PLASTICS MFG CO
10-Q, 2000-08-21
PLASTICS PRODUCTS, NEC
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                             FORM 10-Q

                SECURITIES AND EXCHANGE COMMISSION
                      Washington, D.C.  20549

 (Mark One)
  [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                  SECURITIES EXCHANGE ACT OF 1934

           For the quarterly period ended JUNE 30, 2000

                                OR

  [    ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                  SECURITIES EXCHANGE ACT OF 1934

   For the transition period from ____________ to _____________

                Commission file number:  333-92019

                       PLASTICS MFG. COMPANY
        (Exact name of registrant as specified in charter)


                WISCONSIN                    39-1867101
       (State of incorporation)  (I.R.S Employer Identification Number)


                    W190 N11701 MOLDMAKERS WAY
                 GERMANTOWN, WISCONSIN 53022-8214
              (Address of principal executive office)

  Registrant's telephone number, including area code: 262-255-5790

 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 report), and (2) has been
 subject to such filing requirements for the past 90 days.

                             Yes        No   X

 The number of common shares outstanding at July 10, 2000 was 3,788,812.
<PAGE>
                       PLASTICS MFG. COMPANY

                         AND SUBSIDIARIES
                               INDEX
                                                         PAGE NO.
 PART I.  FINANCIAL INFORMATION

     Item 1.   Consolidated Balance
               Sheets, June 30, 2000 (unaudited)
               and September 30, 1999 (derived from
               audited financial statements)                  1-2

               Financial Statements
               Consolidated Statements of
               Operations, Three Months and Nine Months
               Ended June 30, 2000 (unaudited) and
               June 30, 1999 (unaudited)                        3

               Consolidated Statements
               of Cash Flows, Nine Months
               Ended June 30, 2000 (unaudited)
               and June 30, 1999 (unaudited)                    4

               Notes to Consolidated
               Financial Statements                             5

     Item 2.   Management's Discussion and
               Analysis of Financial Condition
               and Results of Operations                     6-10

     Item 3.   Quantitative and Qualitative
               Disclosures About Market Risk                   10

 PART II.  OTHER INFORMATION

     Item 1.   Legal Proceedings                               11

     Item 2.   Changes in Securities and Use of Proceeds       11

     Item 6.   Exhibits and Reports on Form 8-K             12-13
                                 (i)
<PAGE>
                  PART I.  FINANCIAL INFORMATION

 ITEM 1.  FINANCIAL STATEMENTS
<TABLE>
<CAPTION>
                       PLASTICS MFG. COMPANY
                    CONSOLIDATED BALANCE SHEETS

                                   ASSETS

                                             SEPTEMBER 30,          JUNE 30,
                                                 1999*               2000*
 <S>                                       <C>              <C>
 Current assets
     Cash in bank                          $    245,813     $     488,088
     Accounts receivable - trade              2,167,918         6,046,646
     Accounts receivable - related parties      739,603         1,012,623
     Progress receivables                       111,745            42,839
     Prepaid expenses                            89,897           200,530
     Inventory                                1,073,435         3,177,504

 TOTAL CURRENT ASSETS                         4,428,411        10,968,231

 PROPERTY AND EQUIPMENT
     Office equipment                            20,405           215,925
     Leasehold improvements                     549,521           854,098
     Truck                                        3,655             3,655
     Machinery & equipment                      697,406         1,333,397
     Production molds                           100,000           100,000
                                              1,370,987         2,507,075
     Less accumulated depreciation             (134,756)         (268,396)
 NET PROPERTY AND EQUIPMENT                   1,236,231         2,238,679

 OTHER ASSETS
     Deposits                                 2,189,039         2,259,396
     Deferred income tax benefit, net           992,200           939,000
 TOTAL OTHER ASSETS                           3,181,239         3,198,396

                                           $  8,845,881       $16,405,306
<FN>
 *The June 30, 2000 consolidated balance sheet is unaudited.  The
  consolidated balance sheet at September 30, 1999 is derived from
  audited financial statements.
</TABLE>
                                 -1-
<PAGE>
<TABLE>
<CAPTION>
               LIABILITIES AND STOCKHOLDERS' EQUITY

