MET PRO CORP
10-Q, 1997-08-25
INDUSTRIAL & COMMERCIAL FANS & BLOWERS & AIR PURIFING EQUIP
Previous: MAYTAG CORP, 8-K, 1997-08-25
Next: MILLER HERMAN INC, DEF 14A, 1997-08-25





<PAGE>
================================================================================


                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 10-Q


             [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                                       or

              [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


For the quarter ended July 31, 1997             Commission file number 001-07763


                               MET-PRO CORPORATION
             (Exact name of registrant as specified in its charter)



          Delaware                                               23-1683282
(State or other jurisdiction of                              (I.R.S. Employer
 incorporation or organization)                              Identification No.)

      160 Cassell Road, Box 144
      Harleysville, Pennsylvania                                    19438
(Address of principal executive offices)                          (Zip Code)

       Registrant's telephone number, including area code: (215) 723-6751





         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 and (2) has been subject to such filing 
requirements for the past 90 days. Yes X No 
                                      ---  ---



         The number of shares outstanding of the Registrant's common stock (par
value $0.10 per share) is 7,074,973 (as of July 31, 1997).




================================================================================
<PAGE>

                               MET-PRO CORPORATION



                                      INDEX


PART I - FINANCIAL INFORMATION
<TABLE>
<CAPTION>

   Item 1.     Financial Statements

<S>       <C>                                                                                                 <C>
         Condensed consolidated balance sheet as of
                  July 31, 1997 and January 31, 1997..........................................................  2
         Condensed consolidated statement of operations for the three-month
                  and six-month periods ended July 31, 1997 and July 31, 1996.................................  3
         Condensed consolidated statement of cash flows for the six-month
                  periods ended July 31, 1997 and 1996........................................................  4
         Notes to condensed consolidated financial statements.................................................  5
         Report on review by independent accountants..........................................................  7

   Item 2.      Management's discussion and analysis of financial condition
                     and results of operations................................................................  8


PART II - OTHER INFORMATION

   Item 6(b).  Reports on Form 8-K............................................................................ 12

SIGNATURES.................................................................................................... 12

</TABLE>












                                                        -1-
<PAGE>


                                                MET-PRO CORPORATION

                                       CONDENSED CONSOLIDATED BALANCE SHEET

                                                    (unaudited)

PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements
<TABLE>
<CAPTION>


                                                                                 July 31,                    January 31,
ASSETS                                                                            1997                          1997
- -----------------------------------------------------------------------------------------------------------------------
<S>                                                                            <C>                          <C>    
Current assets
    Cash and cash equivalents                                                  $10,398,142                  $ 9,070,976
    Accounts receivable, net of allowance for doubtful
      accounts of approximately $249,000 and
      $233,000, respectively                                                    10,337,999                   10,570,528
    Notes receivable-ESOT                                                          200,000                      400,000
    Inventories                                                                 11,699,710                   10,597,813
    Prepaid expenses, deposits and other current assets                            796,422                      571,226
    Deferred income taxes                                                          878,003                      878,003
- -----------------------------------------------------------------------------------------------------------------------
         Total current assets                                                   34,310,276                   32,088,546

Property, plant and equipment, net                                              13,774,632                   14,346,995
Costs in excess of net assets of businesses acquired, net                        7,290,341                    7,502,470
Other assets                                                                     1,713,118                    2,141,380
- -----------------------------------------------------------------------------------------------------------------------
         Total assets                                                          $57,088,367                  $56,079,391
=======================================================================================================================

LIABILITIES AND STOCKHOLDERS' EQUITY
- -----------------------------------------------------------------------------------------------------------------------
Current liabilities
    Current portion of long-term debt                                          $ 1,588,768                  $ 1,585,087
    Accounts payable                                                             2,578,906                    2,996,065
    Accrued salaries, wages and expenses                                         7,012,273                    6,424,709
    Payroll and other taxes payable                                                 25,254                       19,685
    Customers' advances                                                            868,903                      348,569
- -----------------------------------------------------------------------------------------------------------------------
          Total current liabilities                                             12,074,104                   11,374,115

Long-term debt                                                                   2,888,388                    3,683,419
Other non-current liabilities                                                      210,987                      172,941
Deferred income taxes                                                              390,295                      495,990
- -----------------------------------------------------------------------------------------------------------------------
          Total liabilities                                                     15,563,774                   15,726,465
- -----------------------------------------------------------------------------------------------------------------------

