Lennox International Reports Q4 and Full-Year 2002 Earnings in Line With
Guidance

February 5, 2003

DALLAS, Feb. 5 /PRNewswire-FirstCall/ -- Lennox International Inc. (NYSE: LII) announced today its fourth quarter and full-year 2002 earnings, in line with previous guidance.

Fourth quarter 2002 results

LII's net sales for the fourth quarter of 2002 decreased 3% to $704 million. Excluding the effects of the heat transfer joint venture and the activities of other non-core operations, company-wide sales, in constant currencies, were up 2%. Operating income was $13 million, contrasted with an operating loss of $43 million last year, reflecting improvements in all of LII's business segments. Operating margins expanded to 1.8%.

Net income was $5 million, or $0.08 per diluted share, compared with a loss in the prior year of $40 million, or $0.72 per diluted share. Changes in foreign exchange rates benefited earnings per share in the fourth quarter by $0.01. The prior year fourth quarter net loss included restructuring charges of $28 million, net of tax, or $0.50 per share.

Full-year 2002 results

Sales for full-year 2002 were $3 billion, down 3% from 2001, with changes in foreign exchange rates benefiting revenues by less than 1%. Sales in the company's core businesses, in constant currencies, were down less than 1%. Favorable weather supported LII's domestic residential businesses in 2002, while demand from commercial customers for heating, cooling, and refrigeration equipment and services remained soft. Sales outside the U.S. and Canada accounted for 13% of total LII revenues.

Operating income for the year increased to $126 million from an operating loss of $1 million in 2001. Higher volumes in LII's Heating & Cooling and Refrigeration businesses, along with lower cost structures across all LII operations, contributed to improved operating margins of 4.2% in 2002.

Including the $249 million goodwill impairment charge the company recorded in the first quarter, LII reported a net loss of $190 million, or $3.23 per diluted share, in 2002, compared with a loss in the previous year of $42 million, or $0.75 per diluted share. This full-year loss per share included restructuring charges; gains, losses, and other items; and FAS 142 impairment of goodwill, totaling a diluted loss per share of $4.19. Excluding these items, LII's diluted earnings per share of $0.96 were in line with the company's previously stated guidance of $0.90-$1.00, as reconciled in the table below.

       Lennox International Inc. - Pro Forma Net Income Reconciliation
                    (In thousands, except per share data)

                                              For the Twelve    Diluted
                                               Months Ended     Earnings
                                               Dec. 31, 2002    per Share

     Net Loss, as Reported                      $ (190,423)     $ (3.23)
        Cumulative Effect of Accounting Change     249,224         4.23
        Restructurings, Net of Income Tax            6,121         0.10
        (Gains) Losses and Other Expenses,
         Net of Income Tax                          (5,210)       (0.09)
        Adjustment to Prior Year Taxes              (3,000)       (0.05)
     Pro Forma Net Income                       $   56,712      $  0.96

LII generated full-year free cash flow of $191 million, allowing the company to reduce its total debt by $138 million from the end of 2001. As historically defined by LII, free cash flow is cash from operations less capital expenditures, before dividends, asset securitizations, restructurings and gains, losses and other items. Reflecting its continued focus on the balance sheet, LII has lowered debt by over $310 million in the past 24 months.

"Despite a challenging global economic environment, LII made dramatic progress improving financial performance in 2002," said Bob Schjerven, chief executive officer. "We performed in line with our recent guidance, while forging the structure of a strong, focused company poised to deliver enhanced shareholder value going forward."

Fourth Quarter and Full-Year 2002 Results: Segment Performance

The following tables show LII's operating performance. Segment operating income is defined as income from operations as reported in the company's statement of operations, adjusted to exclude restructuring charges; other operating gains, losses and expenses; and amortization of goodwill.

     Lennox International Inc. - Segment Operating Income Reconciliation
                                (In thousands)

                                                           (Gains)
     Three Months    Income    Goodwill &                 Losses and  Segment
        Ended         from     Trademark                    Other    Operating
     December 31,  Operations Amortization Restructurings  Expenses   Income
        2002:

     Residential    $ 27,392    $ ---          $ 112      $  ---    $ 27,504
     Commercial        6,086      ---            ---         ---       6,086
        Heating and
         Cooling      33,478      ---            112         ---      33,590
     Service Experts  (2,055)     ---            ---         ---      (2,055)
     Refrigeration     8,726      ---           (207)        ---       8,519
     Corporate and
      other          (27,255)     ---           (693)      1,039     (26,909)
     Eliminations        (86)     ---            ---         ---         (86)
        Income from
         Operations $ 12,808    $ ---          $(788)     $1,039    $ 13,059

                                                           (Gains)
     Three Months    Income    Goodwill &                 Losses and  Segment
        Ended         from     Trademark                    Other    Operating
     December 31,  Operations Amortization Restructurings  Expenses   Income
        2001:

