KINNARD INVESTMENTS INC
10-Q, 1995-08-14
SECURITY BROKERS, DEALERS & FLOTATION COMPANIES
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                   FORM 10-Q

                 QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF

                      THE SECURITIES EXCHANGE ACT OF 1934




    For the quarter ended    June 30, 1995         Commission File No.   0-9377
       


                           KINNARD INVESTMENTS, INC.

             (Exact name of registrant as specified in its charter)


             Minnesota                                 41-0972952
    (State of incorporation)             (I.R.S. Employer identification number)


    920 Second Avenue South, Minneapolis, Minnesota  55402        (612) 370-2700
  
    (Address of principal executive offices)                   Telephone number



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 at least the past 90 days. Yes X No _____


     Shares of $0.02 par value  common  stock  outstanding  at August 11,  1995:
6,261,451



<PAGE>

                   KINNARD INVESTMENTS, INC. AND SUBSIDIARIES
                 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION


                                 (In thousands)
<TABLE>
<CAPTION>

                                                                               June 30,   December 31,
                                                                                 1995       1994
                                                                              (Unaudited)
<S>                                                                           <C>         <C>
ASSETS

   Cash and cash equivalents                                                  $  4,070    $  2,750
   Receivable from clearing firm and other broker-dealers                        4,573       1,618
   Receivable from customers                                                     5,301       3,324
   Miscellaneous receivables                                                     1,599       1,579
   Trading securities, at market                                                 8,840       9,952
   Office equipment at cost, less accumulated depreciation
         of  $3,189 and  $2,710, respectively                                    2,034       2,234
   Investment securities, at fair value                                         10,834       7,193
   Income tax receivable                                                             0       1,187
   Deferred tax asset                                                              699         946
   Other assets                                                                    721         834
Total assets                                                                  $ 38,671    $ 31,617

LIABILITIES AND SHAREHOLDERS' EQUITY

Liabilities
   Notes payable                                                              $    370    $      0
   Due to clearing firm and other broker-dealers                                    70       1,945
   Payable to customers                                                          3,451       2,152
   Securities sold but not yet purchased                                         1,130         665
   Employee compensation and related taxes payable                               3,802       2,365
   Income tax payable                                                            1,034           0
   Other accounts payable and accrued expenses                                   5,288       3,415
Total liabilities                                                               15,145      10,542

Commitments and Contingent Liabilities

Minority Interest                                                                   (2)          0

Shareholders' Equity
   Preferred stock, authorized 1,000 shares; none issued or outstanding              0           0
   Undesignated stock, authorized 16,500 shares; none issued or outstanding          0           0
   Common stock, $.02 par value; authorized 7,500 shares; issued and
       outstanding 6,261 and 5,881 shares, respectively                            125         118
   Additional paid-in capital                                                   13,706      12,861
   Unearned compensation                                                           (10)        (26)
   Retained earnings                                                             9,707       8,122
Total shareholders' equity                                                      23,528      21,075

Total liabilities and shareholders' equity                                    $ 38,671    $ 31,617
</TABLE>


See Notes to Consolidated Financial Statements


<PAGE>


                   KINNARD INVESTMENTS, INC. AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF OPERATIONS


                     (In thousands, except per share data)
<TABLE>
<CAPTION>

                                             Three Months Ended       Six Months Ended
                                                  June 30,                June 30,
                                             1995         1994        1995        1994
                                                (Unaudited)              (Unaudited)
<S>                                        <C>         <C>         <C>         <C>
Revenues:
    Commission income                      $  6,656    $  6,110    $ 12,271    $ 12,982
    Principal transactions                    8,403       5,363      15,381      12,289
    Investment account income                 3,645        (500)      4,515        (259)
    Investment banking                        1,298       1,950       1,496       3,591
    Interest                                    415         391         822         736
    Other                                     1,002         712       1,837       1,428
Total revenues                               21,419      14,026      36,322      30,767

