FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 2O549
(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 27, 1998
-------------------------------------
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 0-7166
--------------
DOUGHTIE'S FOODS, INC.
(Exact name of Registrant as specified in its charter)
VIRGINIA 54-0903892
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2410 WESLEY STREET, PORTSMOUTH, VIRGINIA 23707
(Address of principal executive offices)
(757) 393-6007
(Registrant's telephone number, including area code)
------------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
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
----- -----
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Common Stock, $1 par value - 1,495,023 shares as of July 31,1998
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
DOUGHTIE'S FOODS, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS (Unaudited) <F1>
<CAPTION>
June 27, December 27,
1998 1997
------------- ------------
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash $ 28,652 $ 26,929
Accounts receivable - trade, net 8,708,576 8,566,995
Inventories 4,756,948 4,669,291
Deferred income taxes 372,220 372,220
Prepaid expenses and other
current assets 218,500 68,166
------------- ------------
Total Current Assets 14,084,896 13,703,601
------------- ------------
PROPERTY, PLANT AND EQUIPMENT -
AT COST:
Land 280,827 280,827
Buildings 3,608,055 3,608,055
Delivery equipment 244,207 169,195
Plant and refrigeration equipment 1,677,014 1,590,626
Office equipment 492,894 491,078
------------- ------------
6,302,997 6,139,781
Less - accumulated depreciation 3,651,215 3,513,216
------------- ------------
2,651,782 2,626,565
------------- ------------
OTHER ASSETS 110,687 114,651
------------- ------------
$ 16,847,365 $ 16,444,817
============= ============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Current portion of long-term debt $ 533,333 $ 533,333
Accounts payable 3,244,798 3,198,641
Income taxes payable 352,695 891,657
Accrued salaries, commissions and
bonuses 36,965 182,965
Other accrued liabilities 63,566 63,948
------------- ------------
Total Current Liabilities 4,231,357 4,870,544
LONG-TERM DEBT - less current portion 3,435,950 2,737,910
------------- ------------
Total Liabilities 7,667,307 7,608,454
------------- ------------
STOCKHOLDERS' EQUITY:
Common stock - $1 par value;
authorized 4,000,000 shares, issued
and outstanding 1,495,023 shares at
June 27 , 1998 and December 27, 1997 1,495,023 1,495,023
Additional paid-in capital 2,807,037 2,807,037
Retained earnings 4,877,998 4,534,303
------------- ------------
Total Stockholders' Equity 9,180,058 8,836,363
------------- ------------
$ 16,847,365 $ 16,444,817
============= ============
<FN>
<F1>
See Notes to Consolidated Financial Statements.
</FN>
</TABLE>
<PAGE>
<TABLE>
DOUGHTIE'S FOODS, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME (Unaudited) <F1>
<CAPTION>
QUARTERS ENDED SIX MONTHS ENDED
------------------------------------ -----------------------------------
June 27, June 28, June 27, June 28,
1998 1997 1998 1997
------------- ------------ ------------- ------------
<S> <C> <C> <C> <C>
NET SALES $ 22,987,483 $ 21,683,108 $ 42,296,059 $ 40,375,344
COST OF GOODS SOLD 19,349,136 18,095,855 35,407,114 33,605,614
------------- ------------- ------------- ------------
GROSS PROFIT 3,638,347 3,587,253 6,888,945 6,769,730
------------- ------------- ------------- ------------
SELLING, GENERAL AND ADMINISTRATIVE
EXPENSES 3,180,396 2,996,840 6,095,256 5,878,068
INTEREST EXPENSE 53,655 43,819 100,255 115,398
------------- ------------- ------------- ------------
3,234,051 3,040,659 6,195,511 5,993,466
------------- ------------- ------------- ------------
INCOME BEFORE INCOME TAXES 404,296 546,594 693,434 776,264
INCOME TAX EXPENSE 151,611 204,972 260,038 291,099
------------- ------------- ------------- ------------
NET INCOME $ 252,685 $ 341,622 $ 433,396 $ 485,165
============= ============= ============= ============
WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING 1,495,023 1,497,078 1,495,023 1,497,078
============= ============= ============= ============
EARNINGS PER SHARE:
BASIC $ .17 $ .23 $ .29 $ .32
============= ============= ============= ============
DILUTED $ .17 $ .23 $ .29 $ .32
============= ============= ============= ============
CASH DIVIDENDS PER SHARE $ .03 $ .027 $ .06 $ .054
============= ============= ============= ============
<FN>
<F1>
See Notes to Consolidated Financial Statements.