                                         SEPTEMBER 30,       JUNE 30,
                                             1999*             2000*

 CURRENT LIABILITIES
     <S>                                 <C>              <C>
     Accounts payable - trade            $ 1,359,174      $  3,126,136
     Accounts payable - related parties    1,600,087         1,007,235
     Line of credit loan                     425,000         4,400,000
     Accrued payroll                         203,711           265,945
     Customer deposits                       441,439         1,665,630
     Deferred income tax liability, net       24,600            24,625

 TOTAL CURRENT LIABILITIES                 4,054,011        10,489,572

 LONG-TERM LIABILITIES                                          53,029

 TOTAL LIABILITIES                         4,054,011        10,542,601

 COMMON STOCK SUBJECT TO RESCISSION        1,951,360               -

 STOCKHOLDERS' EQUITY

     Common stock, no par value,
         15,000,000 shares authorized      6,952,040         9,103,400
     Stock subscriptions receivable         (784,228)                -
     Accumulated deficit                  (3,327,302)       (3,240,695)

 TOTAL STOCKHOLDERS' EQUITY                2,840,510         5,862,705

                                         $ 8,845,881       $16,405,306
</TABLE>
                                 -2-
<PAGE>
<TABLE>
<CAPTION>
                            PLASTICS MFG. COMPANY
                    CONSOLIDATED STATEMENTS OF OPERATIONS

                                           FOR THE THREE MONTHS       FOR THE NINE MONTHS ENDED
                                              ENDED JUNE 30,                JUNE 30,
                                            1999         2000         1999           2000
                                               (unaudited)                 (unaudited)
 <S>                                    <C>          <C>          <C>          <C>
 Sales
      Molding                           $ 1,284,783  $ 7,189,509  $ 2,375,519  $ 16,147,752
      Tooling                               320,609    2,043,598      715,154     5,848,047
      Related parties                       132,046      589,439      870,158     1,424,858
      Total Sales                         1,737,438    9,822,545    3,960,830    23,420,656

 COST OF GOODS SOLD
      Trade                               1,065,889    6,097,300    2,141,120    13,306,194
      Related parties                       855,817    2,497,509    2,374,096     6,595,523
      Total cost of goods sold            1,921,706    8,594,809    4,515,216    19,901,717
      Gross profit (loss )                 (184,267)   1,227,736     (554,386)    3,518,939

 SELLING AND ADMINISTRATIVE EXPENSES
      Trade                                 158,442      810,536      319,310     1,945,152
      Related parties                        42,071      217,313      142,313       485,237
      Management fee                         86,872      104,321      198,041       784,227
      Total operating expenses              287,385    1,132,170      659,664     3,214,616
      Total operating income (loss)        (471,653)      95,566   (1,214,050)      304,323

 OTHER INCOME (EXPENSE)
      Interest income                         1,696            -        3,238           117
      Interest expense                       (5,547)     (90,351)     (11,429)     (164,633)
      Income (loss) before income tax
         expense and accounting change     (475,504)       5,215   (1,222,242)      139,807
 INCOME TAX EXPENSE                        (174,900)       2,000     (449,650)       53,200
      Net income (loss) before cumulative
         effect of accounting change       (300,604)       3,215     (772,592)       86,607
 CUMULATIVE EFFECT OF ACCOUNTING CHANGE,
      NET OF INCOME TAXES                         -            -      (95,614)            -

 NET INCOME (LOSS)                      $  (300,604) $     3,215  $  (868,206) $     86,607
 Per basic share:
 Income (loss) before accounting change $     (0.12) $      0.00  $     (0.30) $       0.02
 Change in accounting principle                   -            -        (0.04)            -
 Net income (loss)                      $     (0.12) $      0.00  $     (0.34) $       0.02

 Shares in computing basic net income
   (loss) per share                     $ 2,563,855  $ 3,765,035  $ 2,496,161  $  3,755,029

 Per diluted share:
 Income (loss) before accounting change $     (0.12) $      0.00  $      (.30) $       0.02
 Change in accounting principle                   -            -         (.04)            -
 Net income (loss)                      $     (0.12) $      0.00  $      (.34) $       0.02