Stockholders' equity
    Common stock, $.10 par value; 18,000,000 shares
       authorized, 7,138,625 shares issued, at both dates,
       of which 63,652 and 95,189 shares were reacquired
       and held in treasury at the respective dates                                713,862                      713,862
    Additional paid-in capital                                                   7,825,556                    8,260,289
    Retained earnings                                                           34,037,523                   32,467,223
    Cumulative translation adjustment                                             (238,666)                      19,121
    Treasury stock, at cost                                                       (813,682)                  (1,107,569)
- -----------------------------------------------------------------------------------------------------------------------
          Net stockholders' equity                                              41,524,593                   40,352,926
- -----------------------------------------------------------------------------------------------------------------------
          Total liabilities and stockholders' equity                           $57,088,367                  $56,079,391
=======================================================================================================================
</TABLE>
See accompanying notes to condensed consolidated financial statements.


                                       -2-


<PAGE>

                               MET-PRO CORPORATION

                 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

                                   (unaudited)



<TABLE>
<CAPTION>
                                                                   Six Months Ended                   Three Months Ended
                                                                       July 31,                             July 31,
                                                               1997               1996               1997               1996
- ---------------------------------------------------------------------------------------------------------------------------------
<S>                                                          <C>                <C>                <C>                <C>        
Net sales                                                    $30,779,562        $28,491,576        $15,866,826        $14,759,594

Cost of goods sold                                            19,424,561         18,515,559         10,204,285          9,758,897
- ---------------------------------------------------------------------------------------------------------------------------------

Gross profit                                                  11,355,001          9,976,017          5,662,541          5,000,697
- ---------------------------------------------------------------------------------------------------------------------------------

Operating expenses
    
    Selling                                                    2,778,105          2,506,250          1,390,518          1,250,405
   
    General and administrative                                 3,416,994          2,951,178          1,715,554          1,447,663
- ---------------------------------------------------------------------------------------------------------------------------------
                                                               6,195,099          5,457,428          3,106,072          2,698,068
- ---------------------------------------------------------------------------------------------------------------------------------

Income from operations                                         5,159,902          4,518,589          2,556,469          2,302,629

Other income, net                                                555,069            239,193            377,573            105,670
- ---------------------------------------------------------------------------------------------------------------------------------

Income before taxes on income                                  5,714,971          4,757,782          2,934,042          2,408,299

Provision for taxes on income                                  2,228,839          1,879,324          1,144,277            951,278
- ---------------------------------------------------------------------------------------------------------------------------------

Net income                                                   $ 3,486,132        $ 2,878,458        $ 1,789,765        $ 1,457,021
=================================================================================================================================

Earnings per share, primary and fully diluted (1)                   $.49               $.41               $.25               $.21

Cash dividend per share - declared (2)                              $.27               $.22               $ --               $ --

Cash dividend per share - paid (2)                                  $.27               $.22               $ --               $ --
=================================================================================================================================
</TABLE>



(1)       Based on weighted average number of common stock and common stock 
          equivalents outstanding during each six-month period (adjusted for the
          3-for-2 stock split completed on July 8, 1996.)  The weighted average
          number of common shares outstanding was 7,157,599 and 7,036,252 in the
          six-month periods ended July 31, 1997 and 1996, respectively, and
          7,156,007 and 7,030,283 in the three-month periods ended July 31, 1997
          and 1996, respectively.

(2)       The Company declared a cash dividend of $.22 per share (adjusted for
          stock split) on February 26, 1996 payable on April 26, 1996 to
          shareholders of record on April 12, 1996. On February 24, 1997, the
          company also declared a $.27 per share cash dividend payable on
          April 25, 1997 to shareholders of record on April 11, 1997.

                                                       
See accompanying notes to condensed consolidated financial statements.





