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<SEC-DOCUMENT>0001125282-03-005774.txt : 20031028
<SEC-HEADER>0001125282-03-005774.hdr.sgml : 20031028
<ACCEPTANCE-DATETIME>20031028080439
ACCESSION NUMBER:		0001125282-03-005774
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20031028
ITEM INFORMATION:		
FILED AS OF DATE:		20031028

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			FUEL TECH N V
		CENTRAL INDEX KEY:			0000846913
		STANDARD INDUSTRIAL CLASSIFICATION:	INDUSTRIAL & COMMERCIAL FANS & BLOWERS & AIR PURIFYING EQUIP [3564]
		IRS NUMBER:				000000000
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-21724
		FILM NUMBER:		03959616

	BUSINESS ADDRESS:	
		STREET 1:		CASTORWEG 22-24
		CITY:			CURACAO NETHERLANDS
		STATE:			P7

	MAIL ADDRESS:	
		STREET 1:		C/O FUEL TECH INC
		STREET 2:		300 ATLANTIC ST
		CITY:			STAMFORD
		STATE:			CT
		ZIP:			06901
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>b327708_8k.txt
<DESCRIPTION>CURRENT REPORT
<TEXT>
<PAGE>

                                  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) October 28, 2003
                                                         -----------------

                                 FUEL-TECH N.V.
             (Exact name of registrant as specified in its charter)


    Netherlands Antilles                   000-2174                N/A
(State or other jurisdiction             (Commission           (IRS Employer
     of incorporation)                   File Number)        Identification No.)


                 Fuel-Tech N.V.                       Fuel Tech, Inc.
                 (Registrant)                  (U.S. Operating Subsidiary)
               Castorweg 22-24                Suite 703, 300 Atlantic Street
         Curacao, Netherlands Antilles               Stamford CT 06901
              (599) 9-461-3754                        (203) 425-9830

          (Address and Telephone Number of principal executive offices)



<PAGE>




Item 12. Regulation FD Disclosure

         On October 28, 2003 the Registrant issued the earnings release for the
quarter ended September 30, 2003 attached as Exhibit 99.1 to this Current Report
on Form 8-K. This information is not to be deemed "filed" for the purposes of
Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the
liabilities of that Section.

                                   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.

                                            FUEL-TECH N.V.

Date: October 28, 2003                      By: /s/ S. M. Schecter
                                                ------------------
                                            Scott M. Schecter
                                            Vice President, Treasurer
                                            and Chief Financial Officer



</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>3
<FILENAME>b327708ex99_1.txt
<DESCRIPTION>EXHIBIT 99.1
<TEXT>
<PAGE>



Exhibit 99.1

Date:     October 28, 2003
Contact:  Scott M. Schecter, Chief Financial Officer; Fuel-Tech N.V.,
          (203) 425-9830


                  FUEL-TECH N.V. REPORTS THIRD QUARTER RESULTS;
          Y/Y REVENUE & NET INCOME INCREASES 27% AND 248%, RESPECTIVELY

         Stamford, CT, October 28, 2003 -- Fuel-Tech N.V., (Nasdaq: FTEK), a
world leader in advanced engineering solutions for the optimization of
combustion systems for utility and industrial customers, today reported results
for the third quarter and nine months ended September 30, 2003.

         For the quarter, net sales increased 27% to $10.2 million, compared to
$8.0 million in the third quarter of 2002. Net income in the third quarter
increased 248% to $1.3 million, or $0.06 per diluted share, compared to
$379,000, or $0.02 per diluted share, last year. For the nine month period ended
September 30, 2003, net sales increased 32% to $28.2 million, compared to $21.3
million in the same period last year. Net income for the nine months was $1.4
million, or $0.06 per diluted share, compared to net income of $1.7 million, or
$0.08 per diluted share, in the same period last year.

