<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This Schedule contains summary financial information extracted from the
Form 10-QSB of American Holdings, Inc. for the six months ended June 30, 1995
and is qualified in its entirety by reference to such financial statements ($000
omitted, except per share data).
</LEGEND>
<CIK> 0000356446
<NAME> American Holdings, Inc.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-mos
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> JUN-30-1995
<CASH> 8,542
<SECURITIES> 2,941
<RECEIVABLES> 849
<ALLOWANCES> 93
<INVENTORY> 1,599
<CURRENT-ASSETS> 14,212
<PP&E> 3,727
<DEPRECIATION> 3,384
<TOTAL-ASSETS> 18,974
<CURRENT-LIABILITIES> 2,298
<BONDS> 0
<COMMON> 77
0
0
<OTHER-SE> 16,599
<TOTAL-LIABILITY-AND-EQUITY> 18,974
<SALES> 3,278
<TOTAL-REVENUES> 3,836
<CGS> 1,967
<TOTAL-COSTS> 1,967
<OTHER-EXPENSES> 1,666
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 203
<INCOME-TAX> 45
<INCOME-CONTINUING> 158
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 158
<EPS-PRIMARY> .02
<EPS-DILUTED> 0
</TABLE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(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, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission File No.: 0-10566
AMERICAN HOLDINGS, INC.
(Exact name of small business issuer as specified in its charter)
DELAWARE 95-3419191
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
376 MAIN STREET, BEDMINSTER, NEW JERSEY 07921
(Address of principal executive offices)
(908) 234-9220
(Issuer's telephone number)
N/A
(Former name, former address and former fiscal year,
if changed since last report)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the issuer was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days. Yes X No _____
State the number of shares outstanding of each of the issuer's classes of
common stock: As of July 31, 1995, the issuer had 7,704,969 shares of its common
stock, par value $.01 per share, outstanding.
Transitional Small Business Disclosure Format (check one):
Yes ______ No X
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. - FINANCIAL STATEMENTS
AMERICAN HOLDINGS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
(UNAUDITED)
($000 Omitted)
<TABLE>
<CAPTION>
June 30,
1995
---------
<S> <C>
ASSETS
Cash and cash equivalents ............................... $ 8,542
U.S. Treasury securities ................................ 1,938
Trading securities ...................................... 1,003
Accounts receivable, net of
allowance for uncollectible
accounts and returns and
allowances of $93 .................................... 756
Inventories, net ........................................ 1,599
Other current assets .................................... 374
-------
Total current assets .................................. 14,212
-------
Securities available-for-sale ........................... 1,478
Furniture and equipment, net ............................ 343
Notes receivable from affiliates ........................ 470
Goodwill ................................................ 2,414
Other assets ............................................ 57
-------
Total assets ......................................... $18,974
=======
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable ........................................ $ 374
Accrued expenses ........................................ 1,924
-------
Total current liabilities ............................ 2,298
-------
Stockholders' equity:
Common stock, par value $.01;
30,000,000 shares authorized;
7,704,969 shares issued
and outstanding ........................................ 77
Additional paid-in capital .............................. 43,769
Accumulated deficit ..................................... ( 26,662)
Unrealized losses on securities
available-for-sale ..................................... ( 508)
-------
Total stockholders' equity ........................... 16,676
-------
Total liabilities and
stockholders' equity ............................... $18,974
=======
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
AMERICAN HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
($000 Omitted, except per share data)
<TABLE>
<CAPTION>
Three Months Ended
June 30,
1995 1994
------- -------
<S> <C> <C>
Revenues:
Sales ........................................... $ 1,669 $ -
Equity in earnings of disposed-of
subsidiary ..................................... - 171
Net gains on marketable securities .............. 136 38
Interest, dividend and other income ............. 211 199
------- -------
Total revenues ............................... 2,016 408
------- -------
Expenses:
Cost of goods sold .............................. 943 -
Personnel ....................................... 363 158
Professional fees ............................... 236 122
Other ........................................... 364 120
------- -------
Total expenses ............................... 1,906 400
------- -------
Income before income taxes ........................ 110 8