                                       -3-
<PAGE>


                               MET-PRO CORPORATION

                 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

                                   (unaudited)
<TABLE>
<CAPTION>

                                                                                            Six Months Ended
                                                                                                 July 31,
                                                                                   1997                           1996
- -----------------------------------------------------------------------------------------------------------------------
                                   INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
                                                                        
<S>                                                                            <C>                          <C>
Net cash provided by operating activities                                      $ 4,267,574                  $ 2,373,293
- -----------------------------------------------------------------------------------------------------------------------

Cash flows from investing activities
    Proceeds from sale of property and equipment                                   668,019                      135,003
    Acquisitions of property and equipment                                        (671,248)                  (1,271,138)
- -----------------------------------------------------------------------------------------------------------------------
    Net cash (used in) investing activities                                         (3,229)                  (1,136,135)
- -----------------------------------------------------------------------------------------------------------------------

Cash flows from financing activities
    Reduction of debt                                                            (791,350)                    (587,992)
    Exercise of stock options                                                      430,425                      109,838
    Payment of dividends                                                        (1,915,832)                  (1,530,693)
    Purchase of treasury shares                                                   (603,865)                    (978,268)
    Cash in lieu of fractional shares                                                    --                      (2,685)
- ------------------------------------------------------------------------------------------------------------------------
    Net cash (used in) financing activities                                     (2,880,622)                  (2,989,800)
- ------------------------------------------------------------------------------------------------------------------------

Effect of exchange rate changes on cash                                            (56,557)                      15,380
- ------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in cash and cash equivalents                             1,327,166                   (1,737,262)

Cash and cash equivalents at February 1                                          9,070,976                    7,415,375
- ------------------------------------------------------------------------------------------------------------------------
Cash and cash equivalents at July 31                                           $10,398,142                  $ 5,678,113
========================================================================================================================




                       SUPPLEMENTAL CASH FLOW INFORMATION

Cash paid during the period for:
   Interest                                                                     $  169,594                  $    89,625
   Income taxes                                                                 $2,170,857                  $ 2,005,722
========================================================================================================================

</TABLE>



See accompanying notes to condensed consolidated financial statements.


                                       -4-

<PAGE>

                               MET-PRO CORPORATION

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS




NOTE 1 - BASIS OF PRESENTATION

In the opinion of management, the accompanying unaudited condensed financial
statements contain all adjustments necessary to present fairly the financial
position as of July 31, 1997 and the results of operations for the three-month
and six-month periods ended July 31, 1997 and 1996 and the statement of cash
flows for the six-month periods then ended. The results of operations for the
three-month and six-month periods ended July 31, 1997 are not necessarily
indicative of the results to be expected for the full year.

Margolis & Company P.C. the Company's auditors, has performed a limited review
of the financial information included herein. Their report on such review
accompanies this filing.

Certain information and footnote disclosures normally included in the financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted. It is suggested that these financial statements
should be read in conjunction with the financial statements and notes thereto
included in the Company's Annual Report on Form 10-K filed for the year ended
January 31, 1997.



NOTE 2 - PRO-FORMA INFORMATION

In connection with the Company's acquisition of Strobic Air in September, 1996,
the pro-forma results of operations for the six-month period ended July 31, 1996
would have been as follows, if the acquisition had been made as of February 1,
1996:


Net sales                                            $ 30,095,145
Income before taxes on income                           4,883,494
Net income                                              2,937,704


Earnings per share                                   $        .42



NOTE 3 - INVENTORIES

Inventories were comprised of the following:


                                        July 31,                 January 31,
                                          1997                      1997     
                                      -----------                -----------
    Raw material                      $ 5,281,624                $ 4,784,192
    Work in progress                    1,893,489                  1,715,157
    Finished goods                      4,524,597                  4,098,464
                                      -----------                -----------

                                      $11,699,710                $10,597,813
                                      ===========                ===========








                                       -5-

<PAGE>

                                 MET-PRO CORPORATION

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS




NOTE 4 - EARNINGS PER SHARE

In March 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standard (SFAS) No. 128, "Earnings Per Share". SFAS No. 128
will be adopted by the Company as required in the fourth quarter of the year
ended January 31, 1998. Upon adoption of SFAS No. 128, the Company will present
basic earnings per share and diluted earnings per share. Basic earnings per
share will be computed based on the weighted average number of shares
outstanding during the period. Diluted earnings per share will be computed based
on the weighted average number of shares outstanding during the period increased
by the effect of dilutive stock options using the treasury stock method. The
application of SFAS No. 128 will not have an impact on reported earnings per
share for the three-month and six-month periods ended July 31, 1997 and 1996.









































                                       -6-
<PAGE>



                        REPORT OF INDEPENDENT ACCOUNTANTS





To the Board of Directors
Met-Pro Corporation and its Wholly Owned Subsidiaries
Harleysville, Pennsylvania

We have reviewed the accompanying condensed consolidated balance sheet of
Met-Pro Corporation and its wholly owned subsidiaries as of July 31, 1997 and
the related condensed consolidated statements of operations for the three-month
and six-month periods ended July 31, 1997 and 1996 and cash flows for the
six-month periods ended July 31, 1997 and 1996. These financial statements are
the responsibility of the Company's management.