 Shares in computing diluted net income
   (loss) per share                     $ 2,563,855  $ 4,598,368  $ 2,496,161  $  3,755,029
</TABLE>
                                 -3-
<PAGE>
<TABLE>
<CAPTION>
                       PLASTICS MFG. COMPANY
               CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                  FOR THE NINE MONTHS ENDED
                                                           JUNE 30,
                                                    1999              2000
 <S>                                            <C>            <C>
 Cash Flows from operating activities:           (unaudited)       (unaudited)
      Net Income (Loss)                          $(868,206)    $      86,607
      Change in Accounting                          95,614

      Adjustments to reconcile net loss to net
          cash provided by operating activities:
            Depreciation                            68,297           133,640
            Deferred income taxes                 (449,674)           53,225
            Accounts receivable - trade           (981,803)       (3,878,728)
            Accounts receivable - related parties (171,746)         (273,020)
            Progress receivables                   (13,839)           68,903
            Inventory                             (489,883)       (2,104,069)
            Prepaid expenses                       245,064          (110,633)
            Accounts payable - trade               428,556         1,766,962
            Accounts payable - related parties   1,269,753          (592,852)
            Accrued payroll                         73,268            62,237
            Customer deposits                      262,877         1,224,191

 CASH USED IN OPERATING ACTIVITIES                (531,723)       (3,563,536)

 CASH FLOWS FROM INVESTING ACTIVITIES:
      Purchase of property and equipment          (217,097)       (1,136,088)
      Deposits on leases                            (4,527)          (70,357)

 CASH USED IN INVESTING ACTIVITIES                (221,624)       (1,206,445)

 CASH FLOWS FROM FINANCING ACTIVITIES:
      Proceeds from line of credit                 150,000         3,975,000
      Proceeds from long term debt                       -            53,029
      Stock subscription receivable                240,545           784,228
      Proceeds from common stock                   343,800           200,000

 NET CASH PROVIDED BY FINANCING ACTIVITIES         734,345         5,012,257

 NET INCREASE (DECREASE) IN CASH                   (19,002)          242,275
 CASH, beginning of period                           9,621           245,813
 CASH, end of period                           $    (9,381)    $     488,088

   SUPPLEMENTAL DISCLOSURES OF CASH FLOW
   INFORMATION
   Cash paid during the year for: Interest     $    11,429     $     164,633
</TABLE>
                                 -4-
<PAGE>
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 Note 1.     The accompanying condensed financial statements, in the
             opinion of management, reflect all adjustments which are
             normal and recurring in nature and which are necessary for
             a fair statement of the results for the periods presented.
             Some adjustments involve estimates which may require
             revision in subsequent interim periods or at year-end.  In
             all regards, the financial statements have been presented
             in accordance with generally accepted accounting
             principles.  Refer to notes to the financial statements
             which appear in the Registration Statement filed with the
             Securities and Exchange Commission on March 9, 2000
             (Amendment No. 3 to Form S-1; No. 333-92019), for our
             accounting policies which are pertinent to these
             statements.

 Note 2.     Certain legal proceedings are described under Part II, Item
             1 of this report.

 Note 3.     Accounts receivable balances include no allowance for
             doubtful accounts - all balances are fully collectible.

 Note 4.     Inventory is valued at the lower of cost (determined by the
             FIFO method) or market.  The components of inventory
             consist of the following:
<TABLE>
<CAPTION>
                                     9/30/99         6/30/00
          <S>                    <C>             <C>
          Perishable tools       $    14,772     $    43,799
          Raw materials              459,825       1,620,682
          Materials in progress      176,630         658,459
          Finished goods             422,208         854,564
          Total                  $ 1,073,435     $ 3,177,504
</TABLE>
                                 -5-
 ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
          AND RESULTS OF OPERATIONS

 OVERVIEW

     Our revenues are primarily derived from the sale of plastic
 injection molded parts.  The normal practice in the injection molding
 industry is to be a custom molder, which involves only the
 manufacturing of parts.  However, we also generate revenues by assembly
 and value-added operations.  Our marketing efforts are dedicated
 towards contract manufacturing of high precision and high quality
 parts, which includes these assembly and value-added operations.  We
 began operations in November of 1997, and were considered a development
 stage company through March of 1999.  We incurred losses from inception
 through June of 1999.  These losses are primarily due to costs
 associated with a start-up enterprise, training costs, initial excess
 manufacturing capacity, higher than average selling and administrative
 expenses and related costs.  We expect to incur a net loss from
 operations in fiscal year 2000 and 2001 as a result of planned growth
 for these years.
<PAGE>
     Research and development expenses include expenses for research,
 design and development of the MGS Group's multi-shot process which
 permits us to mold different types of plastic resin, typically with
 different aesthetic and texture qualities, into a single plastic part.
 Because of our relationship to the MGS Group, we have access to the
 multi-shot technology and other related manufacturing processes.
 Research and development costs are not material and are included in the
 cost of goods sold section of our income statements.