</FN>
</TABLE>
<PAGE>
<TABLE>
DOUGHTIE'S FOODS, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) <F1>
<CAPTION>
SIX MONTHS ENDED
-----------------------------------
June 27, June 28,
1998 1997
----------- -----------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 433,396 $ 485,165
Adjustments to reconcile net income
to net cash provided by
(used for) operations:
Depreciation 150,859 141,656
Loss on sale of property, plant
and equipment 3,035 5,408
(Increase) decrease in assets:
Accounts receivable - trade, net (141,581) (320,321)
Inventories (87,657) (256,744)
Prepaid expenses and other current
assets (150,334) (183,694)
Other assets 3,964 (26,657)
Increase (decrease) in liabilities:
Accounts payable 46,157 1,418,949
Income taxes payable (538,962) 216,099
Accrued salaries, commissions and
bonuses (146,000) (102,996)
Other accrued liabilities (382) 68,728
----------- -----------
(427,505) 1,445,593
----------- -----------
Cash flows from investing activities:
Additions to property, plant and
equipment (189,111) (161,771)
Proceeds from sale of property,
plant and equipment 10,000 924,758
----------- -----------
(179,111) 762,987
----------- -----------
Cash flows from financing activities:
Changes in long-term debt, including
current portion 698,040 (2,283,289)
Acquisition of treasury stock 0 (6,459)
Cash dividends (89,701) (79,844)
----------- -----------
608,339 (2,369,592)
----------- -----------
Net increase (decrease) in cash 1,723 (161,012)
Cash at beginning of period 26,929 372,687
----------- -----------
Cash at end of period $ 28,652 $ 211,675
=========== ===========
<FN>
<F1>
See Notes to Consolidated Financial Statements.
</FN>
</TABLE>
<PAGE>
DOUGHTIE'S FOODS, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
NOTE 1
- ------
The consolidated financial statements include the accounts of Doughtie's Foods,
Inc. (the "Company") and its wholly owned subsidiary. All material intercompany
accounts and transactions have been eliminated in consolidation.
Although the accompanying financial statements are unaudited, management
believes that they contain all adjustments (consisting only of normal recurring
accruals) necessary to present fairly the financial position as of June 27, 1998
and December 27, 1997, results of operations for the quarters ended June 27,
1998 and June 28, 1997 and the six months ended June 27, 1998 and June 28, 1997
and cash flows for the six months ended June 27, 1998 and June 28, 1997. The
results of operations for the periods cited above are not necessarily indicative
of the results to be expected for the full year.
NOTE 2
- ------
On February 28, 1997, the Company sold the assets of its manufacturing
division's barbecue and chili business for approximately $840,000 in cash.
Barbecue and chili sales accounted for less than 5% of consolidated 1996 sales
volume. The net pretax gain on the sale was approximately $50,000.
On April 14, 1997, the Company sold the assets of its manufacturing division's
deli meats business for approximately $486,000. The terms of the sale were a
$286,000 cash down payment with the $200,000 balance in the form of secured
notes. Deli meat sales accounted for less than 5% of consolidated 1996 sales
volume. The net pretax gain on the sale was approximately $140,000.
NOTE 3
- ------
Inventories are stated at the lower of last-in, first-out (LIFO) cost or market.
Because inventory valuations under the LIFO method are based on an annual
determination, estimates must be made at interim dates of year-end costs and
levels of inventories. The possibility of variations between estimated year-end
costs and levels of LIFO inventories and the actual year-end amounts may
materially affect the results of operations as finally determined for the full
year.