Operating Expenses:
    Compensation and benefits                10,027       8,762      17,772      18,503
    Bank commissions                          2,349       2,528       4,470       4,948
    Floor brokerage and clearance             1,038         881       1,954       1,848
    Communications                              314         345         630         655
    Occupancy, equipment and computer         1,437       1,458       2,871       2,840
    Litigation settlement charge              1,992           0       1,992           0
    Other                                     2,106       2,169       3,975       3,873
Total operating expenses                     19,263      16,143      33,664      32,667

Income (loss) before income taxes             2,156      (2,117)      2,658      (1,900)

Income tax expense (benefit)                    891        (847)      1,077        (781)

Minority interest                                (1)          0          (2)          0

Net income (loss)                          $  1,266    ($ 1,270)   $  1,583    ($ 1,119)

Earnings (loss) per common share:
      Primary                              $    .20    ($   .21)   $    .26    ($   .19)
      Fully diluted                        $    .20    ($   .21)   $    .25    ($   .18)

Weighted average number of common and
   common equivalent shares outstanding:
      Primary                                 6,269       6,045       6,165       6,036
      Fully diluted                           6,277       6,055       6,281       6,052

</TABLE>

See Notes to Consolidated Financial Statements



<PAGE>


                   KINNARD INVESTMENTS, INC. AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY


                     (In thousands, except per share data)
<TABLE>
<CAPTION>

                                                                     Additional  Unearned
                                               Common Stock Issued    Paid-in    Compen-     Retained
                                               Shares      Amount     Capital    sation      Earnings
<S>                                          <C>         <C>         <C>         <C>         <C>        
Balance, December 31, 1992                      3,798    $     76    $  4,146    $      0    $  8,950

Issuance of shares under employee
   stock purchase plan                            336           7       1,374
Issuance of shares under employee
   stock option plan                               17           0          31
Dividends on common stock ($.15 per share)                                                       (817)
Exercise of warrants                               37           1          69
Secondary public offering                       1,725          35       7,023
Issuance of shares to the employee
   stock ownership trust                          106           2         539
Repurchase of stock                                (9)          0         (51)
Issuance of restricted stock                       23           0         114        (107)
Net income                                                                                      3,797
Balance, December 31, 1993                      6,033         121      13,245        (107)     11,930

Dividends on common stock ($.10 per share)                                                       (598)
Exercise of warrants                               21           0          47
Issuance of shares under employee
   stock option plan                               57           1         299
Repurchase of stock                              (230)         (4)       (730)
Amortization of unearned compensation                                                  81
Net loss                                                                                       (3,210)
Balance, December 31, 1994                      5,881         118      12,861         (26)      8,122

Dividends on common stock (adjustment)                                                              2
Exercise of warrants                              381           7         850
Amortization of unearned compensation                                                  10
Forfeiture of restricted shares                    (1)                     (5)          6
Net income                                                                                      1,583
Balance, June 30, 1995 (unaudited)              6,261    $    125    $ 13,706    ($    10)   $  9,707
</TABLE>


See Notes to Consolidated Financial Statements


<PAGE>


                   KINNARD INVESTMENTS, INC. AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF CASH FLOWS


                                 (In thousands)
<TABLE>
<CAPTION>

                                                          Six Months Ended
                                                              June 30,
                                                          1995        1994
                                                            (Unaudited)
<S>                                                    <C>         <C>
CASH FLOWS FROM OPERATING ACTIVITIES
    Cash received from customers and clearing firm     $ 28,969    $ 36,397
    Cash paid to suppliers and employees                (31,445)    (35,783)
    Minority interest                                         2           0
    Interest:
       Received                                             822         736
       Paid                                                 (49)        (13)
    Income taxes paid                                     1,390        (200)
Net cash provided by (used in) operating activities        (311)      1,137

CASH FLOWS FROM INVESTING ACTIVITIES
    Proceeds from sale of investment securities          17,746       5,168
    Purchase of:
       Office equipment                                    (323)       (762)
       Investment securities                            (16,872)     (6,622)
 Net cash provided by (used in) investing activities        551      (2,216)

CASH FLOWS FROM FINANCING ACTIVITIES
    Proceeds from (repurchase of) common stock              857        (164)
    Proceeds from (repayment of) notes payable              370        (600)
    Dividends paid                                         (147)       (304)
Net cash provided by (used in)  financing activities      1,080      (1,068)

