OCEAN BIO CHEM INC
10-Q, 1996-08-13
SPECIALTY CLEANING, POLISHING AND SANITATION PREPARATIONS
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10Q696




                    SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C. 20549


                                FORM 10-Q


         [x]  QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE
                    SECURITIES EXCHANGE ACT OF 1934  

              For the quarterly period ended June 30, 1996 
                       Commission File No. 2-70197


                           OCEAN BIO-CHEM, INC.                             
          (Exact name of registrant as specified in its charter)


         Florida                                         59-1564329       
(State of other jurisdiction of                        (I.R.S. Employer 
 incorporation or organization                          Identification No.)   
          

Registrant's telephone number, including area code - 954-587-6280

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

      $.01 Par Value Common Stock, 10,000,000 shares authorized.
       3,517,169 issued and outstanding at June 30, 1996.



<PAGE>



<PAGE>
                        PART I - Financial Information
 Item l.  Financial Statement
                              OCEAN BIO-CHEM, INC.
                                AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS
                                  (Unaudited)

                                     ASSETS
                                                JUNE 30,        DEC. 31,
                                                  1996            1995     
                                                                           
Current Assets:
Cash                                            $ 157,031     $  997,309      
Trade Accounts Receivable Net of Allowances for                      
  Doubtful Accounts of approximately $ 42,000
  and  $ 48,000  at June 30, 1995 and 
  December 31, 1994,  Respectively              2,140,040      2,006,418 
Due from officers                                 157,880        154,420 
Inventories                                     2,702,915      2,038,750 
Prepaid Expenses                                  230,185        111,455     
Total Current Assets                            5,388,050      5,308,352 

Office Equipment and Furnishings, Net           2,166,214        321,475 

Other Assets
   Trademarks, Trade Names and Patents, Net       455,250        466,746 
   Deposits and Other Assets                       11,411         18,818 
   Due From Affiliated Companies, Net             649,000        632,379 
Total Other Assets                              1,115,661      1,117,943 

   Total Assets                              $  8,669,926   $  6,747,770 

                           LIABILITIES AND SHAREHOLDERS' EQUITY

Current Liabilities:
   Accounts Payable - Trade                    $  777,756  $     485,105 
   Notes Payable - Bank                         2,230,000      1,990,000      
   Current Portion of Long-Term Debt              220,000          7,592 
   Accrued Expenses Payable                       129,030         89,068 
Total Current Liabilities                       3,356,786      2,571,765 

Long-term Debt, Less Current Portion              770,000           -          

Shareholders' Equity:
   Common Stock                                    36,928         35,130 
   Additional Paid-in Capital                   3,161,429      2,650,754 
   Retained Earnings                            1,430,863      1,568,646 
   Foreign Currency Translation Adjustment   (     86,080) (      78,525)
   Total Shareholders' Equity                   4,543,140      4,176,005 
     
   Total Liabilities & Shareholders' Equity   $ 8,669,926    $ 6,747,770 

<PAGE>

<PAGE>
                             OCEAN BIO-CHEM, INC.
                               AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF INCOME
                                 (Unaudited)


                                
                            FOR THE THREE MONTHS     FOR THE SIX MONTHS   
                                ENDED JUNE 30,          ENDED JUNE 30,
                               1996         1995      1996         1995  

Gross Sales                 $3,815,253  $2,908,971 $6,302,864   $5,383,382 
Allowances                      99,177     131,625    232,146      282,776   

Net Sales                    3,716,076   2,777,346  6,070,718    5,100,606 
Cost of Goods Sold           2,485,667   1,542,353  3,979,772    2,811,628 
Gross Profit                 1,230,409   1,234,993  2,090,946    2,288,978
                                   
Cost and Expenses:
 Advertising and Promotion     176,282     229,858    257,552      335,063 
 Selling and Administrative    537,434     472,153  1,143,690    1,018,943 
 Interest Expense               62,644      15,154    104,014       41,083 

   Total Cost and Expenses     776,360     717,165  1,505,256    1,395,089 

Income From Operations         454,049     517,828    585,690      893,889 
Interest Income                    655       6,932      3,831       10,827

Income Before Income Taxes     454,704     524,760    589,521      904,716
Provision for Income Taxes     182,000     201,000    222,000      341,000 

Net Income                 $   272,704  $  323,760  $ 367,521   $  563,716 

Net Per Share              $       .07  $      .09  $     .10   $      .16 


Earnings per share were calculated based on the weighted average common stock 
and common stock equivalent outstanding of  3,802,911  shares for the six months
and three months ending June 30, 1996 and   3,513,495  shares for the six months
and three months ended June 30, 1995.  Common stock equivalents consist of 
options to purchase common stock.  All  earnings  per  share have been restated 
to reflect  a 5% stock  dividend distributed to shareholders of record as of 
May 1, 1996.