     Residential    $  2,392   $  742        $ 7,183      $  ---    $ 10,317
     Commercial         (293)      81          4,720                   4,508
        Heating and
         Cooling       2,099      823         11,903         ---      14,825
     Service Experts  (8,880)   2,959            ---         ---      (5,921)
     Refrigeration     3,960      304            305         ---       4,569
     Corporate and
      other          (41,051)     425         18,502         ---     (22,124)
     Eliminations        531      ---            ---         ---         531
        Income from
         Operations $(43,341)  $4,511        $30,710      $  ---    $ (8,120)


                                                           (Gains)
    Twelve Months    Income    Goodwill &                 Losses and  Segment
        Ended         from     Trademark                    Other    Operating
     December 31,  Operations Amortization Restructurings  Expenses   Income
        2002:

     Residential    $111,466   $  ---        $ 1,582      $  ---    $113,048
     Commercial       19,127      ---            ---         ---      19,127
        Heating and
         Cooling     130,593      ---          1,582         ---     132,175
     Service Experts  24,114      ---            ---         ---      24,114
     Refrigeration    32,276      ---          2,275         ---      34,551
     Corporate and
      other          (60,555)     ---          3,972      (7,892)    (64,475)
     Eliminations       (783)     ---            ---         ---        (783)
        Income from
         Operations $125,645   $  ---        $ 7,829     $(7,892)   $125,582


                                                           (Gains)
    Twelve Months    Income    Goodwill &                 Losses and  Segment
        Ended         from     Trademark                    Other    Operating
     December 31,  Operations Amortization Restructurings  Expenses   Income
        2001:

     Residential    $ 74,480  $ 3,178        $ 7,183     $   ---    $ 84,841
     Commercial       18,193      395          4,720         ---      23,308
        Heating and
         Cooling      92,673    3,573         11,903         ---     108,149
     Service Experts (48,802)  12,231         34,631         ---      (1,940)
     Refrigeration    24,519    1,274            305         ---      26,098
     Corporate and
      other          (69,003)   1,560         18,502         ---     (48,941)
     Eliminations        (83)     ---            ---         ---         (83)
        Income from
         Operations $   (696) $18,638        $65,341     $   ---    $ 83,283

To facilitate comparisons of operating performance in the fourth quarter, the segment data below are adjusted for restructuring, other non-recurring charges, and the new goodwill accounting standard.

Heating & Cooling revenues rose 6% in the fourth quarter of 2002 to $398 million. Segment operating income more than doubled to $33.6 million from $14.8 million last year. Operating margins for the quarter rose to 8.4% from 3.9% in 2001.

In the Residential Heating & Cooling segment, revenues rose 8% during the quarter to $284 million. Operating income increased to $27.5 million from $10.3 million last year, with operating margins expanding 580 basis points to 9.7%. Seasonally favorable weather and strong performances by Lennox Industries' Dave Lennox Signature(TM) Collection product line, along with exceptionally strong performances from LII's Ducane and Advanced Distributor Products (ADP) units, led the residential segment.

Revenues in the Commercial Heating & Cooling segment were flat at $114 million, and were down 4% when adjusted for changes in foreign exchange rates. Operating income increased 35% to $6.1 million, while operating margins expanded 140 basis points to 5.3%. Paring back of unprofitable operations in Asia and Australia during 2002 and an improved domestic product mix contributed to strong commercial business improvements.

Service Experts revenues declined 3% when compared to the previous year, primarily because there was one fewer week of operations included in this year's quarter. Excluding the effects of the additional week of operations in the previous year and the effect of centers closed in 2001, same-store sales increased 2%.

Service Experts posted an operating loss of $2.1 million for the quarter, with results negatively impacted by approximately $4.6 million in increased expenses due to a change in estimates in self-insured insurance costs. These results mark a substantial improvement over the segment operating loss of $5.9 million reported a year ago.

Refrigeration segment revenue rose 8%, or 3% in constant currencies. Segment operating income was $8.5 million, up 86% from last year. Operating margins increased to 9.4% from 5.4% in fourth quarter 2001. Every LII global refrigeration operation achieved improved performance for the quarter.

Outlook for 2003

After a record year for industry shipments of residential equipment and with the timing for economic recovery unclear, company revenues are expected to be relatively flat in 2003. However, earnings are anticipated to improve based on continued focus on cost reduction initiatives and the full-year effects of other actions taken in 2002. Earnings per share are anticipated to be in the range of $1.10 to $1.20, a 15-25% improvement over this year's result. Continued strength in free cash flow is expected, with 2003 free cash flow approximately equal to net income.