 INFORMATION CONCERNING FORWARD-LOOKING STATEMENTS

     This report contains certain of our expectations and other forward-
 looking information regarding the Company pursuant to the safe-harbor
 provisions of the Private Securities Litigation Reform Act of 1995.
 While we believe that these forward-looking statements are based on
 reasonable assumptions, such statements are not guarantees of future
 performance and all such statements involve risk and uncertainties that
 could cause actual results to differ materially from those contemplated
 in this report.  The assumptions, risks and uncertainties relating to
 the forward-looking statements in this report include general economic
 and business conditions, developments in our planned expansion,
 availability of adequate capital, changes in the prices of raw
 materials, and competitive pricing in the markets served by us.  These
 and other assumptions, risks and uncertainties are described under the
 caption "Cautionary Statement Regarding Forward-Looking Information"
 set forth in Item 2 of our quarterly report on Form 10-Q for the period
 ended March 31, 2000.
                                 -6-
 RESULTS OF OPERATIONS

     SALES.  During the third quarter and first nine months of fiscal
 2000 sales increased 465% and 491% over comparable time periods in
 fiscal 1999.  The continued rapid increases are primarily attributable
 to improved plant efficiency, increased customer demand and addition of
 new customers.  The majority of our sales increases are the results of
 increased volume rather than increases in per unit sales prices.
 During the third quarter of fiscal 2000 the Company's backlog of
 unfilled orders, believed to be firm, increased from $13.46 million at
 March 31, 2000 to $15.57 million at June 30, 2000.

     We continue to capitalize on our relationship with Moldmakers, Inc.
 and Prototype Mold & Design, two of our related companies within the
 MGS Group, to produce tooling as part of our total manufacturing
 solution.

     COST OF GOODS SOLD.  In keeping with our exponential increase in
 sales, cost of sales increased 347% from the third quarter of fiscal
 1999 to the third quarter of fiscal 2000.  For the nine months ended
 June 30, 2000 cost of goods sold was $19,902,000 as compared to
 $4,515,000 for the period ended June 30, 1999.  However, when expressed
 as a percentage of sales, cost of goods sold in the third quarter of
 fiscal 2000 and for the nine months ended June 30, 2000 decreased to
 88% and 85% respectively compared to 111% and 114% for comparable
 periods in fiscal 1999.  This decrease allowed the Company to recognize
 a gross profit of $3,519,000 for the nine months ended June 30, 2000 as
 compared to a loss of $554,000 for the nine months ended June 30, 1999.
<PAGE>
 Materials as a percentage of molding sales increased between quarters
 due to product mix and more assembly.  Direct labor costs continued to
 increase in order for the Company to meet current and future sales
 growth.  Comparing labor costs from the second quarter to the third
 quarter of fiscal 2000 shows a slight increase in labor as a percent of
 sales from 18% to 20%.  Fixed overhead decreased from 16% of sales to
 14% of sales due to greater utilization of equipment, facilities, and
 labor.  During the third quarter we also received credits of
 approximately $430,000 pursuant to the terms of our lease for equipment
 at our Germantown, Wisconsin facility and approximately $582,000 with
 respect to various purchase orders for tooling which had been completed
 by related parties.  The credits for the tooling purchase orders
 reflected adjustments to the contract price to reflect the actual costs
 incurred by the parties on a time and materials basis.  Similar credits
 of approximately $85,000 relating to purchase orders for tooling were
 received during the third quarter of fiscal 1999.
                                 -7-
     SELLING AND ADMINISTRATIVE EXPENSES.  Selling and administrative
 expenses increased from $287,000 during the third quarter of fiscal
 1999 to $1,132,000 during the third quarter of fiscal 2000.  For the
 nine months ended June 30, 2000 selling and administrative expenses
 were $3,215,000 as compared to $660,000 for the period ended June 30,
 1999.  This increase is due to the addition of sales and management
 personnel in order to identify and contact potential new customers and
 to allow for expansion into additional and more diversified markets
 within the plastics injection molding industry.  During the third
 quarter we reached an agreement to terminate the existing management
 agreements.  The agreements called for us to record a management fee
 equal to 5% of gross sales payable to various related entities for
 sales and marketing, consulting and reference services.  Under those
 agreements we incurred a management fee of $104,000 and $784,000 for
 the three and nine months ended June 30, 2000.  Had the management
 agreements been in place the entire third quarter the management fee
 would have been $491,000 and $1,171,000 for the three and nine months
 ended June 30, 2000.

