WILLCOX & GIBBS INC
10-Q/A, 1994-12-29
ELECTRICAL APPARATUS & EQUIPMENT, WIRING SUPPLIES
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                                 FORM 10-Q/A#1

                      SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, DC  20549
                                       
                                       
                                       
            x  QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF
           ---
                      THE SECURITIES EXCHANGE ACT OF 1934
                                       
For the Quarterly Period Ended September 30, 1994

Commission file number:  1-5731

                                       
                             Willcox & Gibbs, Inc.
                         (Exact name of registrant as
                           specified in its charter)
                                       
     New York                                          13-1474527
(State or other jurisdiction of                     (I.R.S. Employer
incorporation or organization)                    Identification No.)

150 Alhambra Circle, Coral Gables, Florida               33134
(Address of principal executive offices)               (Zip Code)

                                (305) 446-8000
                        (Registrant's telephone number,
                             including area code)
          
          Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

Yes  x   No
    ---     ---

          Indicate number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date:

<TABLE>
<CAPTION>
      Date                    Class              Shares Outstanding
<S>                        <C>                      <C>
November 4, 1994           Common Stock             24,114,138

</TABLE>



                          PART II - OTHER INFORMATION
                                       
Item 6. Exhibits and Reports on Form 8-K
        (a)  Exhibits
             Exhibit No.      Description
                11.1          Computation of net income per common and
                              common equivalent shares.
                15.1          Awareness letter of independent accountants.
                27.1          Financial Data Schedule

                                  SIGNATURES
                                       
                                       
                                       
          Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this amendment to be signed on its behalf by
undersigned thereunto duly authorized.



                                        WILLCOX & GIBBS, INC.



Date:  December 29, 1994                By:/s/ Allan Gonopolsky
                                           ------------------------
                                        Allan Gonopolsky
                                        Vice President and
                                        Chief Accounting Officer
                               
                               
                               Index to Exhibits
                                       
        Exhibit No.           Description
            27.1              Financial Data Schedule
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

                                                                               
                                                                               
                                                                Exhibit 27.1
                                                                               
                             WILLCOX & GIBBS, INC.
                            FINANCIAL DATA SCHEDULE
                              SEPTEMBER 30, 1994
                         (000's except per share data)
                                       
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM WILLCOX &
GIBBS, INC. FORM 10-Q FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1994 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.

       
<CAPTION>
                                          ITEM NUMBER       ITEM DESCRIPTION
<S>               <C>                                                              <C>
5-02(1)           cash and cash items                                              44,260
5-02(2)           marketable securities                                                 0
5-02(3)(a)(1)     notes and accounts receivable-trade                             151,543
5-02(4)           allowances for doubtful accounts                                  4,091
5-02(6)           inventory                                                       116,189
5-02(9)           total current assets                                            317,827
5-02(13)          property, plant and equipment                                    72,988
5-02(14)          accumulated depreciation                                         19,728
5-02(18)          total assets                                                    427,516
5-02(21)          total current liabilities                                       176,006
5-02(22)          bonds, mortgages and similar debt                               118,215
5-02(28)          preferred stock-mandatory redemption                                  0
5-02(29)          preferred stock-no mandatory redemption                               0
5-02(30)          common stock                                                     24,705
5-02(31)          other stockholders' equity                                      104,838
5-02(32)          total liabilities and stockholders' equity                      129,543
5-03(b)1(a)       net sales of tangible products                                  784,895
5-03(b)1          total revenues                                                  784,895
5-03(b)2(a)       cost of tangible goods sold                                     628,735
5-03(b)2          total costs and expenses applicable to sales and revenues       628,735
5-03(b)3          other costs and expenses                                              0
5-03(b)5          provision for doubtful accounts and notes                         1,637
5-03(b)(8)        interest and amortization of debt discount                        6,971
5-03(b)(10)       income before taxes and other items                              13,128
5-03(b)(11)       income tax expense                                                5,773
5-03(b)(14)       income/loss continuing operations                                 7,355
5-03(b)(15)       discontinued operations                                            (327)
5-03(b)(17)       extraordinary items                                                   0
5-03(b)(18)       cumulative effect-changes in accounting principles                    0
5-03(b)(19)       net income or loss                                                7,028
5-03(b)(20)       earnings per share-primary                                          .30
5-03(b)(20)       earnings per share-fully diluted                                    .30
        

</TABLE>


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