"LII is well-positioned for the future," Schjerven said. "Continued improvements in our core businesses are generating the cash needed to take advantage of important opportunities down the road, while a stronger balance sheet provides more flexibility for growth initiatives. We are encouraged by our progress in 2002, and look forward to continued improvement this year."

Conference call scheduled

LII has scheduled a conference call to discuss financial results for the fourth quarter and full-year 2002 on Thursday, February 6 at 9:30 a.m. Central time. All interested parties are invited to listen as Bob Schjerven, CEO and Rick Smith, CFO comment on the company's operating results. To listen, please call the conference call line at 612-326-1003 ten minutes prior to the scheduled start time and use reservation number 671379. The number of connections for this call is limited to 200.

This conference call will be broadcast live on the Internet by PRNewswire and can be accessed at http://www.firstcallevents.com/service/ajwz372512125gf12.html . A link to the broadcast can also be found on the company's web site at http://www.lennoxinternational.com . If you are unable to participate in this conference call, a replay will be available from 1:00 p.m. February 06 through February 13, 2003 on the Internet or by dialing 800-475-6701, access code 671379.

A Fortune 500 company operating in over 70 countries, Lennox International Inc. is a global leader in the heating, ventilation, air conditioning, and refrigeration markets. Lennox International stock is traded on the New York Stock Exchange under the symbol "LII". Additional information is available at: http://www.lennoxinternational.com or by contacting Bill Moltner, Vice President, Investor Relations, at 972-497-6670.

This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are subject to numerous risks and uncertainties that could cause actual results to differ materially from such statements. For information concerning these risks and uncertainties, see Lennox' publicly available filings with the Securities and Exchange Commission. Lennox disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

LENNOX INTERNATIONAL INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS For the Three Months and Twelve Months Ended December 31, 2002 and 2001

                    (In thousands, except per share data)

                                  For the                   For the
                             Three Months Ended        Twelve Months Ended
                                December 31,               December 31,
                              2002       2001 (A)       2002        2001 (A)
    NET SALES               $704,364    $727,085    $3,025,767    $3,113,649
    COST OF GOODS SOLD       483,422     534,225     2,074,027     2,199,261
         Gross profit        220,942     192,860       951,740       914,388
    OPERATING EXPENSES:
      Selling, general
       and administrative
       expense               207,883     205,491       826,158       849,743
      Restructurings (B)        (788)     30,710         7,829        65,341
      (Gains) Losses and
       other expenses          1,039         ---        (7,892)          ---
          Income (loss)
           from operations    12,808     (43,341)      125,645          (696)
    INTEREST EXPENSE, net      6,756       8,536        31,842        43,144
    OTHER                       (379)        146        (1,198)          431
    MINORITY INTEREST            117         (10)          321           125
         Income (loss)
          before income
          taxes and
          cumulative effect
          of accounting change 6,314     (52,013)       94,680       (44,396)
    PROVISION FOR
     (BENEFIT FROM) INCOME
     TAXES                     1,288     (11,695)       35,879        (1,998)
         Income (loss) before
          cumulative effect of
          accounting change    5,026   $ (40,318)       58,801     $ (42,398)
    CUMULATIVE EFFECT OF
     ACCOUNTING CHANGE           ---         ---       249,224           ---
         Net income (loss)  $  5,026   $ (40,318)    $(190,423)    $ (42,398)


    INCOME (LOSS) PER SHARE
     BEFORE CUMULATIVE EFFECT
     OF ACCOUNTING CHANGE:
      Basic                 $   0.09   $   (0.72)    $    1.03     $   (0.75)
      Diluted               $   0.08   $   (0.72)    $    1.00     $   (0.75)

    CUMULATIVE EFFECT OF
     ACCOUNTING CHANGE
     PER SHARE:
      Basic                 $    ---   $     ---     $   (4.35)    $     ---
      Diluted               $    ---   $     ---     $   (4.23)    $     ---

    NET INCOME (LOSS)
     PER SHARE:
      Basic                 $   0.09   $   (0.72)    $   (3.32)    $   (0.75)
      Diluted               $   0.08   $   (0.72)    $   (3.23)    $   (0.75)

    (A) Prior year's sales, cost of sales and operating expenses are restated
        to conform with current year treatment of certain promotional payments
        in line with the adoption of EITF 01-9 in 2002.

    (B) Twelve months ended December 31, 2001 restructurings totaled $73,173,
        of which $7,832 is included in Cost of Goods Sold.