Increase (decrease) in cash and cash equivalents          1,320      (2,147)

Cash and cash equivalents at beginning of period          2,750       4,283

Cash and cash equivalents at end of period             $  4,070    $  2,136
</TABLE>


See Notes to Consolidated Financial Statements


<PAGE>


                   KINNARD INVESTMENTS, INC. AND SUBSIDIARIES
               CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)


                                 (In thousands)
<TABLE>
<CAPTION>

                                                                           Six Months Ended
                                                                               June 30,
                                                                           1995       1994
                                                                             (Unaudited)
<S>                                                                      <C>        <C>
RECONCILIATION OF NET INCOME TO NET CASH
  PROVIDED BY (USED IN) OPERATING ACTIVITIES:
    Net income (loss)                                                    $ 1,583    ($1,119)
    Adjustments to reconcile net income (loss) to net cash
        Provided by (used in) operating activities:
            Depreciation and amortization                                    483        479
            Unearned compensation                                             11         43
            Net unrealized loss (gain) on investment securities           (1,615)       365
            Net realized gain on sale of investment securities            (2,900)      (106)
            Net realized loss on sale of assets                               40          0
            Deferred income tax                                              247        (65)
            (Increase) decrease in:
               Receivable from clearing firm and other brokers-dealers    (2,955)      (144)
               Receivable from customers                                  (1,977)     2,738
               Miscellaneous receivables                                     (20)      (283)
               Trading securities, at market                               1,112      4,100
               Income tax receivable                                       1,187       (916)
               Other assets                                                  113        211
            Increase (decrease) in:
               Due to clearing firm and other broker-dealers              (1,875)      (650)
               Payable to customers                                        1,299       (492)
               Securities sold but not yet purchased                         465        (96)
               Employee compensation and related taxes payable             1,437     (2,989)
               Income taxes payable                                        1,034          0
               Other accounts payable and accrued expenses                 2,020         61

Net cash provided by (used in) operating activities                      ($  311)   $ 1,137

</TABLE>



See Notes to Consolidated Financial Statements



<PAGE>


                   KINNARD INVESTMENTS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



Note 1.       Summary of Significant Accounting Policies

              The  accompanying  consolidated  financial  statements  of Kinnard
              Investments,   Inc.,   (the   "Company")  have  been  prepared  in
              conformity  with  generally  accepted  accounting  principles  and
              should be read in conjunction with the Company's annual report for
              the year ended  December 31, 1994.  The results of operations  for
              the six months ended June 30, 1995 are not necessarily  indicative
              of the  results to be  expected  for the year ended  December  31,
              1995.

              The consolidated  statement of financial  condition as of June 30,
              1995 and other financial information for the six months ended June
              30, 1995 and 1994,  are  unaudited,  but management of the Company
              believes that all adjustments (consisting only of normal recurring
              adjustments)  necessary  for a fair  statement  of the  results of
              operations for the periods have been included.

              For comparability,  certain 1994 amounts have been reclassified to
              conform with the presentation for 1995. The  reclassifications had
              no effect  on net  income or  shareholders'  equity as  previously
              reported.

Note 2.       Net Capital Requirements

              The Company's two broker-dealer subsidiaries,  John G. Kinnard and
              Company, Inc. (JGK), and PRIMEVEST Financial Services, Inc. (PFS),
              are subject to the  Securities and Exchange  Commission's  uniform
              net capital rule, which requires  maintaining  minimum net capital
              as defined under such provisions and may prohibit the Company from
              expanding  its  business  or  paying  cash  dividends  if  certain
              criteria are not met.

              JGK  computes  its net  capital  using the  standard  net  capital
              method, which requires that the ratio of aggregate indebtedness to
              net  capital  not  exceed 15 to 1. At June 30,  1995,  JGK had net
              capital of $4.0 million, a net capital requirement of $694,000 and
              a ratio of aggregate indebtedness to net capital of 2.23 to 1.