         Steven C. Argabright, President and Chief Operating Officer, commented,
"We are pleased with our results for the third quarter. This was a record
quarter for our FUEL CHEM(R) business, with revenues up 90% over last year. This
growth is attributable to our increased penetration and strong performance in
the Western coal-fueled utility market as well as an increase in our more
traditional oil-fueled business. We continue to be extremely excited about the
growth opportunities in our FUEL CHEM business. Plant managers from two large
utilities and a regional co-op have visited our successful Targeted-In-Furnace-
Injection application at Western Farmers' HUGO Station, and we believe
that we will have commitments for demonstrations at these and other utilities
between now and the end of the first quarter next year. We look forward to
strong revenue growth from this business and expect year-over-year growth in the
range of 75-100% in 2004."

         "During the quarter, we simultaneously announced two agreements with
Martin Marietta Magnesia Specialties (MMMS). The first was the acquisition of
MMMS' fuel treatment chemical business, and the second was the signing of a
long-term chemical supply agreement. These agreements will allow us to continue
to offer the highest quality fuel treatment chemicals to our customers, as well
as provide additional revenue, market intelligence and an oil-fired customer
base which we can leverage with our technology."

<PAGE>

         Mr. Argabright continued, "Third quarter air pollution control revenues
were up 8% from last year, which was less than we had internally projected, but
a result of the current environment we are operating in. As we said in our last
press release, two things have led to a slowing in this business. First, recent
rulings related to New Source Review have caused our utility customers to
reassess compliance plans to ensure that they will meet their overall NOx
reduction requirements in the most cost-effective manner. Although we expect
these recent rulings to benefit us in the future, the impact in the near-term is
a delay in orders. Second, as we have discussed many times in the past, many
utilities are experiencing significant capital constraints. This, coupled with
depressed NOx allowance prices, the result of mild weather and weak demand for
power, has caused some utilities to delay capital spending and meet their
requirements on a short-term basis through the purchase of allowances and other
temporary means. It is important to note that these revenues are not going away,
but merely being postponed. We are doing everything we can to work with our
customers as they finalize their compliance plans, and we expect this business
to pick up in the second half of 2004 and be strong in 2005 and 2006."

Conference Call

         As a reminder, Fuel-Tech N.V will be hosting a conference call at 10:00
AM ET on Tuesday, October 28, 2003, to further discuss these results. The call
will be simultaneously broadcast over the Internet at www.fueltechnv.com and can
be accessed under the subheading of "Investors" on the homepage.


About Fuel-Tech N.V.

         Fuel-Tech N.V. is a leading technology company providing proprietary
advanced engineering solutions for the optimization of combustion systems for
utility and industrial customers. The Company's NOx reduction processes, which
include the NOxOUT(R), NOxOUT CASCADE(R), NOxOUT ULTRA(R), Rich Reagent
Injection (RRI) and NOxOUT SCR(R) technologies, have established Fuel-Tech N.V.
as a leader in post combustion NOx control systems, which are installed on over
300 units worldwide.

         New technologies that have grown out of the core NOx reduction business
form the basis of the FUEL CHEM(R) and ACUITIV(TM) businesses. FUEL CHEM
technology centers around the unique application of chemicals to improve the
performance of combustion units while the Company's ACUITIV business includes
high-end visualization software that was developed as part of Fuel Tech's
sophisticated Computational Fluid Dynamics (CFD) modeling techniques utilized to
predict the behavior of industrial processes. The Company's FUEL CHEM products
are being applied to over 80 combustion units burning a variety of fuels. For
more information, visit Fuel-Tech N.V.'s web site at www.fueltechnv.com.

This press release may contain statements of a forward-looking nature regarding
future events. These statements are only predictions and actual events may
differ materially. Please refer to documents that Fuel-Tech N.V. files from time
to time with the Securities and Exchange Commission for a discussion of certain
factors that could cause actual results to differ materially from those
contained in the forward-looking statements.




