UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 1 TO
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended June 30, 1996 Commission File Number 1-7233
STANDEX INTERNATIONAL CORPORATION
(Exact name of Registrant as specified in its Charter)
DELAWARE 31-0596149
(State of incorporation) (I.R.S. Employer Identification No.)
6 MANOR PARKWAY, SALEM, NEW HAMPSHIRE 03079
(Address of principal executive office) (Zip Code)
(603) 893-9701
(Registrant's telephone number, including area code)
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE
SECURITIES EXCHANGE ACT OF 1934:
Title of Each Class Name of Each Exchange on Which Registered
Common Stock, Par Value $1.50
Per Share New York Stock Exchange
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 by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein and will not be contained,
to the best of Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [ ]
The aggregate market value of the voting stock held by non-affiliates of
the Registrant at July 31, 1996 was approximately $374,347,200.
The number of shares of Registrant's Common Stock outstanding on
September 9, 1996 was 13,375,034.
Portions of the 1996 Annual Report to Stockholders of Registrant are
incorporated in Parts I, II and IV of this report. Portions of the Proxy
Statement of Registrant dated September 16, 1996 are incorporated in Part III
of this report.
_____________________________________________________________________________
_____________________________________________________________________________
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, Standex International Corporation has duly caused
this Amendment No. 1 to the annual report on Form 10-K to be signed on
its behalf by the undersigned, thereunto duly authorized, on September
17, 1996.
<PAGE>
STANDEX INTERNATIONAL CORPORATION
(Registrant)
By: /s/ Edward J. Trainor
Edward J. Trainor, President/
Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of Standex
International Corporation and in the capacities indicated on September 17,
1996:
Signature Title
/s/ Edward J. Trainor President/Chief Executive Officer
Edward J. Trainor
/s/ Lindsay M. Sedwick Senior Vice President/Chief Financial
Lindsay M. Sedwick Officer
/s/ Robert R. Kettinger Corporate Controller (Chief Accounting
Robert R. Kettinger Officer)
Edward J. Trainor, pursuant to powers of attorney which are being filed
with this Amendment No. 1 to the Annual Report on Form 10-K, has signed below
on September 17, 1996 as attorney-in-fact for the following directors of the
Registrant:
John Bolten, Jr. Daniel B. Hogan
William L. Brown Thomas L. King
David R. Crichton C. Kevin Landry
Samuel S. Dennis 3d H. Nicholas Muller, III, Ph.D.
Thomas H. DeWitt Sol Sackel
Walter F. Greeley Lindsay M. Sedwick
/s/ Edward J. Trainor
Edward J. Trainor
INDEX TO EXHIBITS
PAGE
10. (l) Standex International Corporation Executive Life
Insurance Plan as amended on April 24, 1996 ................
11. Computation of Per Share Earnings ..........................
13. The Annual Report to Stockholders of the Company for the
fiscal year ended June 30, 1996 (except for the pages and
information thereof expressly incorporated by reference
in this Form 10-K, the Annual Report to Shareholders is
<PAGE>
provided solely for the information of the Securities and
Exchange Commission and is not deemed "filed" as part of
this Form 10-K) ............................................
21. Subsidiaries of Registrant .................................
23. Independent Auditors' Consent ..............................
24. Powers of Attorney of John Bolten, Jr., William L. Brown,
David R. Crichton, Samuel S. Dennis 3d, Thomas H. DeWitt,
Walter F. Greeley, Daniel B. Hogan, Thomas L. King,
C. Kevin Landry, H. Nicholas Muller, III, Ph.D.,
Sol Sackel, and Lindsay M. Sedwick .........................
27. Financial Data Schedule ....................................
<PAGE>
EXHIBIT 24
POWER OF ATTORNEY
The undersigned, being a director of Standex
International Corporation ("Standex"), hereby constitutes
Edward J. Trainor and Thomas H. DeWitt, and each of them
singly, my true and lawful attorney with full power to them,
and each of them singly, to sign for me and in my name in my
capacity as a director of Standex, the Annual Report of
Standex on Form 10-K for the fiscal year ended June 30, 1996
and any and all amendments thereto and generally to do such
things in my name and behalf to enable Standex to comply with
the requirements of the Securities and Exchange Commission
relating to Form 10-K.
Witness my signature as of the 16th day of September,
1996.
/s/H. Nicholas Muller, III Ph.D.
________________________________
H. Nicholas Muller, III Ph.D.