NOTE 4
- ------
Cash paid for interest totaled $53,655 and $43,819 for the quarters ended June
27, 1998 and June 28, 1997 and $100,255 and $115,398 for the six months ended
June 27, 1998 and June 28, 1997, respectively.
Cash paid for income taxes totaled $395,000 and 72,900 for the quarters ended
June 27, 1998 and June 28, 1997 and $799,000 and $73,000 for the six months
ended June 27, 1998 and June 28, 1997, respectively.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Results of Operations
- ---------------------
Sales for the quarter ended June 27, 1998 were $23.0 million or 6.0%
higher than sales for the prior year's second quarter of $21.7 million. Sales
for the six months ended June 27, 1998 were $42.3 million or 4.8% higher than
sales of $40.4 million for the prior year's first six months. Sales to
multi-unit customers account for the majority of the increase. This increase was
partially offset by a reduction in sales caused by the disposition of the
manufacturing division in the first and second quarters of 1997 and also a
decrease in business with the Department of Defense.
The Company's gross profit margin (gross profit as a percentage of net
sales) decreased from 16.54% in the quarter ended June 28, 1997, to 15.83% for
the quarter ended June 27, 1998. The gross profit margin for the six months
decreased from 16.77% in 1997 to 16.29% in 1998. The decline is due to the
disposition of the manufacturing division, which had a higher markup.
The Company's selling, general and administrative expenses, expressed
as a percentage of net sales, increased from 13.82% for the second quarter of
1997 to 13.84% for the quarter ended June 27, 1998 and decreased from 14.56% for
the first six months of 1997 to 14.41% for the six months ended June 27, 1998.
The slight decrease for the six month period was a result of the increase in
sales from multi-unit accounts without a corresponding increase in selling,
general and administrative expense.
Interest expense for the quarter ended June 27, 1998 increased to .23%
of sales compared to .20% of sales for the second quarter of 1997 and decreased
to .24% of sales for the six months ended June 27, 1998 compared to .29% of
sales for the first six months of 1997. Decreased borrowing levels and lower
interest rates were the cause of the decreased expense for the six month period.
As the interest on the Company's debt is both London Interbank Offered Rates
(LIBOR) and prime related, interest expense will increase or decrease in
subsequent periods based on fluctuations in these rates and the borrowing levels
of the Company.
Income tax expense was $260,000 for the six months ended June 27, 1998
compared to $291,100 for the corresponding period of 1997. The decrease in
income tax expense relates to decreased earnings, as the effective tax rate was
unchanged.
The Company reported net income of $433,400 or $.29 per share for the
first six months of 1998 compared to net income of $485,200 or $.32 per share in
the first six months of 1997.
Liquidity
- ---------
The Company uses a number of liquidity indicators for internal evaluation
purposes. Certain of these measures as of June 27, 1998 and December 27,1997 are
set forth below:
June 27, December 27,
1998 1997
------------ ------------
Total Debt to Total Debt Plus
Stockholders' Equity .30 .27
Current Assets to Current
Liabilities 3.33 2.81
Inventory Turnover (The
Annualized Cost of Goods
Sold to Ending Inventory) 14.89 15.23
The Company's liquidity indicators remained relatively unchanged from
December 27, 1997 until June 27, 1998.
On February 28, 1997, the Company sold the assets of its manufacturing
division's barbecue and chili business for approximately $840,000 in cash.
Barbecue and chili sales accounted for less than 5% of consolidated 1996 sales
volume. The net pretax gain on the sale was approximately $50,000.
On April 14, 1997, the Company sold the assets of its manufacturing
division's deli meats business for approximately $486,000. The terms of the sale
were a $286,000 cash down payment with the $200,000 balance in the form of
secured notes. Deli meat sales accounted for less than 5% of consolidated 1996
sales volume. The net pretax gain on the sale was approximately $140,000.
Capital Resources
- -----------------
The Company's debt financing at June 27, 1998, consisted of the following:
A $7,500,000 revolving bank note at LIBOR plus 1.50%. The LIBOR rate at
June 27, 1998 was 5.66%. The note is due three years after the annual renewal
date, currently July, 2001, subject to annual renewal. As of June 27, 1998, the
Company had borrowed $2,485,950 against this credit line and had $5,014,050 of
additional borrowing capacity.
A $2,000,000 Industrial Revenue Bond from a bank for the purpose of
expanding the Company's plant and office facilities in Portsmouth, Virginia at
an annual interest rate of 91.50% of prime. The prime rate at June 27, 1998 was
8.50%. As of June 27, 1998, the Company had fully utilized the Industrial
Revenue Bond and the outstanding balance was $533,333.
A $1,750,000 bank term loan at LIBOR plus 1.50%. The loan is to be repaid
in quarterly installments of $100,000. As of June 27, 1998, the outstanding
balance was $950,000. The funds were used to finance the increased inventory and
accounts receivable required to service a one-year contract awarded to the
Company in January 1996 by the United States Department of Defense to furnish
food items to various military installations. The contract contains three yearly
renewal options and was renewed for 1998.
While the Company does not anticipate a material increase in its capital
requirements in the near future, such an increase, if it occurs, is likely to be
met through additional long-term debt financing.
---------------------------
Forward-Looking Information
---------------------------
The Private Securities Litigation Reform Act of 1995 provides a "safe
harbor" for forward- looking statements. This Quarterly Report on Form 10-Q, the
Company's Annual Report to Shareholders, the Company's Annual Report on Form
10-K or any Form 8-K of the Company or any other written or oral statements made
by or on behalf of the Company may include forward-looking statements which
reflect the Company's current views with respect to future events and financial
performance. Forward-looking statements are inherently subject to the
uncertainties of future events, so that actual results could differ materially
from expectations which are stated or implied in, or could be inferred from such
forward-looking statements. Among the kinds of uncertainties that can affect and
should be considered in evaluating the Company's forward-looking statements are
uncertainties related to economic conditions, government and regulatory
policies, customer plans and commitments, changes in the capital markets
affecting the Company's capital structure and cost of capital, and the Company's
competitive environment. Readers are therefore cautioned not to place undue
reliance on any forward-looking statement, which speaks only as of the date such
statement is made.
Item 3. Quantitative and Qualitative Disclosures about Market Risk
Not applicable.
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
There are no material pending legal proceedings, other than ordinary
routine litigation incidental to the business, to which the Company or its
subsidiary is a party or to which any of their property is the subject.
Item 2. Changes in Securities
Not applicable.
Item 3. Defaults upon Senior Securities
Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders
Not applicable.
Item 5. Other Information
Not applicable.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
3(a). Articles of Incorporation, as Amended
27. Financial Data Schedule.
(b) Reports on Form 8-K
The Company filed no reports on Form 8-K during the quarter ended June 27,
1998.
<PAGE>
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.
DOUGHTIE'S FOODS, INC.
/s/ Marion S. Whitfield, Jr.
-----------------------------------------
August 11, 1998 By: Marion S. Whitfield, Jr.
(Signature)
Senior Vice President
(Principal Financial and
Accounting Officer)
EXHIBIT 3(a)
TO THE HONORABLE
THE STATE CORPORATION COMMISSION OF VIRGINIA
RICHMOND, VIRGINIA
ARTICLES OF INCORPORATION
of
DOUGHTIE'S FOODS, INC.
This is to certify that we, the undersigned, desire to and hereby do
associate and establish a corporation under the provisions of and subject to the
requirements of the law, and for such cases made and provided; and we, by this,
our articles of incorporation, set forth as follows:
FIRST: The name of the corporation is to be Doughtie's Foods, Inc.
SECOND: The name of the City wherein its registered office is to be
located is: Suite 200, Law Building, 505 Court Street, Portsmouth, Virginia
23705.