We conducted our reviews in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures to
financial data and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the financial statements taken as a
whole. Accordingly, we do not express such an opinion.

Based on our reviews, we are not aware of any material modifications that should
be made to the accompanying condensed consolidated financial statements for them
to be in conformity with generally accepted accounting principles.

We have previously audited, in accordance with generally accepted auditing
standards, the balance sheet as of January 31, 1997 and the related statements
of operations, stockholders' equity, and cash flows for the year then ended (not
presented herein); and in our report dated February 28, 1997, we expressed an
unqualified opinion on those financial statements. In our opinion, the
information set forth in the accompanying condensed consolidated balance sheet
as of January 31, 1997 is fairly stated, in all material respects, in relation
to the balance sheet from which it has been derived.




                                                    Certified Public Accountants

Bala Cynwyd, Pennsylvania
August 12, 1997















 
                                       -7-

<PAGE>

                               MET-PRO CORPORATION



Item 2.  Management's Discussion and Analysis of the 
         Financial Condition and Results of Operations


Results of Operations:

    Six-months Ended July 31, 1997 vs Six-months Ended July 31, 1996.

Net sales for the six-month period ended July 31, 1997 were $30,779,562 compared
to $28,491,576 for the six-month period ended July 31, 1996, an increase of
$2,287,986 or 8.0%. This increase was due to higher sales in both the Fluid
Handling and the Pollution Control Systems and Allied Equipment segments of the
business, plus the impact of the Strobic Air Corporation ("Strobic Air")
acquisition which was effective July 31, 1996. The length of time required to
design, engineer, manufacture and ship product, especially in the Pollution
Control Systems and Allied Equipment segment of our business, combined with
contract requirements, will cause shipments to vary from quarter to quarter.

The backlog at July 31, 1997 was 37.2% higher compared to the backlog at the
beginning of the fiscal year. Bookings of new orders were 10.4% higher for the
six-month period ended July 31, 1997 than for the six-month period ended July
31, 1996.

Net income for the six-month period ended July 31, 1997 was $3,486,132 compared
to $2,878,458 for the six-month period ended July 31, 1996, an increase of
$607,674 or 21.1%. The increase in net income is related to higher sales volume
of $2,287,986 for the six-month period ended July 31, 1997, plus the improvement
in the gross margin, and the impact of the Strobic Air acquisition.

The gross margin for the six-month period ended July 31, 1997 was 36.9% compared
to 35.0% for the same period last year. The improvement in the gross margin of
1.9% can be attributed to a combination of capacity utilization, product mix and
production efficiencies in both business segments.

Selling expense increased $271,855 during the six-month period ended July 31,
1997 compared to the same period last year. This is due to increased staffing
levels and higher advertising costs which are required to position our
diversified businesses for future growth, plus the impact of the Strobic Air
acquisition. Selling expense as a percentage of sales was 9.0% for the six-month
period ended July 31, 1997, virtually flat compared to the six-month period
ended July 31, 1996.

General and administrative expense was $3,416,994 for the six-month period ended
July 31, 1997 compared to $2,951,178 for the same period last year, an increase
of $465,816. General and administrative expense as a percentage of sales
increased to 11.1% for the six-month period ended July 31, 1997 from 10.4% for
the same period last year. The increase is related primarily to the acquisition
of Strobic Air.

Other income, net, increased $315,876 for the six-month period ended July 31,
1997 compared to the six-month period ended July 31, 1996, due to interest
earned on higher cash balances and a $110,000 gain on the sale of Strobic Air's
former manufacturing facility. Strobic Air relocated its manufacturing
operations from Bensalem, PA to Harleysville, PA during the second quarter of
this fiscal year.

The effective tax rate for the six-month period ended July 31, 1997 was 39.0%
compared to 39.5% for the six-month period ended July 31, 1996. The change in
the effective tax rate had virtually no effect on earnings per share.

     Three-months Ended July 31, 1997 vs Three-months Ended July 31, 1996.

Net sales for the three-month period ended July 31, 1997 were $15,866,826
compared to $14,759,594 for the three-month period ended July 31, 1996, an
increase of $1,107,232 or 7.5%. This increase was attributable to higher sales
in both business segments, combined with the acquisition of Strobic Air which
was effective as of July 31, 1996.