              In April  1995,  PFS made a change from the  standard  net capital
              method to the alternative  method of computing net capital,  which
              requires  that the  percentage  of net capital to aggregate  debit
              items, both as defined,  be greater than 2%. At June 30, 1995, PFS
              had net  capital of $1.8  million,  a net capital  requirement  of
              $250,000 and a ratio of aggregate debit items of 31%.

Note 3.       Shareholders' Equity

              In February 1995, the Company  announced that it had  discontinued
              its regular quarterly  dividend until further notice.  The payment
              of future  dividends,  if any,  rests within the discretion of its
              Board of Directors  and will depend upon the  Company's  earnings,
              regulatory capital  requirements,  financial condition,  and other
              relevant factors.

              During the first six months of 1995, the Company  granted  options
              to purchase 57,500 shares of the Company's  common stock at prices
              ranging from $3.55 to $3.58 per share.

              At December 31, 1994 there were  outstanding  warrants to purchase
              419,973 shares of the Company's  common stock at an exercise price
              of $2.25 per share with an  expiration  date of February  1995. In
              January  and  February  1995,  warrants  were  exercised  for  the
              purchase of 381,056 shares of common stock generating  proceeds of
              $857,000. The warrants that were not exercised expired.

              The Board of Directors  has  authorized  the  repurchase  of up to
              600,000 shares of the Company's  common stock, of which a total of
              242,769 shares had been repurchased as of December 31, 1994. There
              have been no shares repurchased in the first six months of 1995.



<PAGE>

Note 4.       Commitments and Contingent Liabilities

              JGK was one of many  brokerage  firms  across the country  through
              whom  investors  purchased  limited   partnership   interests  and
              mortgage  loan  units  from  a  number  of  limited   partnerships
              sponsored  by  Citi-Equity  Group,  Inc.  ("Citi-Equity")  for the
              purpose of building and maintaining  affordable  housing projects.
              Although many of the projects are built,  leased and  functioning,
              others have not been built,  and many others suffer from a variety
              of problems.  A number of purported  class  action  lawsuits  were
              commenced  against  JGK  alleging  some  or all  of the  following
              claims:  violation of state and federal securities laws, negligent
              and fraudulent misrepresentation and consumer fraud. Each seeks an
              unspecified  amount  of  damages.  In June  1995,  JGK  reached  a
              settlement,  subject to certain  conditions and judicial approval,
              resolving  all claims  against  it in the  putative  class  action
              lawsuits   pending  in  state  and  federal  courts   relating  to
              Citi-Equity litigation.  As part of the settlement,  JGK agreed to
              pay $1 million in cash,  to transfer its interest in the principal
              amount of approximately $1.4 million Class C Mortgage Pass-Through
              Certificates  in the MCA  Multi-Family  Affordable  Housing  REMIC
              ("MCA Bond"), and to pay 20% of the profits,  if any, to a maximum
              amount  of $1  million,  which  may be  realized  from the sale of
              shares of stock  that may be  obtained  through  the  exercise  of
              certain  warrants  currently  held  by  JGK.  These  warrants  are
              exercisable  during various periods through April 2000. A one-time
              pre-tax  charge of  approximately  $2 million was  recorded in the
              current period related to the Citi-Equity  settlement.  The charge
              in the current period is less than the $3.4 million maximum amount
              of the settlement because JGK was carrying the MCA Bond at a value
              below the  principal  amount,  and the  portion of the  settlement
              related to warrant  appreciation will only be accrued for when the
              value  of  warrants  increase,  or when  the  warrants  or  shares
              obtained on the exercise of warrants are sold.

              In October 1994, a purported class action lawsuit was commenced in
              U.S. District Court for the District of Minnesota,  against Palace
              Casinos, Inc. ("Palace Casinos") and a number of other defendants,
              including JGK, alleging  violation of state and federal securities
              laws  and  breach  of  fiduciary   duty.   The  lawsuit  seeks  an
              unspecified amount of damages.  The plaintiff seeks to represent a
              class of persons who purchased Palace Casinos preferred stock in a
              private  placement,  in which  JGK acted as a  selling  agent.  In
              November  1994, a  substantially  similar  action was initiated by
              four named  individuals in the same court,  and other actions have
              been threatened.  JGK believes it has substantial defenses against
              these  claims,  and  intends  to  defend  itself  vigorously.  The
              ultimate effect of this matter on the future operating results and
              financial  condition  of the  Company  is  unknown  at this  time.
              Accordingly,  no provision for liability,  if any, that may result
              has been recorded in the consolidated financial statements.