Provision for income taxes ........................ 22 22
------- -------
Net income (loss).................................. $ 88 ($ 14)
======= =======
Net income per share .............................. $ .01 $ -
======= =======
Weighted average shares outstanding
(in 000's) ..................................... 7,705 8,116
======= =======
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
AMERICAN HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
($000 Omitted, except per share data)
<TABLE>
<CAPTION>
Six Months Ended
June 30,
1995 1994
------- -------
<S> <C> <C>
Revenues:
Sales ........................................... $ 3,278 $ -
Equity in earnings of disposed-of
subsidiary ..................................... - 465
Net gains on marketable securities .............. 142 55
Interest, dividend and other income ............. 416 376
------- -------
Total revenues ............................... 3,836 896
------- -------
Expenses:
Cost of goods sold .............................. 1,967 -
Personnel ....................................... 764 326
Professional fees ............................... 322 273
Other ........................................... 580 227
------- -------
Total expenses ............................... 3,633 826
------- -------
Income before income taxes ........................ 203 70
Provision for income taxes ........................ 45 64
------- -------
Net income ........................................ $ 158 $ 6
======= =======
Net income per share .............................. $ .02 $ -
======= =======
Weighted average shares outstanding
(in 000's) ..................................... 7,712 8,398
======= =======
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
AMERICAN HOLDINGS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
($000 Omitted)
<TABLE>
<CAPTION>
Six Months Ended June 30,
1995 1994
-------- --------
<S> <C> <C>
Cash flows from operating activities:
Net income ........................................ $ 158 $ 6
Adjustments:
Depreciation and amortization .................. 129 402
Net trading securities and
U.S. Treasury securities
transactions .................................. ( 1,717) ( 1,394)
Change in inventories .......................... ( 140) -
Change in receivables .......................... ( 130) ( 323)
Change in accounts payable and
other accruals ................................ ( 782) ( 156)
Change in accrued income taxes ................. 24 ( 213)
Other, net ..................................... ( 73) 29
------- --------
Net cash used in operating activities ............. ( 2,531) ( 1,649)
------- --------
Cash flows from investing activities:
Purchase of a business less cash
acquired ...................................... ( 2,144) -
Purchase of furniture and equipment, net ....... ( 110) ( 17)
Proceeds from sale of securities
available-for-sale ............................ - 69
Purchase of securities available-for-sale ...... ( 28) ( 1,447)
Repayment of loans from former
employees and affiliates ...................... 50 360
Other, net ..................................... ( 86) -
------- --------
Net cash used in investing
activities ................................. ... ( 2,318) ( 1,035)
------- --------
Cash flows from financing activities:
Repurchase of common stock ..................... ( 31) ( 1,558)
Other, net ..................................... ( 5) -
------- --------
Net cash used in financing
activities ....................................... ( 36) ( 1,558)
------- --------
Net decrease in cash and cash
equivalents ......................................... ( 4,885) ( 4,242)
Cash and cash equivalents at beginning
of period ........................................... 13,427 17,909
------- --------
Cash and cash equivalents at end of
period .............................................. $ 8,542 $ 13,667
======= ========
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
AMERICAN HOLDINGS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 1995 AND 1994
(UNAUDITED)
1. General
-------
The accompanying unaudited consolidated financial statements of American
Holdings, Inc. (the "Company") as of June 30, 1995 and for the three and six
month periods ended June 30, 1995 and 1994 reflect all material adjustments
consisting of only normal recurring adjustments which, in the opinion of
management, are necessary for a fair presentation of results for the interim
periods. Certain information and footnote disclosures required under generally
accepted accounting principles have been condensed or omitted pursuant to the
rules and regulations of the Securities and Exchange Commission, although the
Company believes that the disclosures are adequate to make the information
presented not misleading. These consolidated financial statements should be read
in conjunction with the year-end consolidated financial statements and notes
thereto included in the Company's Annual Report on Form 10-KSB for the year
ended December 31, 1994 as filed with the Securities and Exchange Commission.
