of employee earnings. For U.S. hourly employees, the Company made contributions of 75% of employee contributions from January 1, 2011 through September 30, 2011 and then 100% of employee contributions thereafter up to a maximum employee contribution of 6% of employee earnings. The plan was amended to include the change for U.S. hourly employees on October 1, 2011. Employees may contribute up to an additional 18% (in 1% increments), which is not subject to matching by the Company. For Canadian employees, the Company makes contributions of 3%-8% of an employee's salary with no individual employee matching required. All obligations of the Company are funded through December 31, 2012. In addition, the Company provides an unfunded non-qualified deferred compensation defined contribution plan for certain U.S. employees. The Company's and individual's contributions are based on the same formula as the qualified contribution plan except that it does not limit the amount of a participant's compensation or maximum benefit. The contribution calculated under the non-qualified defined contribution plan is offset by the Company's and participant's contributions under the qualified plan. The Company's expense for these plans totaled $11.3 million, $4.6 million and $3.8 million in the years ended December 31, 2012, 2011 and 2010, respectively. The liability for the non-qualified deferred defined contribution plan is included in "Other current accrued liabilities" in the Consolidated Balance Sheet.

Obligations and Funded Status

At December 31

	Pension Benefits						Other Benefits
(Thousands of dollars)	2012			2011			2012			2011

Changes in benefit obligation

Benefit obligation at beginning of year	$	283,866		$	227,259		$	7,894		$	6,961

Service cost		10,209			6,881			176			129
Interest cost		12,147			11,842			311			347
Plan participants' contributions		-			-			516			646
Actuarial loss		32,547			48,250			182			673
Benefits paid		(11,220	)		(10,333	)		(860	)		(862	)
Plan change		-			-			(3,434	)		-
Other		29			(33	)		-			-

Benefit obligation at end of year		327,578			283,866			4,785			7,894

Change in plan assets

Fair value of plan assets at beginning of year		190,547			205,054			-			-

Actual return (loss) on plan assets		19,511			(4,595	)		-			-
Employer contributions		16,131			441			343			216
Plan participants' contributions		-			-			516			646
Benefits paid		(11,220	)		(10,333	)		(859	)		(862	)
Other		12			(20	)		-			-

Fair value of plan assets at end of year		214,981			190,547			-			-

Unfunded status at end of year	$	(112,597	)	$	(93,319	)	$	(4,785	)	$	(7,894	)

Amounts recognized in balance sheet

Amounts recognized in the balance sheet consist of:

	Pension Benefits						Other Benefits
(Thousands of dollars)	2012			2011			2012			2011

Other current accrued liabilities	$	(476	)	$	(383	)	$	(279	)	$	(379	)
Postretirement benefits		-			-			(4,506	)		(7,515	)
Pension benefits		(112,121	)		(92,936	)		-			-
	$	(112,597	)	$	(93,319	)	$	(4,785	)	$	(7,894	)

Amounts recognized in accumulated other comprehensive income

Amounts recognized in accumulated other comprehensive income consist of:

	Pension Benefits				Other Benefits
(Thousands of dollars)	2012		2011		2012			2011

Prior service cost	$	2,661	$	3,247	$	(1,950	)	$	245
Net loss (gain)		88,137		78,238		(1,089	)		(1,320	)
	$	90,798	$	81,485	$	(3,039	)	$	(1,075	)

Components of net periodic benefit cost

Components of Net Periodic Benefit Cost and Other Amounts Recognized in Other Comprehensive Income

	Pension Benefits									Other Benefits
(Thousands of dollars)	2012			2011			2010			2012			2011			2010

Net Periodic Benefit Cost

Service cost	$	10,209		$	6,881		$	5,654		$	176		$	129		$	92
Interest cost		12,147			11,842			11,585			311			347			350
Expected return on plan assets		(12,932	)		(13,564	)		(12,752	)		-			-			-
Amortization of prior service cost		930			946			785			51			51			51
Amortization of net loss (gain)		9,769			3,917			3,712			(186	)		(224	)		(291	)

Net periodic benefit cost	$	20,123		$	10,022		$	8,984		$	352		$	303		$	202

Weighted-average assumptions used to determine benefit obligations and net periodic benefit cost

Weighted-average assumptions used to determine benefit obligations at December 31