THIRD: The purposes for which it is formed are as follows:
To engage in the business of buying, selling, importing, exporting,
storing, warehousing, distributing, processing, manufacturing and marketing all
types of foods, confections, beverages, extracts, flavors and related products,
including but by no means limited to portion controlled meat products, from raw
material state to finished product and all stages of partial processing thereof,
and to otherwise deal in and with the same in every manner; and to manufacture,
buy, sell, and generally deal in refrigeration, freezing, storing, shipping, and
related machinery and equipment for the manufacture, sale, marketing,
distribution and storage of such products.
To acquire and hold, or otherwise deal with, in its own behalf, or for
others, any stocks, bonds, debentures, shares, scrip, or securities of any
government, state, or authority, municipal, local, or otherwise, and any bonds,
debenture stocks, scrip, obligations, shares, stocks, or securities of any
company.
To acquire, develop, improve, sell, assign, transfer, convey, lease,
sub-lease, pledge, and otherwise alienate and dispose of, and to mortgage and
otherwise encumber real property situate in any part of the world and the
fixtures and personal property incident thereto or connected therewith; to
erect, build, construct, equip, manage, control, operate, lease, mortgage, sell,
and convey buildings, plants, and structures of all kinds.
To acquire all such merchandise, supplies, materials, and other
articles as shall be necessary or incidental to such business as stated above;
to hold, acquire, mortgage, lease and convey real and personal property in any
part of the world, so far as necessary or expedient in conducting the business
of the corporation; and to have any and all powers above set forth as fully as
natural persons, whether as principals, agents or otherwise.
To acquire by purchases or otherwise and to hold or dispose of stocks,
bonds, or any other obligations of any corporations; to aid in any manner any
corporation whose securities are so held by guarantee or otherwise; to exercise
all the rights, privileges, or functions ordinarily incident to such holdings;
the foregoing either for investment or to further the other purposes of this
corporation.
To conduct any of the business aforesaid either for itself or as broker
or agent for others.
To have such powers as are outlined under Section 13.1-3 of the Code of
Virginia (1950), as amended.
FOURTH: The maximum amount of the capital stock of the corporation is
to be One Million Dollars ($1,000,000.00); and the capital stock of the
corporation is to be divided into shares of One Dollar ($1.00) each.
FIFTH: The period of the duration of the corporation is unlimited.
SIXTH: The post office address of the initial registered office is Law
Building, Suite 200, 505 Court Street, Portsmouth, Virginia. The name of the
City in which the initial registered office is located is Portsmouth, Virginia.
The name of its initial registered agent is Richard M. Hirschfeld, who is a
resident of Virginia and a member of the Virginia State Bar, and whose business
office is the same as the registered office of the corporation.
SEVENTH: The number of directors constituting the initial board of
directors is six (6), and the names and addresses of the persons who are to
serve as the initial directors are:
Robert F. Doughtie Edward H. English
5200 Lake Circle 3620 Britt Terrace
Portsmouth, Virginia 23703 Virginia Beach, Virginia 23452
Vernon Mules Richard M. Hirschfeld
13504 Tamarack Road 2837 East Point Drive
Silver Springs, Maryland 20904 Chesapeake, Virginia 23321
Thomas R. Beeler Nelson Page Williams
4209 Burrland Road 916 Larchmount Crescent
Portsmouth, Virginia 23703 Norfolk, Virginia 23705
EIGHTH: No stockholder, or his heirs, shall have the pre-emptive right
or power to acquire unissued shares of capital stock of the corporation.
GIVEN under our hands and seals this 5th day of November, 1971.
/s/ Robert F. Doughtie (SEAL)
---------------------------------
Robert F. Doughtie
/s/ Richard M. Hirschfeld (SEAL)
---------------------------------
Richard M. Hirschfeld
/s/ Robert D. Nielsen (SEAL)
---------------------------------
Robert D. Nielsen
COMMONWEALTH OF VIRGINIA
CITY OF PORTSMOUTH, to-wit:
I, Marion F. Burbage, a Notary Public in and for the City and State
aforesaid, whose commission expires on the 10th day of March , 1973, do certify
that Robert F. Doughtie, Richard M. Hirschfeld, and Robert D. Nielsen, whose
names are signed to the foregoing Articles of Incorporation, bearing date on the
5th day of November, 1971, have acknowledged the same before me in my City and
State aforesaid.