                  LENNOX INTERNATIONAL INC. AND SUBSIDIARIES

SEGMENT REVENUES AND OPERATING PROFIT For the Three Months and Twelve Months Ended December 31, 2002 and 2001

                                (In thousands)

                             For the Three Months     For the Twelve Months
                                 Ended Dec. 31,           Ended Dec. 31,
    Net Sales                  2002        2001         2002          2001
    Residential             $283,975    $262,499    $1,249,106    $1,195,110
    Commercial               114,276     114,603       442,357       469,965
        Heating & Cooling    398,251     377,102     1,691,463     1,665,075
    Service Experts          235,726     243,164       943,779     1,002,564
    Refrigeration             90,642      84,312       363,794       348,087
    Corporate and other (A)    1,156      43,639       129,306       200,505
    Eliminations             (21,411)    (21,132)     (102,575)     (102,582)
                            $704,364    $727,085    $3,025,767    $3,113,649

    Income (Loss) from
    Operations - before
    Restructurings,    For the Three Months          For the Twelve Months
    (Gains) Losses &      Ended Dec. 31,                Ended Dec. 31,
     Other Expenses   2002      2001      2001      2002      2001      2001
                                        Adj. (B)                      Adj. (B)
    Residential    $ 27,504  $  9,575  $ 10,317  $113,048  $ 81,663  $ 84,841
    Commercial        6,086     4,427     4,508    19,127    22,913    23,308
        Heating &
         Cooling     33,590    14,002    14,825   132,175   104,576   108,149
    Service Experts  (2,055)   (8,880)   (5,921)   24,114   (14,171)   (1,940)
    Refrigeration     8,519     4,265     4,569    34,551    24,824    26,098
    Corporate and
     other (A)      (26,909)  (22,549)  (22,124)  (64,475)  (50,501)  (48,941)
    Eliminations        (86)      531       531      (783)      (83)      (83)
                    $13,059  $(12,631)  $(8,120) $125,582   $64,645   $83,283

    (A)  In the third quarter of 2002, the Company formed a joint venture with
         Outokumpu ("Outokumpu") Oyj of Finland by selling to Outokumpu a
         55 percent interest in the Company's heat transfer business segment
         for approximately $55 million.  The net sales and results of
         operations for the current periods and all prior periods of the
         Company's former heat transfer business segment are now included in
         Corporate and other.

    (B)  To facilitate comparisons, the reported segment Income (Loss) from
         Operations amounts for the three and twelve months ended
         December 31, 2001 have been adjusted to reflect the discontinuation
         of goodwill and trademark amortization under SFAS 142.


                  LENNOX INTERNATIONAL INC. AND SUBSIDIARIES

                         CONSOLIDATED BALANCE SHEETS
                As of December 31, 2002 and December 31, 2001
                      (In thousands, except share data)

                                    ASSETS

                                            December 31,  December  31,
                                                2002          2001

    CURRENT ASSETS:
       Cash and cash equivalents            $   76,369    $   34,393
       Accounts and notes receivable, net      307,334       291,485
       Inventories                             219,682       281,170
       Deferred income taxes                    33,270        42,662
       Other assets                             38,400        63,655
            Total current assets               675,055       713,365
    PROPERTY, PLANT AND EQUIPMENT, net         231,042       291,531
    GOODWILL, net                              420,802       704,713
    OTHER ASSETS                               194,819        84,379
            TOTAL ASSETS                    $1,521,718    $1,793,988

                     LIABILITIES AND STOCKHOLDERS' EQUITY

    CURRENT LIABILITIES:
       Short-term debt                      $    9,255    $   23,701
       Current maturities of long-term debt     13,871        28,895
       Accounts payable                        247,598       242,534
       Accrued expenses                        253,929       249,546
       Income taxes payable                     12,808         9,870
            Total current liabilities          537,461       554,546
    LONG-TERM DEBT                             356,747       465,163
    DEFERRED INCOME TAXES                          ---           673
    POSTRETIREMENT BENEFITS, OTHER
     THAN PENSIONS                              13,472        14,014
    OTHER LIABILITIES                          159,648       103,301
            Total liabilities                1,067,328     1,137,697
    MINORITY INTEREST                            1,591         1,651
    COMMITMENTS AND CONTINGENCIES
    STOCKHOLDERS' EQUITY:
       Preferred stock, $.01 par value,
        25,000,000 shares authorized,
        no shares issued or outstanding            ---           ---
       Common stock, $.01 par value,
        200,000,000 shares authorized,
        63,039,254 shares and 60,690,198
        shares issued for 2002 and 2001,
        respectively                               630           607
       Additional paid-in capital              404,723       372,877
       Retained earnings                       171,316       383,566
       Accumulated other comprehensive loss    (79,636)      (68,278)
       Deferred compensation                   (13,518)       (3,710)
       Treasury stock, at cost, 3,009,656
        and 2,980,846 shares for 2002 and
        2001, respectively                     (30,716)      (30,422)
            Total stockholders' equity         452,799       654,640
            TOTAL LIABILITIES AND
             STOCKHOLDERS' EQUITY           $1,521,718    $1,793,988

SOURCE Lennox International Inc.