The results of operations for the three and six month periods ended June
30, 1995 and 1994 are not necessarily indicative of the results to be expected
for the entire year or any other period.
Certain reclassifications have been made in the 1994 consolidated financial
statements to conform to presentations in the 1995 consolidated financial
statements. Such reclassifications have no effect on stockholders' equity or on
results of operations.
2. Summary of Significant Accounting Policies
------------------------------------------
Basis of Presentation
---------------------
The consolidated financial statements include the accounts of American
Holdings, Inc. (the "Company") and its wholly-owned subsidiaries after
elimination of all material intercompany accounts and transactions.
The results of operations of NorthCorp Realty Advisors, Inc. ("NorthCorp")
are included in the Consolidated Statements of Operations as equity in the
earnings of disposed-of subsidiary through the date of disposition in 1994.
The acquisition of an 80 percent interest in Madis Botanicals, Inc.
("Madis") occurred on January 3, 1995 and was accounted for using the purchase
method. The Company acquired an additional 3% interest in Madis in April, 1995.
In accordance with Accounting Principles Board Opinion No. 16, the purchase
price will be allocated to the acquired assets and liabilities. The Company has
preliminarily allocated the purchase price, which is subject to final
determination after additional information is obtained.
Cash and Cash Equivalents
-------------------------
Cash and cash equivalents consist primarily of cash on hand, cash in banks
and treasury bills purchased with an original maturity of three months or less.
<PAGE>
Marketable Securities
---------------------
The Company adopted Statement of Financial Accounting Standards No. 115,
"Accounting for Certain Investments in Debt and Equity Securities" ("SFAS 115")
as of January 1, 1994. SFAS 115 provides that all investments are to be
classified into three categories: debt securities that the Company has the
positive intent and ability to hold to maturity are classified as
held-to-maturity securities and reported at amortized cost; debt and equity
securities that are bought and held principally for the purpose of selling them
in the near term are classified as trading securities and reported at fair
value, with unrealized gains and losses included in the results of operations;
and debt and equity securities not classified as either held-to-maturity
securities or trading securities are classified as available-for-sale securities
reported at fair value with unrealized gains and losses excluded from the
results of operations and reported as a separate component of stockholders'
equity.
The Company accounts for securities transactions on a trade-date basis. For
computing realized gains or losses on sale of marketable securities, cost is
determined on a first-in, first-out basis. The effect of all unsettled
transactions is accrued in the consolidated financial statements.
Inventories
-----------
Merchandise inventories are valued at the lower of cost or market. Cost is
determined by the first-in, first-out (FIFO) method.
Furniture and Equipment
-----------------------
The Company records all furniture and equipment at cost. Depreciation is
computed using the straight-line and double-declining balance methods over the
related estimated useful life of the asset. Gains or losses on dispositions of
furniture and equipment are included in operating results.
Goodwill
--------
Goodwill resulting from the acquisition of Madis is being amortized over 15
years using the straight-line method.
<PAGE>
3. Proforma Consolidated Condensed Financial Information
-----------------------------------------------------
The proforma consolidated condensed financial information reflects the
disposition of NorthCorp and the Washington, D.C. office of the Company (the
"Disposition") had the Disposition taken place on January 1, 1994. The financial
information also includes the operations of Madis as if the acquisition had
taken place on the same date.
The proforma financial information is not intended to reflect results of
operations which would have actually resulted had these transactions been
effected on the dates indicated. Moreover, this proforma financial data is not
intended to be indicative of results of operations which may be attained in the
future.