<PAGE>

<PAGE>
                            OCEAN BIO-CHEM, INC.
                               AND SUBSIDIARIES
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                        FOR THREE MONTHS ENDED JUNE 30
                                 (Unaudited)
                                               1996          1995 
Cash flow used by operating activities:

  Net Income                              $  367,521    $   563,716 

Adjustments to Reconcile Net Income
to Net Cash Provided by Operations:

Depreciation and Amortization                 87,628         44,567 
Change in Assets and Liabilities:
  (Increase) decrease in
    Accounts Receivable                    ( 133,622)       558,181 
  Increase in Inventory                    ( 664,165)   (   467,740)
  Increase in Prepaid Expenses             ( 114,784)   (   145,426)
  Increase  in Accounts Payable
   and Accrued Expenses:                     338,082        501,271 
 
 Net Cash (Used) Provided by
   Operating Activities:                   ( 119,340)     1,054,569 

Cash Flows From Financing Activities:
  Net Borrowings Under Line of Credit        240,000    (   235,000) 
  Advances (to) From Affiliates            (  16,621)   (   161,997)
  Borrowings (Payment) on Debts, Net         976,939         84,228 
  Sale of Stock                                7,169         45,817 
  
Net Cash Provided (Used) by
  Financing Activities:                    1,207,487    (   435,408)

Cash Flows From Investing Activities:
  Purchase Property, Plant, Equipment    ( 1,920,870)   (    39,931)

  Net Cash Used by Financing Activities: ( 1,920,870)   (    39,931)

  Decrease in Cash Prior to
   Effect of Exchange Rate on Cash       (   832,723)   (   579,230)
  Effect of Exchange Rate on Cash        (     7,555)   (     7,267)

  Net Decrease in Cash                   (   840,278)   (   571,963)
  Cash at Beginning of Period                997,309        571,411 

  Cash at June 30,                      $    157,031  $   1,143,374 

Supplemental Information
  Cash Used for Interest During Period     $  80,350  $      41,300 
  Cash Used for Income Taxes During Period $ 194,000  $     210,331 

The company had no cash equivalents at June 30, 1996 and 1995.


<PAGE>

<PAGE>
                           OCEAN BIO-CHEM, INC.
                             AND SUBSIDIARIES
              NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


l.  The information contained in this Report is unaudited, but reflects all 
adjustments which are, in the opinion of the management, necessary for a fair 
statement of results of the interim periods, consisting only of normal recurring
accruals.  The results for such interim periods are not necessarily indicative 
of results to be expected for the full year.

ITEM 2   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
         CONDITION AND RESULTS OF OPERATION

Liquidity and Capital Resources

The primary sources of the Registrant's liquidity are its operations and a line 
of credit from a commercial bank  to a limit of $2 million.   On February 27, 
1996 the Registrant obtained an increase to the line of credit for an additional
$900,000 for temporary financing of the Registrant's asset purchase from Kinpak,
Inc. in Alabama.   The total borrowings  under such line can aggregate up to 
$2,900,000 and is subject to renewal in April 1997.  The Registrant is required 
to maintain minimum working capital of $1,500,000, debt to  tangible net worth 
of 2 to 1 and debt service coverage of 1.5 times. As of year end Registrant was
in compliance with all terms.

The Registrant is involved in making sales in the Canadian market and must deal 
with the currency fluctuations of the Canadian currency.  The Registrant does 
not engage in currency hedging and deals with such currency risk as a pricing 
issue.

During the past few years Registrant has introduced various new products to the
marketplace.  This has required the Registrant to carry greater amounts of 
overall inventory and has resulted in lower inventory turnover rates.  The 
effects of such inventory turnover have not been material to the overall 
operations of Registrant. Registrant believes that all required capital to 
maintain such increases can continue to be provided from operations and current 
lending arrangements.


  
Results of Operations For The Three Month Period April 1-June 30:

Gross Sales  increased approximately $ 906,000   or  31% when comparing the
quarter ended June 30, 1996 with the comparable period of the preceding year. 
Management attributes the increase  to the introduction of new products and the
   filling operation of the Alabama Plant.

Cost of Goods Sold   increased approximately 11% as a percentage of gross sales
when comparing the quarter ended June 30, 1996 with the quarter ended June 30,
1995.  This increase was mainly attributable to the higher cost of sales of the
filling operation in Alabama and a change in the product sales mix.