              JGK is a  defendant  in  various  other  actions  relating  to its
              business,  some of which involve claims for  unspecified  amounts.
              Although the  ultimate  outcome of these other  matters  cannot be
              predicted with certainty,  the Company's  management believes that
              while the outcome of these  matters may have a material  effect on
              the earnings in a particular  period,  the outcome will not have a
              material adverse effect on the financial condition of the Company.

              In  the  normal  course  of  business,  the  Company  enters  into
              underwriting  and other  commitments.  The ultimate  settlement of
              such transactions is not expected to have a material effect on the
              financial statements.





<PAGE>


                   KINNARD INVESTMENTS, INC. AND SUBSIDIARIES
               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS



This discussion should be read in conjunction with  Management's  Discussion and
Analysis contained in the Company's Annual Report - Form 10-K for the year ended
December 31, 1994.


Results of Operations

          The  following  table  sets  forth a summary  of  changes in the major
categories of revenues and expenses:

                                 (In thousands)
<TABLE>
<CAPTION>

           Unaudited                               Three months ended      Six months ended
                                                 June 30, 1995 vs. 1994   June 30, 1995 vs. 1994
                                                  Increase (decrease)      Increase (decrease)
<S>                                              <C>        <C>           <C>        <C>
           Revenues:
             Commission income                   $   546          9%      ($  711)        (5%)
             Principal transactions                3,040         57         3,092         25
             Investment account income             4,145        829         4,774      1,843
             Investment banking                     (652)       (33)       (2,095)       (58)
             Interest                                 24          6            86         12
             Other                                   290         41           409         29
             Total revenues                        7,393         53         5,555         18

           Operating Expenses:
             Compensation and benefits             1,265         14          (731)        (4)
             Bank commissions                       (179)        (7)         (478)       (10)
             Floor brokerage and clearance           157         18           106          6
             Communications                          (31)        (9)          (25)        (4)
             Occupancy, equipment and computer       (21)        (1)           31          1
             Litigation settlement charge          1,992        100         1,992        100
             Other                                   (63)        (3)          102          3
             Total operating expenses              3,120         19           997          3

           Income before income taxes              4,273        202         4,558        240

           Income taxes                            1,738        205         1,858        238

           Minority interest                          (1)       100            (2)       100

           Net income                            $ 2,536        200%      $ 2,702        241%
</TABLE>


Three months ended June 30, 1995 and 1994

The Company had record  revenues in the current  period as a result of favorable
market conditions and a substantial  increase in the valuation of the investment
account.  Revenues  of $21.4  million in the second  quarter of 1995  compare to
$14.0 million in the prior year, a 53% increase.  The higher  revenues  combined
with benefits from the Company's cost reduction  efforts  contributed to primary
earnings per share  improving to $.20 from a loss ($.21) last year.  The current
quarter results included a one-time, pretax charge of approximately $2.0 million
resulting from a settlement of all claims  against JGK in class action  lawsuits
relating to the Citi-Equity litigation (see Note 4).



<PAGE>


                   KINNARD INVESTMENTS, INC. AND SUBSIDIARIES
               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS



Three months ended June 30, 1995 and 1994 (continued)

Commission  income  increased by 9% during the quarter compared to last year due
to strong  sales of listed and  over-the-counter  securities  as equity  markets
reached record levels during the quarter.  These increases were offset by modest
decreases in the sale of mutual fund and insurance products.

Revenue from principal  transactions increased to $8.4 million from $5.4 million
for the same period last year. Income from equity transactions  increased by 70%
as the Company's core market of emerging growth stocks was particularly  strong.
Income from debt transactions  increased by 31% due to declining  interest rates
and comparison to weak results in the prior year.