     INTEREST EXPENSE.  Interest expense was $6,000 in the third quarter
 of fiscal 1999 and $90,000 in the third quarter of fiscal 2000.  For
 the nine months ended June 30, 2000 interest expense has totaled
 $165,000 compared with $11,000 in the first nine months of fiscal 1999.
 Interest expense arises from borrowings on our line of credit.  Use of
 our line of credit has and will continue to increase with increased
 sales levels and the directly related increases in accounts receivable
 and inventory.

     INCOME TAX EXPENSE.  Income tax expense was a tax benefit of
 $175,000 for the third quarter of fiscal 1999 and a tax expense of
 $2,000 for the third quarter of fiscal 2000.  For the first nine months
 of fiscal 1999 a tax benefit of $450,000 was recorded compared with an
 expense of $53,200 for the first nine months of fiscal 2000.  These
 amounts are calculated as a percentage of pre-tax income, and reflect,
 accordingly, the pre-tax loss or pre-tax income at the end of the above
 stated periods.
<PAGE>
 LIQUIDITY AND CAPITAL RESOURCES

     We are continuing to finance our operations with a combination of
 private capital, a bank line of credit facility and leases.  In April
 2000 the Company obtained an increase in its line of credit from $3
 million to $5 million from M&I Northern Bank.

     Net cash used by operating activities totaled $532,000 for the
 first nine months of fiscal 1999 and $3.56 million for the first nine
 months of fiscal 2000.  Cash used in operating activities for each
 period resulted primarily from the necessity of funding inventory and
 accounts receivable growth in excess of our accounts payable and
 customer deposits growth.

     Net cash used in investing activities totaled $222,000 in the first
 nine months of fiscal 1999 and $1.21 million in the first nine months
 of fiscal 2000.  Cash used in investing activities for each period
 resulted from the acquisition of leasehold improvements and
 manufacturing equipment.
                                  -8-
     Net cash provided by financing activities totaled $734,000 for the
 first nine months of fiscal 1999 and $5.0 million for the first nine
 months of fiscal 2000.  Cash provided by financing activities for each
 period resulted primarily from draws on our bank line of credit.

     We believe that current cash balances and available line of credit
 and lease financing will be sufficient to fund our expected growth and
 related working capital and capital expenditure requirements for the
 balance of the 2000 fiscal year.  We originally anticipated the need
 for $7 million of additional capital to implement our fiscal 2001
 business plan of which $5 million would be required during the fourth
 quarter of fiscal 2000.  We have delayed the expansion plan because of
 our desire to focus on current operations and delays in raising the
 necessary capital.  The fiscal 2001 business plan still requires the $7
 million of additional capital to be put into place.  We plan to resume
 the expansion between the second and third quarters of fiscal 2001.
 However the start date is dependent upon our ability to raise the
 necessary capital.  We currently anticipate raising the additional
 capital through the issuance of additional equity securities.

     Our forecast of the period of time through which our financial
 resources will be adequate is a forward-looking statement that involves
 risks and uncertainties.  Our actual funding requirements may differ
 materially from our forecasts as a result of a number of factors
 including our plans to expand our operations geographically and the
 expansion of our value added and assembly operations as part of our
 total manufacturing solution.  We cannot be certain that additional
 funds will be available on satisfactory terms when needed, if at all.
 If we are unable to raise additional necessary capital in the future,
 we may be required to scale down our expansion plans significantly.

 CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

     This report contains certain of our expectations and other forward-
 looking information regarding the Company pursuant to the safe-harbor
 provisions of the Private Securities Litigation Reform Act of 1995.
<PAGE>
 While we believe that these forward-looking statements are based on
 reasonable assumptions, such statements are not guarantees of future
 performance and all such statements involve risk and uncertainties that
 could cause actual results to differ materially from those contemplated
 in this report.  The assumptions, risks and uncertainties relating to
 the forward-looking statements in this report include, among others
 general economic and business conditions, the availability of adequate
 financing, changes in the prices of raw materials, competitive pricing
 in the markets served by the company as a result of economic conditions
 or overcapacity in the industry, loss of key customer relationships,
 and manufacturing problems at company facilities.  These and other
 assumptions, risks and uncertainties are described under the caption
 "Cautionary Statement Regarding Forward-Looking Statements" in Item 1
 of the Company's Quarterly Report on Form 10-Q for the quarterly period
 ended March 31, 2000, and, from time to time, in the Company's other
 filings with the Securities and Exchange Commission.
                                 -9-
 ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 We do not have a material market risk associated with interest rate
 risk, foreign currency exchange risk, or commodity price risk.  We
 conduct U.S. dollar denominated export transactions or immediately
 exchange all foreign currency attributable to export sales for U.S.
 dollars.  Foreign sales for fiscal year 2000 are expected to represent
 approximately 20% of sales.
                                  -10-
                    PART II.  OTHER INFORMATION

 ITEM 1.  LEGAL PROCEEDINGS

     We are the plaintiff in a lawsuit filed in the District Court of
 Tarrant County, Texas, which seeks to terminate a lease entered into by
 us in November, 1999 with respect to a 142,000 square foot building in
 Fort Worth, Texas.  We believe the premises did not meet the
 requirements of the lease and are seeking a determination by the court
 that the lease is of no legal effect or, alternatively, has been
 breached by the landlord.  The lease is for a term of seven years
 ending December 31, 2006 and provides for annual payments of $366,648,
 $431,880, $518,436 respectively, over the first three years of the term
 and annual payments of $518,436 over each of the remaining four years
 of the term.  We believe that our legal position is correct and that a
 court should find in our favor.  In addition, the landlord has a duty
 under Texas law to mitigate its damages and seek another tenant.  For
 these reasons, we do not, as of the date of this report, believe that
 this dispute will have a material adverse effect on our financial
 condition or liquidity.  Litigation is, by its nature, uncertain and if
 the lease is held to be enforceable and no other tenant is found for
 the building it would have a material adverse effect on our financial
 condition.

 ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

     The effective date of our first registration statement, filed on
 Form S-1 (Commission file number 333-92019) under the Securities Act of
 1933, was March 13, 2000.  This registration statement related to
 500,000 shares of our common stock to be sold for cash and 722,490
 shares of our common stock which we offered to repurchase for cash.
<PAGE>
 The offering of stock for cash commenced on March 13, 2000 and
 terminated on June 30, 2000.  The repurchase offer terminated on April
 14, 2000.  No shares were repurchased by us.  We sold 38,812 shares in
 the offering and received net proceeds of $465,744 before deduction of
 offering expenses (including filing, legal, accounting fees) of
 $205,555.  The offering was not underwritten.  No amounts were paid to
 our directors, officers, or persons who own 10% or more of our common
 stock or to our affiliates.  The net offering proceeds have been
 applied to working capital.
                                  -11-
 ITEM 6.   EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

  (A)  EXHIBITS

 Exhibits required by Item 601 of Regulation S-K:

 EXHIBIT NUMBER         EXHIBIT DESCRIPTION
     3.1       Registrant's Restated Articles of Incorporation
               (incorporated by reference to Exhibit 3.1 to Form S-1
               (Registration No. 333-92019)
     3.2       Registrant's By-laws, as amended November 29, 1999
               (incorporated by reference to Exhibit 3.2 to Form S-1
               (Registration No. 333-92019)
     4.1       Form of specimen certificate for Registrant's common
               stock (incorporated by reference to Exhibit 4.1 to Form
               S-1 (Registration No. 333-92019)
     4.2       Loan Agreement between M&I Northern Bank and PMC, as
               amended January 18, 2000 (incorporated by reference to
               Exhibit 4.2 to Amendment No. 2 to Form S-1 (Registration
               No. 333-92019)
   10.01       Mark G. Sellers Stock Option Agreement (incorporated by
               reference to Exhibit 10.01 to Form S-1 (Registration No.
               333-92019)
   10.02       MGS Childrens' Trust Stock Option Agreement (incorporated
               by reference to Exhibit 10.02 to Form S-1 (Registration
               No. 333-92019)
   10.03       Moose Lake Trust Stock Option Agreement (incorporated by
               reference to Exhibit 10.03 to Form S-1 (Registration No.
               333-92019)
   10.04       Moldmakers Leasing & Investments Limited Partnership, LLP
               Stock Option Agreement (incorporated by reference to
               Exhibit 10.04 to Form S-1 (Registration No. 333-92019)
   10.05       Moldmakers, Inc. Stock Option Agreement (incorporated by
               reference to Exhibit 10.05 to Form S-1 (Registration No.
               333-92019)
   10.06       Management Agreement Between Registrant and MGS
               Enterprises, Inc. dated December 31, 1996 as amended and
               terminated May 1, 2000
   10.07       Management Agreement Between Registrant and Moldmakers
               Management, Inc. dated December 31, 1996 as amended and
               terminated May 1, 2000
   10.08       Management Agreement Between Registrant and Statistical
               Plastics Corporation dated December 31, 1996 as amended
               terminated May 1, 2000
                                  -12-
   10.09       Master Equipment Lease between Registrant and Moldmakers
<PAGE>
               Leasing & Investments Limited Partnership, LLP
               (incorporated by reference to Exhibit 10.09 to Form S-1
               (Registration No. 333-92019)
   10.10       Master Equipment Lease between Registrant and PCI
               Consulting and Leasing, Inc. (incorporated by reference
               to Exhibit 10.10 to Form S-1 (Registration No. 333-92019)
   10.11       ITW Paslode, Cordless Tool Group Supply Agreement
               (incorporated by reference to Exhibit 10.11 to Form S-1
               (Registration No. 333-92019)
   10.12       Agreement to Assume Obligations With Respect to
               Rescission Shares entered into between Registrant, Mark
               G. Sellers, and certain MGS Group companies (incorporated
               by reference to Exhibit 10.12 to Amendment No. 1 to Form
               S-1 (Registration No. 333-92019)
   10.13       Lease on Germantown, Wisconsin, Facility (incorporated by
               reference to Exhibit 10.13 to Form S-1 (Registration No.
               333-92019)
    21.1       Subsidiaries of the Registrant (incorporated by reference
               to Exhibit 21.1 to Form S-1 (Registration No. 333-92019)
    27.1       Financial Data Schedule (electronic filing only, quarters
               ended June 30, 1999 and 2000)

  (B)  REPORTS ON FORM 8-K:

     None.
                                  -13-
                            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 thereunto duly authorized.

                              PLASTICS MFG. COMPANY



 August 21, 2000              SCOTT W. SCAMPINI
                              Scott W. Scampini
                              Executive Vice President-Finance

                              (On behalf of the Registrant and as
                              Principal Financial Officer)
                                 -14-
                          EXHIBIT INDEX<dagger>
                                TO
                             FORM 10-Q
                                OF
                       PLASTICS MFG. COMPANY
           FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2000
           Pursuant to Section 102(d) of Regulation S-T
                     (17 C.F.R. <section> 232.102(d))


 EXHIBIT 10.06    Management Agreement Between Registrant and MGS
                  Enterprises, Inc. dated December 31, 1996 as amended
                  and terminated May 1, 2000
<PAGE>
 EXHIBIT 10.07    Management Agreement Between Registrant and Moldmakers
                  Management, Inc. dated December 31, 1996 as amended
                  and terminated May 1, 2000
 EXHIBIT 10.08    Management Agreement Between Registrant and
                  Statistical Plastics Corporation dated December 31,
                  1996 as amended and terminated May 1, 2000
 EXHIBIT 27.1     Financial Data Schedule (Electronic Filing Only,
                  Period Ended June 30, 1999 and 2000)


  <dagger>Exhibits required by Item 601 of Regulation S-K which have
 previously been filed and are incorporated herein by reference are set
 forth in Part II, Item 6(a) of Form 10-Q to which this Exhibit Index
 relates.


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