Given under my hand this 5th day of November, 1971.
/s/ Marion F. Burbage
--------------------------------
Notary Public
DOUGHTIE'S FOODS, INC.
ARTICLES OF AMENDMENT
DOUGHTIE'S FOODS, INC., a Virginia corporation (the "Corporation"),
hereby certifies that, at a board of directors meeting held on February 16,
1984, the following amendment to the Corporation's Articles of Incorporation was
found to be in the best interests of the Corporation and was adopted by the
directors of the Corporation and directed to be submitted to a vote at a meeting
of the stockholders of the Corporation:
FOURTH: The maximum amount of the capital stock of the
corporation is to be Two Million Dollars ($2,000,000.00); and
the capital stock of the corporation is to be divided into
shares of One Dollar ($1.00) each.
Notice accompanied by a copy of the proposed amendment was given to each
stockholder of the Corporation on May 1, 1984 in accordance with the Virginia
Stock Corporation Act and the amendment was adopted by the stockholders of the
Corporation at a meeting held on May 30, 1984. 912,798 shares of the
Corporation's common stock were outstanding as of May 30, 1984 and were entitled
to vote on the proposed amendment. 747,636 shares were voted for adoption of the
amendment and 3,199 shares were voted against adoption of the amendment.
Dated: May 30, 1984
/s/ Vernon W. Mules
-----------------------------
Vernon W. Mules, President
/s/ Nelson P. Williams
-----------------------------
Nelson P. Williams, Secretary
ARTICLES OF AMENDMENT
OF
DOUGHTIE'S FOODS, INC.
1. The name of the Corporation is Doughtie's Foods, Inc.
2. Paragraph FOURTH of the Corporation's Articles of Incorporation
shall be amended to read as follows:
"FOURTH: The Corporation is authorized to issue a maximum of 4,000,000
shares of Common Stock, par value $1.00."
3. The amendment was submitted to the shareholders by the Board of
Directors in accordance with the provisions of Chapter 9 of Title 13.1 of the
Code of Virginia, and the designation, number of outstanding shares, and number
of votes entitled to be cast for and against the amendment by each voting group
were as follows:
Outstanding and Voted Voted
Class Entitled to Vote For Against
- ----- ---------------- ----- --------
Common 1,495,023 1,325,607 21,836
4. The number of votes cast for the amendment was sufficient for
approval.
DOUGHTIE'S FOODS, INC.
By: /s/ Steven C. Houfek
---------------------------
Steven C. Houfek, President
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) OF DOUGHTIE'S FOODS, INC. FOR THE
SIX MONTHS ENDED JUNE 27, 1998, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-26-1998
<PERIOD-START> DEC-28-1997
<PERIOD-END> JUN-27-1998
<CASH> 29
<SECURITIES> 0
<RECEIVABLES> 9,471
<ALLOWANCES> 763
<INVENTORY> 4,757
<CURRENT-ASSETS> 14,085
<PP&E> 6,303
<DEPRECIATION> 3,651
<TOTAL-ASSETS> 16,847
<CURRENT-LIABILITIES> 4,231
<BONDS> 3,436
<COMMON> 1,495
0
0
<OTHER-SE> 7,685
<TOTAL-LIABILITY-AND-EQUITY> 16,847
<SALES> 42,296
<TOTAL-REVENUES> 42,296
<CGS> 35,407
<TOTAL-COSTS> 41,503
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 100
<INCOME-PRETAX> 693
<INCOME-TAX> 260
<INCOME-CONTINUING> 433
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 433
<EPS-PRIMARY> .29
<EPS-DILUTED> .29
</TABLE>