The $3.6 million of investment  account income in the current period was largely
due to a gain on the sale of one security in the  portfolio.  This compares to a
loss of $.5 million in the prior year. The investment  account has  historically
produced volatile results for the Company.

Investment  banking revenues were down by $652,000 as the Company  completed two
underwritings  during the quarter,  compared to three  underwritings  during the
same  quarter  last  year.  The prior  year  also  included  results  of a lease
financing subsidiary that ceased new business activity in early 1995.

Employee  compensation  rose by 14% as revenue based  compensation  increased in
line  with  revenues.  However,  fixed  salaries  were  down as a result of cost
reduction  programs that were implemented during the past year. The total number
of employees at June 30, 1995 is down 13% from a year ago.

Bank commission expense declined by 7% and floor brokerage and clearance expense
increased by 18%, both of which were in line with changes in related revenues.

Communication  and  occupancy  costs  were down from last year due to moving the
corporate  headquarters last year and the closing of certain branch offices. The
litigation  settlement  charge  is  an  expense  associated  with  the  proposed
settlement of Citi-Equity litigation, which is subject to certain conditions and
judicial approval.


Six months ended June 30, 1995 and 1994

Revenues  for the first  six  months  increased  18% from the  prior  year.  The
investment account provided the largest revenue improvement, with income of $4.5
million in the first half of 1995  versus a loss of  $259,000 in the prior year.
Revenue from  principal  transactions  increased  25% from the prior year due to
strong equity  markets in 1995 and  comparison  to weak fixed income  results in
1994.  Revenues declined from the sale of mutual funds,  insurance,  commodities
and direct  participation  programs,  the latter two resulting from decisions to
discontinue selling these products.

The increase in total expenses of 3% was considerably  less than the increase in
revenues due in part to the  implementation of expense  reduction  programs that
were  started in mid 1994.  Compensation,  bank  commissions  and  communication
expenses  declined,  while floor  brokerage and  clearance,  occupancy and other
expenses  increased  modestly.  Excluding the $2.0 million charge related to the
Company's  settlement  of  Citi-Equity  litigation  described  in Note 4,  total
expenses would have declined 3% from the prior year.



<PAGE>


                   KINNARD INVESTMENTS, INC. AND SUBSIDIARIES
               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS



Liquidity and Capital Resources

Operating Activities

A large portion of the Company's assets are cash and assets readily  convertible
to cash. The liquid portion of the Company's  trading and investment  securities
are stated at quoted  market value and are readily  marketable.  The less liquid
trading and  investment  securities  are stated at fair value as  determined  by
management's best estimate.

During  the six  months  ended June 30,  1995,  the value of trading  securities
decreased  $1.1 million and securities  sold but not yet purchased  increased by
$465,000.  Trading  securities were reduced even though trading volume increased
due in part to more extensive risk management practices.

As securities  broker-dealers,  JGK and PFS are required by SEC  regulations  to
meet  certain  liquidity  and  capital  standards.  JGK  and  PFS  have  been in
compliance with these regulations at all times.

Based on the Company's  current  liquidity  positions,  available bank lines and
operating plans, it is anticipated that the Company has sufficient  resources to
meet the cash requirements of its operations in the foreseeable future.


Investing Activities

The majority of investing  activity  during the current period resulted from the
sale and purchase of securities held in the investment  account. A large portion
of the investment account is comprised of liquid  investment-grade  fixed income
securities, which matured or were sold and the proceeds re-invested.


Financing Activities

The Company's  subsidiaries  maintain various credit facilities in order to meet
short-term  operating  needs.  At June 30, 1995 and December 31, 1994 there were
outstanding balances of $370,000 and $0, respectively, under these facilities.





<PAGE>

                   KINNARD INVESTMENTS, INC. AND SUBSIDIARIES
                          PART II - OTHER INFORMATION



         ITEM 1 -  LEGAL PROCEEDINGS
                    See Note 4 in Notes to Consolidated Financial Statements.