	Pension Benefits						Other Benefits
	2012			2011			2012			2011

Discount rate		3.58% - 3.77	%		4.09% - 4.19	%		3.75	%		4.05	%
Rate of compensation increase		4.80	%		4.90	%		N/A			N/A

Weighted-average assumptions used to determine net periodic benefit cost for years ended December 31

	Pension Benefits									Other Benefits
	2012			2011			2010			2012			2011			2010

Discount rate		4.09% - 4.19	%		5.19% - 5.26	%		5.26% - 5.80	%		4.05	%		4.97	%		5.58	%
Expected long-term return on plan assets		6.80	%		6.80	%		6.80	%		N/A			N/A			N/A
Rate of compensation increase		4.80	%		4.90	%		5.12	%		N/A			N/A			N/A

Fair value measurement of plan assets

The Company's qualified pension plan assets at December 31, 2012 are as follows:

Fair Value Measurements at December 31, 2012 (in thousands)

			Quoted Prices in		Significant		Significant
			Active markets for		Observable		Unobservable
			Identical Assets		Inputs		Inputs
Asset Category	Total		(Level 1)		(Level 2)		(Level 3)
Cash	$	7,678	$	7,678
Equity securities:
Common stock		53,559		53,559
International stock - commingled funds (a)		32,683			$	32,683
International stock - mutual fund		18,787		18,787
Fixed income securities:
U.S. Treasuries		12,160		12,160
Mortgage-backed securities		6,853				6,853
Collateralized mortgage obligations		596					$	596
Corporate bonds (b)		22,981				22,981
Other types of investments:
Equity long/short hedge funds (c)		37,010						37,010
Insurance policy (d)		675						675
Real Estate (e)		21,999						21,999

Total	$	214,981	$	92,184	$	62,517	$	60,280

(a)	This category represents International Equity Commingled Funds which invests in international stocks. Thebenchmark is the MSCI EAFE Index.

(b)	This category represents investment grade bonds of U.S. issuers from diverse industries.

(c)

This category includes hedge funds that invest both long and short in primarily U.S. common stocks.Management of the hedge funds has the ability to shift investments from value to growth strategies, from small to large capitalization stocks, and from a net long position to a net short position; however it is expected that the equity long/short hedge funds will have a net long position.

(d)	This category includes a private insurance policy used for French retirement benefits.

(e)	This category includes a RREEF America II Fund and Black Rock Granite Properties which consists of commingledprivate real estate.

Fair value measurements of plan assets using significant unobservable inputs (Level 3)

Fair Value Measurements Using Significant Unobservable Inputs (Level 3)

	Equity Long/Short				Insurance		Collateralized
	Hedge Funds		Real Estate		Contracts		Mortgage Obligations			Total

Beginning balance at December 31, 2011	$	35,288	$	21,001	$	645	$	2,156		$	59,090

Actual return on plan assets:
Relating to assets still held at the reporting date		1,722		998							2,720
Relating to assets sold during the period											-
Purchases, sales, and settlements								(1,560	)		(1,560	)
Other						30					30
Transfers in and/or out of Level 3											-

Ending balance at December 31, 2012	$	37,010	$	21,999	$	675	$	596		$	60,280

Estimated future benefit payments

The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid during the fiscal years ending:

	Pension		Other
(Thousands of dollars)	Benefits		Benefits

2013	$	12,687	$	249
2014		13,459		250
2015		14,323		251
2016		15,158		251
2017		16,129		253
2018 - 2022		92,957		1,267

Accumulated other comprehensive income (loss)

The following table illustrates the balances of accumulated other comprehensive income:

				Defined			Defined			Accumulated
	Foreign			Benefit			Benefit			Other
	Currency			Pension			Postretirement			Comprehensive
(Thousands of dollars)	Translation			Plans			Plans			Loss

Balance, Dec. 31, 2010	$	5,077		$	(43,372	)	$	1,649		$	(36,646	)

Current-period change		(3,316	)		(38,441	)		(533	)		(42,290	)

Balance, Dec. 31, 2011		1,761			(81,813	)		1,116			(78,936	)

Current-period change		12,654			(9,701	)		1,964			4,917

Balance, Dec. 31, 2012	$	14,415		$	(91,514	)	$	3,080		$	(74,019	)