Advertising and Promotion expenses   decreased approximately $ 54,000  or 23%
when comparing the three months ended June 30, 1996 to the three months

<PAGE>


ended June 30, 1995.  This was not due to any one  factor.

Selling and Administrative expenses   increased approximately $ 65,000 or 14%
when comparing the quarter ended June 30, 1996 to the comparable period in
1995.  This included increases in sales representatives expense and personnel
cost. 

Interest Expense increased approximately $ 47,000  comparing the quarter  ended
June 30, 1996 to the comparable period in 1995.  This was primarily due to
increased borrowings outstanding of the registrant's line of credit during this 
period and the interest on the borrowings assumed in the purchase of the Alabama
Plant.


Results of Operations For the Six Month Period January 1 - June 30

Gross Sales   increased   17% or approximately $  919,000  when comparing the
six month periods of 1996 and 1995.  Management attributes the increase  to the
introduction of new products and the filling operation of the Alabama Plant.

Cost of Goods Sold   increased approximately 11% as a percentage of gross sales
when comparing the six months ended June 30, 1996 to the six months ended
June 30, 1995.  This increase was mainly attributable to the  cost of sales of 
the filling operation in Alabama and a change in the product sales mix.

Advertising and promotion expenses decreased approximately  23% or $ 78,000    
when comparing the six months ended June 30, 1996 to the six months ended
June 30, 1995.  This was primarily due to seasonal variations.

Selling and administrative expenses  increased for the six months ended June 30,
1996 by approximately $ 125,000   or  12% when compared to the six months
ended June 30, 1995.  This was caused primarily by increases in sales
representative expenses, personnel cost and administrative overhead of the
Alabama facility.

Interest expense   increased in 1996 for the six month period by approximately 
$ 63,000  when compared to the six month period of 1995 reflecting increased
levels of borrowings outstanding from the Company's commercial lender during
this period and the cost of debt associated with the Alabama Plant purchase.

<PAGE>


<PAGE>
                       PART II:  OTHER INFORMATION


Item l - Legal Proceedings:   See the Registrant's 10K for the year ended
         December 31, 1995

Item 2 - Changes in Securities:  Not applicable

Item 3 - Defaults Upon Senior Securities:  Not applicable

Item 4 - Submission of Matters to Vote of Security Holders:
      On May 14, 1996, at the Registrant's annual meeting, shareholders
      elected two directors; Peter Dornau and Jeffrey Tieger, 2,226,079 voted
      for the directors, 0 shares voted against.  Shareholders also approved
      Infante, Lago & Co., Certified Public Accountants, by a vote of  
      2,226,079 for and  0  shares against, as the Registrant's auditors for
      1996.  

Item 5 -    Other Matters:  Not applicable

Item 6 -    Exhibits:  Not applicable
      
      (A)  Exhibits - Not applicable

      (B)  Reports on Form 8-K - Not Applicable

                               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.

                                   OCEAN BIO-CHEM, INC.

Date:   August 13,1996             /s/  Peter Dornau                        
                                       Peter G. Dornau
                                       Chairman of the Board and
                                       Chief Executive Officer


                                   /s/  Peter Dornau                         
                                        Peter G. Dornau 
                                        Chief Financial Officer



<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the June 30,
1996 10-Q of Ocean Bio-Chem,Inc. and is qualified in its entirety by reference
to such financial statements.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-END>                               JUN-30-1996
<CASH>                                         157,031
<SECURITIES>                                         0
<RECEIVABLES>                                2,140,040
<ALLOWANCES>                                    42,000
<INVENTORY>                                  2,702,915
<CURRENT-ASSETS>                             5,388,050
<PP&E>                                       2,547,974
<DEPRECIATION>                                 381,760
<TOTAL-ASSETS>                               8,669,926
<CURRENT-LIABILITIES>                        3,356,786
<BONDS>                                              0
<COMMON>                                        36,928
                                0
                                          0
<OTHER-SE>                                   4,506,212
<TOTAL-LIABILITY-AND-EQUITY>                 8,669,926
<SALES>                                      6,302,864
<TOTAL-REVENUES>                             6,306,695
<CGS>                                        3,979,772
<TOTAL-COSTS>                                1,401,242  
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                             104,014
<INCOME-PRETAX>                                589,521
<INCOME-TAX>                                   222,000
<INCOME-CONTINUING>                            585,690
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   367,521
<EPS-PRIMARY>                                      .10
<EPS-DILUTED>                                      .10
        




</TABLE>


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