                               (Tables to Follow)



<PAGE>




                                 FUEL-TECH N.V.
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                (in thousands of U.S. dollars, except share data)

<TABLE>
<CAPTION>
                                                             September 30,        December 31,
                                                                  2003                2002
                                                            ---------------      ---------------
                                                              (Unaudited)
<S>                                                         <C>                  <C>
Assets
Current assets:
Cash and cash equivalents                                   $         5,791      $        10,939
Accounts receivable, net                                              9,661                8,849
Prepaid expenses and other current assets                             1,456                1,164
                                                              -------------      ---------------

Total current assets                                                 16,908               20,952

Equipment, net of accumulated depreciation of
  $5,867 and $5,118, respectively                                     2,182                2,123
Goodwill, net of accumulated amortization of
  $924                                                                2,119                2,119
Other intangible asset                                                1,298                    -
Other                                                                   673                  675
                                                            ---------------      ---------------
Total assets                                                $        23,180      $        25,869
                                                            ===============      ===============


Liabilities and stockholders' equity
Current liabilities:
Accounts payable                                            $         2,684      $         5,065
Accrued expenses                                                      1,733                1,940
                                                            ---------------      ---------------

Total current liabilities                                             4,417                7,005



Long-term debt                                                            -                1,800
Other liabilities                                                       260                  259
                                                            ---------------      ---------------

Total liabilities                                                     4,677                9,064

Stockholders' equity:
Common stock, par value $0.01 per share,
  authorized 40,000,000 shares, 19,895,503
  and 19,613,817 shares issued, respectively                            199                  196
Additional paid-in capital                                           90,636               90,315
Accumulated deficit                                                 (71,753)             (73,150)
Accumulated other comprehensive income                                   22                   10
Treasury stock                                                       (1,133)              (1,098)
Nil coupon perpetual loan notes                                         532                  532
                                                            ---------------      ---------------

Total stockholders' equity                                           18,503               16,805

                                                            ---------------      ---------------
Total liabilities and stockholders' equity                  $        23,180      $        25,869
                                                            ===============      ===============
</TABLE>




<PAGE>




                                 FUEL-TECH N.V.
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)
                (in thousands of U.S. dollars, except share data)

<TABLE>
<CAPTION>
                                                       Three Months Ended                 Nine Months Ended
                                                          September 30                       September 30
                                                        2003         2002                  2003         2002
                                                     ----------------------             ----------------------

<S>                                                  <C>          <C>                   <C>          <C>
Net sales                                            $  10,178    $   8,033             $  28,182    $  21,275

Costs and expenses:

Cost of sales                                            5,592        4,462                17,412       11,175
Selling, general and administrative                      2,961        2,717                 8,565        7,725
Research and development                                   314          394                   920        1,041
                                                      --------      -------               -------    ---------

Operating income                                         1,311          460                 1,285        1,334

(Loss) income from equity interest in affiliates             -         (27)                     -          196
Interest expense                                             -         (37)                  (25)        (114)
Other income, net                                            6         (17)                   140          254
                                                     ---------    ---------             ---------      -------

Income before taxes                                      1,317          379                 1,400        1,670

Income taxes                                                 -            -                     -           50
                                                    ----------     --------              --------      -------

Net income                                           $   1,317     $    379             $   1,400      $ 1,720
                                                     =========     ========             =========      =======

Net income per common share:

     Basic                                          $      .07    $     .02           $       .07    $     .09
                                                    ==========    =========           ===========    =========
     Diluted                                        $      .06    $     .02           $       .06    $     .08
                                                    ==========    =========           ===========    =========

Average number of common shares outstanding:

     Basic                                          19,744,000   19,454,000            19,629,000   19,299,000
                                                    ==========   ==========            ==========   ==========
     Diluted                                        22,748,000   22,422,000            22,325,000   22,565,000
                                                    ==========   ==========            ==========   ==========
</TABLE>




</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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