         ITEM 2 -  CHANGES IN SECURITIES
                    None

         ITEM 3 -  DEFAULTS UPON SENIOR SECURITIES
                    None

         ITEM 4 -  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

          a) The Annual  Meeting of the  Registrant's  shareholders  was held on
          Thursday, May 18, 1995.

          b)  Proxies  for  the  Annual  Meeting  were  solicited   pursuant  to
          Regulation  14A  under  the  Securities  Exchange  Act  of  1934.  The
          following  persons were elected  directors of the  Registrant to serve
          until  the  next  annual  meeting  of  shareholders  and  until  their
          successors shall have been duly elected and qualified:



                                                        Number of Votes
                                Number of Votes For       Withheld

          Thomas J. Mulvaney     5,137,627                107,124
          Stephen H. Fischer     5,164,031                 80,720
          James W. Hansen        5,141,015                103,736
          Leonard W. Kedrowski   5,185,781                 58,970
          Thomas E. Moore        5,161,069                 83,682
          Hilding C. Nelson      5,136,187                108,564
          Andrew J. O'Connell    5,188,769                 55,982
          Robert S. Spong        5,101,887                142,864


          c) At the Annual Meeting the following matters were voted upon:

          Proposal 1. Set the number of directors at eight.

               Number of     Number of       Number of      Number of Broker
               Votes For   Votes Against    Abstentions         Nonvotes
               5,158,898      60,108          25,745               0

               Proposal 2. Increase by 200,000 the number of shares reserved for
               issuance under the Registrant's 1990 Stock Option Plan.

               Number of      Number of      Number of      Number of Broker
               Votes For    Votes Against   Abstentions         Nonvotes
               4,962,022      249,086         33,643                0

         ITEM 5 -  OTHER INFORMATION
                    None

         ITEM 6 -  EXHIBITS AND REPORTS ON FORM 8-K
                   (a)  Exhibits
                        27 - Financial Data Schedule 
                             (filed in electronic format only)

                   (b)  Reports on Form 8-K

                               None


<PAGE>


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.


                                     KINNARD INVESTMENTS, INC.


                                     /s/  Stephen H. Fischer
                                     Stephen H. Fischer
                                     Treasurer (principal financial officer)




Date           8/11/95





<PAGE>




                           KINNARD INVESTMENTS, INC.

                              --------------------

                                 EXHIBIT INDEX
                                       to
                                   Form 10-Q
                        for Quarter Ended June 30, 1995
                              --------------------



     Exhibit
     Number          Description

       27             Financial Data Schedule (filed in electronic format only)





<TABLE> <S> <C>


<ARTICLE>                       BD    
<MULTIPLIER>                    1,000               
<CURRENCY>                      U.S. Dollars
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>               DEC-31-1995
<PERIOD-START>                  JAN-01-1995     
<PERIOD-END>                    JUN-30-1995    
<EXCHANGE-RATE>                           1     
<CASH>                                4,070    
<RECEIVABLES>                        11,473     
<SECURITIES-RESALE>                       0    
<SECURITIES-BORROWED>                     0    
<INSTRUMENTS-OWNED>                  10,874    
<PP&E>                                2,034    
<TOTAL-ASSETS>                       38,671    
<SHORT-TERM>                            370   
<PAYABLES>                            3,521    
<REPOS-SOLD>                              0     
<SECURITIES-LOANED>                       0     
<INSTRUMENTS-SOLD>                    1,130    
<LONG-TERM>                               0    
<COMMON>                                125    
                     0     
                               0     
<OTHER-SE>                           23,403    
<TOTAL-LIABILITY-AND-EQUITY>         38,671    
<TRADING-REVENUE>                    15,381    
<INTEREST-DIVIDENDS>                    822    
<COMMISSIONS>                        12,271
<INVESTMENT-BANKING-REVENUES>         1,496
<FEE-REVENUE>                         1,837
<INTEREST-EXPENSE>                        0
<COMPENSATION>                       17,772
<INCOME-PRETAX>                       2,658
<INCOME-PRE-EXTRAORDINARY>                0
<EXTRAORDINARY>                           0
<CHANGES>                                 0
<NET-INCOME>                          1,583
<EPS-PRIMARY>                           .26
<EPS-DILUTED>                           .25 
        


</TABLE>


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