                                       -8-
<PAGE>


                               MET-PRO CORPORATION



Item 2.  Management's Discussion and Analysis of the 
         Financial Condition and Results of Operations continued...


Net income for the three-month period ended July 31, 1997 was $1,789,765
compared to $1,457,021 for the three-month period ended July 31, 1996, an
increase of $332,744 or 22.8%. The increase is related to higher sales and the
impact of the Strobic Air acquisition.

The gross margin for the three-month period ended July 31, 1997 was 35.7%
compared to 33.9% for the same period last year. The improvement in the gross
margin can be attributed to a combination of improved capacity utilization,
product mix, and production efficiencies in both business segments.

Selling expenses increased $140,113 during the three-month period ended July 31,
1997 compared to the same period last year. As a percentage of net sales,
selling expense increased to 8.8% for the three-month period ended July 31, 1997
from 8.5% for the three-month period ended July 31, 1996. The increase is due
primarily to increased staffing levels in operations, plus the acquisition of
Strobic Air.

General and administrative expense was $1,715,554 during the three-month period
ended July 31,1997 compared to $1,447,663 during the three-month period July 31,
1996, an increase of $267,891. General and administrative expense for the
three-month period ended July 31, 1997 increased to 10.8% of net sales compared
to 9.8% for the same period last year. The increase is related primarily to the
acquisition of Strobic Air.

Other income, net was $377,573 for the three-month period ended July 31, 1997
compared to $105,670 for the three-month period ended July 31, 1996, an increase
of $271,903. The increase results principally from the $110,000 gain on the sale
of Strobic Air's property and the interest earned on higher cash balances.

The effective tax rate for the three-month period ended July 31, 1997 was 39.0%
compared to 39.5% for the same period last year. The differential in the
effective tax rate had virtually no effect on earnings per share.


Liquidity:

The Company's cash and cash equivalents was $10,398,142 on July 31, 1997
compared to $9,070,976 on January 31, 1997, an increase of $1,327,166. This
increase is the net result of positive cash flow provided by operating
activities totalling $4,267,574, proceeds received from the exercise of stock
options of $430,425, proceeds received from the sale of property and equipment
of $668,019, offset by payment of the annual cash dividend amounting to
$1,915,832, payments on long-term debt totalling $791,350, purchase of treasury
stock amounting to $603,865, and investment in property and equipment amounting
to $671,248. The Company's cash flows from operating activities are influenced
by the timing of shipments and negotiated standard payment terms, including
retention associated with major projects.

Accounts receivable (net) amounted to $10,337,999 on July 31, 1997 compared to
$10,570,528 on January 31, 1997, which represents a decrease of $232,529. The
timing and size of shipments, and retainage on contracts, especially in the
Pollution Control Systems and Allied Equipment segment, will influence accounts
receivable balances at any point in time.

Inventories were $11,699,710 on July 31, 1997 compared to $10,597,813 on January
31, 1997, an increase of $1,101,897. Inventory balances fluctuate depending upon
market demand, the size and timing of orders and long lead times required, which
is especially true in the Pollution Control Systems and Allied Equipment segment
of the business.


                                      -9-



<PAGE>

                               MET-PRO CORPORATION


Item 2.  Management's Discussion and Analysis of the 
         Financial Condition and Results of Operations continued...


Current liabilities amounted to $12,074,104 on July 31, 1997 compared to
$11,374,115 on January 31, 1997, an increase of $699,989. Accrued expenses,
payroll and other taxes payable, customer progress payments and the current
portion of long-term debt accounted for $1,117,148 of the increase, offset by a
decrease in accounts payable amounting to $417,159.

The Company has consistently maintained a high current ratio and has not
utilized either the domestic line of credit or the foreign line of credit
totalling $5.0 million, which are available for working capital purposes. Funds,
in general, have exceeded the current needs, and the Company presently foresees
no change in this situation.


Capital Resources and Requirements:

Cash flows provided by operating activities during the six-month period ended
July 31, 1997 amounted to $4,267,574 compared to $2,373,293 in the six-month
period ended July 31, 1996, an increase of $1,894,281. The increase is
attributable to higher sales activity in both business segments, the timing of
the payment of current obligations, customers' advances on projects in process,
offset by higher inventory balances.