American Holdings, Inc. and Subsidiaries
Proforma Consolidated Condensed
Financial Information
For the Six Months Ended
June 30, 1994
(in $000's)
<TABLE>
<S> <C>
Revenues ................................................ $ 3,396
Income before income taxes .............................. $ 138
Net income .............................................. $ 135
Net income per share .................................... $ .02
</TABLE>
<PAGE>
4. Marketable Securities
---------------------
At June 30, 1995, marketable securities consisted of the following (in
$000's):
<TABLE>
<CAPTION>
Gross Gross
Amortized Holding Holding Fair
Cost Gains Losses Value
--------- ------- ------- -----
<S> <C> <C> <C> <C>
Trading securities:
Corporate debt
securities $ 191 $ 27 $ - $ 218
Equity securities 765 22 2 785
------ ----- ----- ------
Total 956 49 2 1,003
------ ----- ----- ------
Available-for-sale:
Equity securities 1,986 17 525 1,478
------ ----- ----- ------
Total marketable
securities $2,942 $ 66 $ 527 $2,481
====== ===== ===== ======
</TABLE>
Realized gains of $49,000 and $58,000 on trading securities were included
in the results of operations for the three and six months ended June 30, 1995,
while unrealized gains were $87,000 and $84,000 during the respective 1995
periods. The unrealized gains on trading securities included in the results of
operations for the three and six months ended June 30, 1994 were $4,000 and
$22,000, respectively. The unrealized losses on securities available-for-sale
included as a separate component of consolidated stockholders' equity were
approximately $508,000 at June 30, 1995.
5. Inventories
-----------
Inventories are comprised of the following (in $000's):
<TABLE>
<S> <C>
Raw materials .................................. $ 256
Work-in-process ................................ 163
Finished goods ................................. 1,180
-------
Total inventory .............................. $ 1,599
=======
</TABLE>
<PAGE>
ITEM 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
---------------------------------------------
Disposition of a Subsidiary
---------------------------
On September 21, 1993, the Board of Directors of the Company approved a
plan to distribute the common stock of NorthCorp Realty Advisors, Inc.
("NorthCorp"), a real estate asset manager and a wholly-owned subsidiary of the
Company, to all holders of the Company's outstanding common stock (the
"Distribution"). Under the plan of distribution, the Company declared a dividend
of one share of NorthCorp common stock for every two shares of the Company's
common stock outstanding on the record date of the Distribution, July 8, 1994.
At the date of Distribution (July 11, 1994), 8,250,000 shares of NorthCorp
common stock were outstanding. Approximately 4,000,000 shares, or 48%, of
NorthCorp's common stock were distributed to the stockholders of the Company.
On August 4, 1994, the Company sold substantially all of its remaining
interest in NorthCorp (the "Sale") to Mr. R. E. Roark and NorthCorp for
approximately $1.5 million. Mr. Roark was the sole shareholder of Crown Revenue
Services, Inc. ("Crown"), a Resolution Trust Corporation contractor. As part of
the transaction, Crown was reorganized as a subsidiary of NorthCorp. NorthCorp
also assumed the lease of the Company's Washington D.C. office and the
employment contract of one of the Company's executive officers.
NorthCorp's results of operations have been included in the consolidated
financial statements through the date of sale in 1994 as equity in the earnings
of disposed-of subsidiary.
Acquisition of Madis Botanicals, Inc.
-------------------------------------
On January 3, 1995, the Company's wholly-owned subsidiary merged (the
"Merger") with Dr. Madis Laboratories, Inc., a New Jersey corporation located in
South Hackensack, New Jersey. The surviving corporation in the Merger operates
under the name of Madis Botanicals, Inc. ("Madis"). Madis is owned 83% by the
Company and 17% by the former shareholders of Madis. In addition, the Company
issued to the former Madis shareholders options to acquire 250,000 shares of the
Company's common stock at its approximate book value of $2.10 per share. Madis,
a manufacturer of botanical extracts, had sales of approximately $6.0 million
and income before reorganization items and income taxes of $731,000 in 1994
compared to sales of $5.2 million and income before reorganization items and
income taxes of $594,000 in 1993.
<PAGE>
The Merger was effected in connection with a Plan of Reorganization (the
"Plan") filed by Madis in Chapter 11 proceedings under the Federal Bankruptcy
Law. Under the terms of the Merger, the Company financed the Plan which provided
for the payment to the creditors of $3.4 million, of which approximately $2.3
million was advanced by the Company and approximately $900,000 was paid by Madis
from funds on hand. The balance of the predecessor corporation's indebtedness
was assumed by the surviving corporation and will be paid as due from working
capital or by the Company in the event of any deficiency.
Two principal shareholders of Madis, who were also executive officers,
received employment agreements under which one serves as chairman emeritus of
the surviving corporation for a period of three years at an annual salary of
$100,000 and the other serves as president for a period of four years at an
annual salary of $150,000. The premises occupied by the surviving corporation
are leased from the former Madis shareholders at an annual rent of $240,000,
net, plus 1% of gross revenues up to an additional $200,000 per annum. The
Company believes the rental represents the fair market value.
Proforma Consolidated Condensed Financial Information
-----------------------------------------------------
Proforma consolidated condensed financial information is included in Note 3
of Notes to Consolidated Financial Statements. The proforma information reflects
the disposition of NorthCorp and the Washington D.C. office of the Company (the
"Disposition") had the Disposition taken place on January 1, 1994. The results
of operations also include the operations of Madis as if the acquisition of
Madis had taken place on the same date.
The proforma financial information is not intended to reflect results of
operations which would have actually resulted had these transactions been
effected on the dates indicated. Moreover, this proforma financial data is not
intended to be indicative of results of operations which may be attained in the
future.
Liquidity and Capital Resources
-------------------------------
At June 30, 1995, the Company had cash and cash equivalents of $8.5
million. Cash equivalents of $8.3 million consisted of U.S. Treasury bills with
an original maturity of less than three months and yields ranging between 5.5%
and 5.8%. The Company also had U.S. Treasury securities of $1.9 million maturing
in August 1995 with a weighted average yield of 6.4%, and trading securities
with a current market value of approximately $1.0 million at June 30, 1995. The
Company had net working capital of $11.9 million and had no funded debt. The
management of the Company believes that the Company's financial resources and
anticipated cash flows will be sufficient for future operations and possible
acquisitions of other operating businesses.
<PAGE>
In connection with the acquisition of NorthCorp in 1992 by the Company, two
officers of NorthCorp were paid an aggregate of $1,125,000 by NorthCorp, which
was used to acquire an aggregate of 750,000 shares of Company stock ("Officer
Shares"). In addition, the Company advanced $180,000 to each of the officers to
pay federal income taxes resulting from this cash payment. The advances bore
interest at the minimum rate allowed under the Internal Revenue Code and were
secured by their shares of the Company's common stock.
The advances and accrued interest were repaid by the officers from the
proceeds of a partial sale of the Officer Shares to the Company in February,
1994, in connection with their resignation as officers and directors of
NorthCorp. The remaining shares were subsequently repurchased from the officers
in 1994.
The Company repurchased 266 and 21,192 shares of its common stock at an
aggregate purchase price of $380 and $30,700 during the three and six months
ended June 30, 1995, respectively. During the comparable periods in 1994, the
Company repurchased 270,000 and 1,003,508 shares at an aggregate cost of
$395,000 and $1,578,000. Of this amount, $20,000 was included in accounts
payable at June 30, 1994. All shares purchased in 1994 and 1995 have been
returned to the status of authorized but unissued shares.
Net cash of approximately $2.5 million was used in operations for the six
months ended June 30, 1995. Net purchases of marketable securities and U.S.
Treasury securities with maturities greater than three months of $1.7 million
and decreases in current liabilities of $.8 million, principally at Madis,
accounted for this use of cash.
For the six months ended June 30, 1994, net cash of approximately $1.6 was
used in operations. The principal reason for this use of cash was net purchases
of marketable securities and U.S. Treasury securities with maturities greater
than three months of $1.4 million.
Results of Operations
---------------------
The Company's operations resulted in net income of $88,000, or $.01 per
share, for the three months ended June 30, 1995, compared to a net loss of
$14,000 for the comparable period in 1994. For the six months ended June 30,
1995, net income was $158,000, or $.02 per share, compared to net income of
$6,000 for the comparable period in the prior year. The consolidated results of
operations in 1994 include the equity in earnings of NorthCorp.
<PAGE>
Madis had sales of $1.7 million and $3.3 million for the three and six
months ended June 30, 1995, respectively, compared to $1.4 million and $3.1
million for the same periods in 1994. For the three and six months ended June
30, 1995, the cost of goods sold was $.9 million and $2.0 million, respectively,
and remained consistent with 1994 levels. Gross margin was $.8 million and $1.3
million for the three and six months ended June 30, 1995, compared to $.5
million and $1.1 million for the respective periods in 1994. Since the
acquisition of Madis was accounted for as a purchase, the results of operations
of Madis have been included in the consolidated financial statements since
January 3, 1995, the date of acquisition. Financial information of Madis from
1994 has been included for comparison purposes only.
For the three and six months ended June 30, 1995, the Company recorded net
gains on marketable securities of $136,000 and $142,000, respectively, compared
to $38,000 and $55,000 for the same periods in 1994. Net gains on marketable
securities for the six-month periods in 1995 and 1994, respectively, are
composed of realized gains of $58,000 and $33,000 and unrealized gains of
$84,000 and $22,000. The increase in net gains on marketable securities was due
to the changes in portfolio composition and general market conditions. A charge
to stockholders' equity of $742,000 was recorded in 1994 to reflect the decrease
in market value of securities available-for-sale. The unrealized losses on
securities held-for-sale decreased by $234,000 in the first six months of 1995
($115,000 in the quarter ended June 30, 1995) to $508,000 at June 30, 1995,
reflecting an increase in the market value of these securities. This net charge
related primarily to the Company's investment in a real estate investment trust
("REIT"). The Company had undertaken two proxy contests to protect its
investment in the REIT.
Interest, dividend and other income was $211,000 and $416,000 for the three
and six months ended June 30, 1995, respectively, compared to $199,000 and
$376,000 for the three and six months ended June 30, 1994. Interest income was
$333,000 during the six-month period in 1995, an increase of $71,000 from the
$262,000 recorded in the comparable period of 1994. This increase was due to
higher average interest rates on the Company's cash equivalents and U.S.
Treasury securities and interest on notes receivable from affiliates. Dividend
income for the six-month period was $77,000 in 1995 compared to $2,000 in 1994.
The increase in dividends was due to a change in portfolio composition. All
other income decreased from $112,000 in the six months ended June 30, 1994 to
$6,000 in 1995. In 1994 all other income was primarily comprised of revenue from
the Washington D.C. office of the Company which was disposed of on August 4,
1994.
<PAGE>
Personnel expenses were $.4 million and $.8 million during the three and
six months ended June 30, 1995 compared to $.2 million and $.3 million in the
comparable periods in 1994. This increase was predominantly due to the acquisi-
tion of Madis. Professional fees were $.2 million and $.3 million during the
three and six month periods in 1995, compared to $.1 million and $.3 million in
the three and six month periods in 1994. The professional fees in 1995 were
incurred primarily in the operations of Madis. Professional fees incurred in the
1994 periods were due to a proxy contest in connection with the Company's REIT
investment and the distribution of NorthCorp common stock to the stockholders of
the Company. Other expenses increased in the quarter and six months ended June
30, 1995 compared to the 1994 periods due principally to the acquisition of
Madis. Other expenses include the amortization of goodwill of approximately
$41,000 and $80,000 for the three and six months ended June 30, 1995.
<PAGE>
PART II - OTHER INFORMATION
Item 6. - Exhibits and Reports on Form 8-K
------- --------------------------------
(a) Exhibits
--------
27. Financial Data Schedule for the six months ended June 30,
1995.
(b) Reports on Form 8-K
-------------------
No reports on Form 8-K were filed during the quarter for
which this report is being filed.
<PAGE>
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934,
the registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
AMERICAN HOLDINGS, INC.
Dated: August 11, 1995 By: /s/ Mark Koscinski
-----------------------
Mark Koscinski
Vice President and
Chief Accounting Officer