Cash flows used in investing activities during the six-month period ended July
31, 1997 amounted to $3,229 compared to $1,136,135 for the six-month period
ended July 31, 1996. The Company's investing activities for the six-month period
ended July 31, 1997 represent the acquisition of property, plant and equipment
in the combined operations, offset by proceeds received from the sale of
property and equipment  associated with Strobic Air which were consolidated with
existing facilities in Harleysville, PA.

Financing activities during the six-month period ended July 31, 1997 utilized
$2,880,622 of available resources compared to $2,989,800 for the six-month
period ended July 31, 1996. The 1997 activity is the result of the payment of
the annual cash dividend amounting to $1,915,832, reduction of long-term debt
totalling $791,350, plus the purchase of treasury stock totalling $603,865,
offset by proceeds from the exercise of stock options totalling $430,425.

On February 24, 1997, the Board of Directors declared a $.27 per share annual
cash dividend (compared to the $.22 per share cash dividend paid in April, 1996,
as adjusted for a 3-for-2 stock split declared on June 5, 1996) payable on April
25, 1997 to stockholders of record on April 11, 1997. The dividend paid on the
Common Stock represented 31.4% of the prior fiscal year earnings.

Consistent with past practices, the Company will continue to invest in new
product development programs, and make capital expenditures to support the
on-going operations during the coming year. The Company expects to finance all
capital expenditure requirements through cash flows generated from operations.












                                      -10-

<PAGE>


                               MET-PRO CORPORATION


Item 2.  Management's Discussion and Analysis of the 
         Financial Condition and Results of Operations continued...


Other Matters:

The Private Securities Litigation Reform Act of 1995 provides a "safe harbor"
for forward-looking statements. Certain information included in this document
and other materials filed or to be filed with the Securities and Exchange
Commission (as well as information included in oral or other written statements
made or to be made by the Company) contains statements that are forward-looking.
Such statements may relate to plans for future expansion, business development
activities, other capital spending, financing, or the effects of regulation and
competition. Such information involves important risks and uncertainties that
could significantly affect anticipated results in the future and, accordingly,
such results may differ from those expressed in any forward-looking statements
made by or on behalf of the Company. These risks and uncertainties include, but
are not limited to, those relating to product development activities, dependence
on existing management, global economic and market conditions, and changes in
federal or state laws.











































                                      -11-

<PAGE>

                               MET-PRO CORPORATION



PART II - OTHER INFORMATION


Item 6(b).  Reports on Form 8-K
    There were no reports on Form 8-K filed for the six-month period ended July
    31, 1997.







                                   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.






                               Met-Pro Corporation
                               ------------------------
                               (Registrant)


August 25, 1997                /S/ William L. Kacin
                               ------------------------
                               William L. Kacin,
                               President,
                               Chief Executive Officer and Director



















                                      -12-

<TABLE> <S> <C>

<ARTICLE>  5
       
<S>                                                          <C>
<PERIOD-TYPE>                                                 6-MOS
<FISCAL-YEAR-END>                                             JAN-31-1998
<PERIOD-END>                                                  JUL-31-1997
<CASH>                                                         10,398,142
<SECURITIES>                                                            0
<RECEIVABLES>                                                  10,337,999
<ALLOWANCES>                                                      248,570
<INVENTORY>                                                    11,699,710
<CURRENT-ASSETS>                                               34,310,276
<PP&E>                                                         26,061,090
<DEPRECIATION>                                                 12,286,458
<TOTAL-ASSETS>                                                 57,088,367
<CURRENT-LIABILITIES>                                          12,074,104
<BONDS>                                                         4,477,156
<COMMON>                                                          713,862
                                                   0
                                                             0
<OTHER-SE>                                                     40,810,731
<TOTAL-LIABILITY-AND-EQUITY>                                   57,088,367
<SALES>                                                        30,779,562
<TOTAL-REVENUES>                                               30,779,562
<CGS>                                                          19,424,561
<TOTAL-COSTS>                                                  25,619,660
<OTHER-EXPENSES>                                                        0
<LOSS-PROVISION>                                                        0
<INTEREST-EXPENSE>                                                175,247
<INCOME-PRETAX>                                                 5,714,971
<INCOME-TAX>                                                    2,228,839
<INCOME-CONTINUING>                                             3,486,132
<DISCONTINUED>                                                          0
<EXTRAORDINARY>                                                         0
<CHANGES>                                                               0
<NET-INCOME>                                                    3,486,132
<EPS-PRIMARY>                                                         .49
<EPS-DILUTED>                                                         .49
        


</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission