<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------
FORM 10-QSB
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES ACT OF 1934
For the Quarterly Period Ended March 31, 1997 Commission file number 0-14427
----------------
LA-MAN CORPORATION
(Exact name of registrant as specified in its charter)
NEVADA 38-2286268
- ---------------------------- -----------------------
(State or other jurisdiction (I.R.S. Employer
of incorporation or other Identification Number)
organization)
5029 EDGEWATER DRIVE, ORLANDO, FLORIDA 32810 (407) 521-7477
(Address, including zip code, and telephone number, including area code, of
registrant's office)
----------------
Indicate by check mark whether the registrant (1) has filed all reports to be
filed by Section 13 or 15(d) of the Securities 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. [x] Yes [ ] No
As of May 2, 1997, 3,301,598 shares of Common Stock were outstanding.
<PAGE>
PART I - FINANCIAL INFORMATION
LA-MAN CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEET
(Unaudited)
<TABLE>
<CAPTION>
March 31,
1997
----------
<S> <C>
ASSETS
Current Assets:
Cash $ 116,344
Accounts receivable, net 2,380,650
Inventories 1,091,717
Prepaid expenses 267,130
Deferred tax assets 125,000
Costs and estimated earnings in excess of billings
on uncompleted contracts 19,347
----------
Total current assets 4,000,188
----------
Property, plant and equipment, net 2,640,870
----------
Other assets:
Intangibles, net 2,204,822
Deferred tax assets 150,000
Other 389,964
----------
Total other assets 2,744,786
----------
$9,385,844
==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 610,955
Accrued expenses 908,245
Customer deposits 559,780
Deferred income 28,800
Current portion of long-term liabilities 482,353
----------
Total current liabilities 2,590,133
Long-term liabilities:
Long-term debt, less current portion 2,395,740
Deferred income 19,953
Obligations under capital leases, less current portion 26,240
----------
Total liabilities 5,032,066
----------
Stockholders' equity:
Common stock 3,302
Additional paid-in capital 5,784,618
Accumulated deficit (1,434,142)
----------
Total stockholders' equity 4,353,778
----------
$9,385,844
==========
</TABLE>
See accompanying notes to condensed consolidated financial statements.
2
<PAGE>
LA-MAN CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended Three Months Ended
March 31, March 31,
------------------------ -----------------------
1997 1996 1997 1996
----------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Sales $11,626,030 $8,965,254 $3,802,751 $2,814,048
Costs of sales 6,021,752 4,360,915 1,841,592 1,428,976
----------- ---------- ---------- ----------
Gross profit 5,604,278 4,604,339 1,961,159 1,385,072
Operating expenses 4,947,221 4,107,470 1,681,681 1,440,931
----------- ---------- ---------- ----------
Income (loss) from
operations 657,057 496,869 279,478 (55,859)
----------- ---------- ---------- ----------
Other income (expense):
Interest income 79,969 49,523 30,472 19,362
Interest expense (167,276) (145,444) (64,891) (59,172)
Gain (loss) on sales
of assets, net 260,003 10,532 (4,559) (2,000)
Other 3,024 775 2,365 (6,700)
----------- ---------- ---------- ----------
175,720 (84,614) (36,613) (48,510)
----------- ---------- ---------- ----------
Income (loss) from continuing
operations before provision
for income taxes 832,777 412,255 242,865 (104,369)
Deferred tax benefit 140,623 - 11,898 15,140
----------- ---------- ---------- ----------
Income (loss) from
continuing operations 973,400 412,255 254,763 (89,229)
Discontinued operations:
Loss from operations of
discontinued operations (279,928) (327,328) - (147,533)
Provision for losses on
discontinued operations (373,015) - - -
----------- ---------- ---------- ----------
Net income (loss) $ 320,457 $ 84,927 $ 254,763 $ (236,762)
=========== ========== ========== ==========
Income (loss) per share:
Continuing operations $ 0.30 $ 0.15 $ 0.08 $ (0.03)
Discontinued operations (0.20) (0.12) - (0.05)
----------- ---------- ---------- ----------
Net income (loss) per share $ 0.10 $ 0.03 $ 0.08 $ (0.08)
=========== ========== ========== ==========
Weighted average number of
shares outstanding 3,266,329 2,759,890 3,295,930 2,943,577
=========== ========== ========== ==========
</TABLE>
See accompanying notes to condensed consolidated financial statements.
3
<PAGE>
LA-MAN CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended
March 31,
-----------------------------
1997 1996
----------- ---------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 320,457 $ 84,927
Loss from discontinued operations 652,943 327,328
Adjustments for non-cash charges 248,801 310,107
Gain on sales of assets, net (260,003) (10,532)
Changes in assets and liabilities, net of effects of acquisitions
and discontinued operations (1,132,107) (458,058)
----------- ---------
Net cash provided by (used for) continuing operating activities
(169,909) 253,772
----------- ---------
Net cash used for discontinued operating activities (242,912) (403,998)
----------- ---------
Cash flows from investing activities:
Capital expenditures (224,913) (344,956)
Payment for purchase of DBI, net of cash acquired of $59,820 - (409,748)
Proceeds from sales of assets 343,643 10,532
Other (2,087) (136,276)
----------- ---------
Net cash provided by (used for) investing activities 116,643 (880,448)
----------- ---------
Cash flows from financing activities:
Proceeds from sale of common stock - 10,000
Proceeds from exercise of common stock warrants 18,750 248,063
Net increase in revolving line of credit 375,100 264,117
Net increase (decrease) in long-term debt (80,638) 167,032
Payments on capital lease obligations (13,417) (23,069)
----------- ---------
Net cash provided by financing activities 299,795 666,143
----------- ---------
Increase (decrease) in cash 3,617 (364,531)
Cash, beginning of period 112,727 364,531
----------- ---------
Cash, end of period $ 116,344 $ -0-
=========== =========
Supplemental non-cash investing and financing activities:
Issuance of common stock for purchase of DBI $ - $1,100,000
Issuance of convertible note payable for purchase of DBI - 750,000
Issuance of Common Stock For 401(k) matching contributions 55,588 45,588
Issuance of notes payable for DBI purchase price adjustment 600,476 -
</TABLE>
See accompanying notes to condensed consolidated financial statements.
4
<PAGE>
LA-MAN CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - BASIS OF PRESENTATION
The financial information included herein is unaudited and does not
include all of the information and disclosures required by generally accepted
accounting principles; however, such information reflects all adjustments
(consisting solely of normal recurring adjustments) which are, in the opinion
of management, necessary for a fair presentation of the Company's financial
position and results of operations for the interim periods. Certain
reclassifications have been made in the 1996 financial statements to conform to
the 1997 presentation. This report should be read in conjunction with the
Consolidated Financial Statements included in the Company's Annual Report on
Form 10-KSB for the year ended June 30, 1996.
The results of operations for the nine months and three months ended
March 31, 1997 are not necessarily indicative of the results to be expected for
the full year.
In September 1995, the Company completed the purchase of Don Bell
Industries, Inc. ("DBI"). The operating results of DBI are included in the
Company's consolidated results of operations from the date of acquisition.
NOTE 2 - INVENTORIES
Inventories at the end of interim periods are based on perpetual
inventory records. Inventories consist of the following at March 31, 1997:
Raw materials and work in progress $ 931,438
Finished goods 160,279
----------
$1,091,717
==========
NOTE 3 - UNCOMPLETED CONTRACTS
The costs and estimated earnings in excess of billings on uncompleted
contracts consists of the following at March 31, 1997:
Costs incurred on uncompleted contracts $41,621
Estimated earnings 13,468
-------
55,089
Billings to date (35,742)
-------
$19,347
=======
5
<PAGE>
NOTE 4 - REVOLVING LINE OF CREDIT
The Company has a $500,000 revolving bank line of credit. Advances on
the credit line carry an interest rate of 1% over prime. The line of credit
matures December 27, 1997, and is collateralized by property, accounts
receivable and inventory. The agreement has covenants which require the
Company to maintain certain financial and operating ratios, including tangible
net worth and interest coverage ratio requirements. At March 31, 1997, the
Company had outstanding advances on this line of credit of $375,100, which are
included in the current portion of long-term liabilities.
NOTE 5 - LEGAL PROCEEDINGS AND DISCONTINUED OPERATIONS
In November 1996, the contracts between MCI Telecommunications, Inc.
("MCI") and Vision Trust Marketing, Inc. ("VTM") for marketing MCI long-distance
services were abruptly terminated by MCI. The contract for commercial customers
was originally executed in 1994 and was restated and extended for a new five-
year term in May 1996. This contract revision had been proposed by MCI in
September 1995 and discussed with VTM over a period of eight months. In
reliance on the new contract, VTM invested heavily in staff, facilities and
equipment in anticipation of significant commissions as a result of enhancements
in the revised contract. A lawsuit was filed by VTM on April 16, 1997 seeking
the recovery of damages from MCI.
Because VTM is no longer contracted to market MCI long distance services,
its sole line of business, the Company discontinued the operations of VTM in
December 1996. Included in the Company's consolidated balance sheet at March 31,
1997, are VTM's current liabilities of $106,000. The current liabilities include
an accrual providing for aggregate losses on discontinued operations in the
amount of $83,000. Losses totaling $284,000 for the write-down of VTM's assets
to net realizable value were recognized in December 1996.
In August 1996, the Company discontinued the operations of Heritage
Packaging Services, Inc. ("Heritage"), its package wholesaling subsidiary and
recorded an accrual at June 30, 1996 providing for aggregate losses on
discontinued operations in the amount of $115,000. At December 31, 1996, all
costs associated with this discontinuance had been incurred and $39,985 that
remained accrued for aggregate losses on this discontinuance were recorded as
income and netted with VTM's discontinuance accrual.
In summary, the provision for losses on discontinued operations for the
nine months ended March 31, 1997 consists of the following:
<TABLE>
<CAPTION>
<S> <C>
Loss on write-down of VTM assets to net realizable value $284,000
Losses incurred during wind-down of VTM 46,000
Provision for additional losses on discontinuance of VTM 83,000
Reversal of provision for losses on discontinuance of Heritage (39,985)
--------
$373,015
========
</TABLE>
6
<PAGE>
NOTE 6 - CAPITAL STOCK
On July 12, 1996, the Company authorized a 5 percent stock dividend,
which was issued August 7, 1996 to holders of record on July 26, 1996. The
dividend resulted in the issuance of an additional 152,768 shares of the
Company's common stock. Net income per share for the nine months and three
months ended March 31, 1996 has been retroactively restated to reflect the
effect of this stock dividend.
On September 27, 1996, a total of 52,521 warrants to purchase common
stock were exercised at a price of $.357 per share for cash proceeds to the
Company of $18,750. In addition, for the nine months ended March 31, 1997,
37,644 shares of common stock valued at $55,309 were issued for the Company's
401(k) Plan's matching contribution.
On December 31, 1996, a purchase price adjustment was required on the DBI
acquisition resulting in 8% notes payable being issued and a reduction in
additional paid-in capital of $600,476.
(THE REMAINDER OF THE PAGE INTENTIONALLY LEFT BLANK)
7
<PAGE>
LA-MAN CORPORATION AND SUBSIDIARIES
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
----------------------------------------------------------
CONDITION AND RESULTS OF OPERATIONS
-----------------------------------
The following discussion should be read in conjunction with management's
discussion and analysis of financial condition and results of operations set
forth in the Company's Annual Report on Form 10-KSB for the year ended June 30,
1996, filed with the Securities and Exchange Commission on September 26, 1996,
which discussion is incorporated herein by reference.
Except for the historical information contained herein, the matters
addressed in this Quarterly Report on Form 10-QSB may constitute
"forward-looking statements" within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of
1934, as amended. Such forward-looking statements are subject to a variety of
risks and uncertainties that could cause actual results to be different
materially from those anticipated by the Company's management. The Private
Securities Litigation Reform Act of 1995 (the "1995 Act") provides certain "safe
harbor" provisions for forward-looking statements. All forward-looking
statements made in this Quarterly Report on Form 10-QSB are made pursuant to the
1995 Act. For more information on the potential factors which could affect the
Company's financial results, reference should be made to the Company's filings
with the Securities and Exchange Commission, including the Company's Annual
Report on Form 10-KSB for the fiscal year ended June 30, 1996.
NINE MONTHS ENDED MARCH 31, 1997 VS. MARCH 31, 1996
- ---------------------------------------------------
The Company's consolidated sales of $11,626,000 for the nine months ended
March 31, 1997 increased $2,661,000 or 30% over the prior period as a result of
increased volume in the sales of both custom and institutional signs as well as
the inclusion of Don Bell Industries for the full period in 1997, compared with
only seven months activity in 1996, after its acquisition in September 1995.
Gross profits for the first nine months are up $1,000,000 over the prior year as
a result of these increased sales.
Operating income increased by $160,000 over the prior period from
$497,000 in 1996 to $657,000 in 1997. The increase in operating expenses of
$840,000 results mainly from expansion of the institutional sign marketing staff
and facilities and inclusion of Don Bell Industries for the full nine month
period in 1997.
Income from continuing operations of $973,000 for the nine months ended
March 31, 1997, increased $561,000 over the prior period. In addition to the
increased operating income, this increase includes a $260,000 gain on the sale
of billboards and the realization of a deferred tax asset of $140,000.
Earnings per share from continuing operations of $.30 for the nine months
ended March 31, 1997, increased from $.15 in the prior period. Net income per
share, after the effects of discontinued operations, increased to $.10 per share
from $.03 in the prior period. The increased earnings per share from the
increased earnings was somewhat offset by the weighted average shares
outstanding increasing from 2,760,000 shares for the nine months ended March 31,
1996 to 3,266,000 shares for the nine Months ended March 31, 1997. This increase
in the weighted averages number of shares outstanding diluted earnings per share
from continuing operations for the nine months ended March 31, 1997, by $.05 per
share.
The Company is currently operating two segments: filtration
manufacturing, and sign marketing and manufacturing subsequent to the
discontinuance of Heritage Packaging Services, Inc. in June 1996, and Vision
Trust Marketing, Inc. in December 1996.
The filtration division's sales of $1,213,000 for the nine months ended
March 31, 1997, was a decrease of $14,000 or 1% from the same period in 1996,
with gross profit decreasing to $681,000 from $763,000 due to increased raw
material and production costs. January price increases that were intended to
8
<PAGE>
counteract these increased costs have not yet improved gross profit percentages
to the prior period levels. Operating expenses for this division during the nine
months ended March 31, 1997, were $362,000, the same as the nine months ended
March 31, 1996. Operating expenses would have decreased if not for the
filtration division absorbing $26,000 in additional overhead during the nine
months ended March 31, 1997 that had previously been absorbed by the wholesale
packaging division that was discontinued in June 1996. The drop in gross profit
combined with the constant operating expenses resulted in a decrease in
operating income from $402,000 to $319,000. The Company has recently adopted a
new marketing strategy for the filtration division that is expected to
significantly increase sales and profits at the division in future periods.
The institutional sign marketing division's sales of $5,322,000 for the
nine months ended March 31, 1997, increased $749,000 or 16% from the same period
in 1996 as a result of an increase in the size of the division's sales staff and
a wider variety of institutional customers. The increased sales, combined with
a 1% increase in gross profit percentage, advanced gross profit for the nine
months ended March 31, 1997, to $3,177,000 from $2,680,000 for the same period
of 1996, an increase of $497,000 or 19%. Operating expenses for this division
increased $449,000 from $2,169,000 for the nine months ended March 31, 1996, to
$2,618,000 for the same period in 1997 as a result of expansion of the
facilities and the addition of sales personnel which have contributed to
increased sales. The changes in gross profit and operating expenses combined to
increase operating income from $510,000 for the nine months ended March 31,
1996, to $559,000 for the nine months ended March 31, 1997.
The results of operations for the nine months ended March 31, 1997,
include the operations of Don Bell Industries, Inc. (" DBI"), the custom sign
manufacturing division, which was acquired in September 1995, and accounted for
as a purchase transaction. DBI's operating results for the nine months ended
March 31, 1997, and the seven months ended March 31, 1996, are as follows
(dollars in thousands):
<TABLE>
<CAPTION>
1996 1997
------ ------
<S> <C> <C>
Sales $3,164 $5,090
Cost of Sales 2,003 3,344
------ ------
Gross Profit 1,161 1,746
Operating Expenses 946 1,290
------ ------
Income from Operations 215 456
Interest Income 29 54
Interest Expense (127) (148)
Gain on Sale of Assets, net 8 261
------ ------
Income Before Income Taxes $ 125 $ 623
====== ======
</TABLE>
The increases from 1996 to 1997 are primarily caused by the additional
two months of operations included in 1997. In addition to the differing period,
sales and gross profit have increased over 1996 as a result of a major sign
contract and more rigorous cost analysis prior to the acceptance of contracts.
The increase in the gain on the sale of assets results from a one-time gain of
$265,000 recognized on the sale of three billboards during November 1996.
Corporate operating expenses increased approximately 7% to $677,000 for
the nine months ending March 31, 1997 from $630,000 for the same period in 1996
primarily due to the accrual of bonuses anticipated to be payable for the year
ending June 30, 1997 under various employment agreements.
9
<PAGE>
THREE MONTHS ENDED MARCH 31, 1997 VS. MARCH 31, 1996
- ----------------------------------------------------
The Company's consolidated sales of $3,803,000 for the three months ended
March 31, 1997, increased $989,000 or 35% over the prior period. Operating
income of $279,000 represented an increase of $335,000 from the prior period's
operating loss of $56,000. Income from continuing operations of $255,000
increased $344,000 over the three months ended March 31, 1996. Net income of
$255,000 in 1997 was an increase of $492,000 from the loss of $237,000 in 1996.
These improvements in operations were a result of increased sales and gross
margin percentages at both the institutional and custom sign divisions.
Earning per share from continuing operations of $.08 for the three months
ended March 31, 1997, increased from a loss of $.03 in the prior period. Net
income per share, after the effects of discontinued operations, was $.08
compared to a net loss per share of $.08 in 1996. The increase in earnings per
share results from the increase in earnings with the increase in weighted
average number of shares outstanding having little effect.
The filtration division's sales of $408,000 for the three months ended
March 31, 1997 dropped from $439,000 in the prior period, with gross profit
decreasing to $218,000 from $269,000 due to increased raw material and
production costs.
The institutional sign marketing division's sales of $1,694,000 increased
$364,000 or 27% from the three months ended March 31, 1996 to the three months
ended March 31, 1997 and gross profits increased to $1,027,000 from $790,000, an
increase of $237,000 or 30%. The increased sales are a direct result of the
addition of several sales positions at the division as well as marketing efforts
to a wider variety of institutional customers including nursing homes and
funeral homes. The gross profit increase results not only from the sales
increases, but also from a 1% increase in overall gross profit percentage as a
result of a more profitable product mix in the current year versus 1996.
The custom sign manufacturing division's sales of $1,700,000 for the
three months ended March 31, 1997, increased from $1,045,000 in the prior
period, with gross profit increasing to $716,000 from $326,000. The $655,000
increase in sales includes change orders approved during the quarter on a major
sign contract as well as the completion of several other large projects during
the period. Sales in the prior year were hampered by poor weather which was not
a significant obstacle in 1997. The $390,000 improvement in gross profit was a
result of the increased sales as well as an overall improvement of the gross
profit percentage from 31% for the three months ended March 31, 1996 to 42% for
the three months ended March 31, 1997. The improvement in gross profit
percentage was driven by the approval of the third quarter change order for
which most costs had previously been incurred as well as more rigorous cost
analysis prior to the acceptance of contracts.
Consolidated operating expenses of $1,682,000 represent an increase of
$241,000 or 17% as compared to the prior period. The majority of the increase,
$168,000, derives from the institutional sign division's expansion of facilities
and addition of several sales positions, and $75,000 from the accrual of bonuses
anticipated to be payable for the year ending June 30, 1997 under various
employment agreements.
10
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
Net cash used for continuing operating activities in the nine month
period ending March 31, 1997, was $170,000. Net income from continuing
operations contributed $962,000 in cash from operations, net of non-cash charges
and income from the gain on sales of assets. This cash provided was offset by a
$535,000 increase in accounts receivable, a $323,000 increase in inventories
(including costs and estimated earnings in excess of billings on uncompleted
contracts), and a $293,000 reduction in accounts payable and accrued
liabilities. These changes in accounts receivable, inventories and accounts
payable are a result of the overall increase in sales as well as the completion
of and final billing on a major custom sign contract. Net cash used in the
operation and wind-down of discontinued operations was $243,000 for the nine
months ended March 31, 1997.
Net cash provided by investing activities during the nine months ended
March 31, 1997, was $117,000. A one time sale of three billboards in November
1996 provided $344,000 in cash from investing activities while various capital
expenditures of $225,000 used cash from investing activities.
Net cash provided by financing activities was $300,000 for the nine
months ended March 31, 1997. Cash used for financing activities consists of
payments against long-term debt and capital lease obligations totaling $94,000.
Cash provided by financing activities consists of $19,000 in proceeds from the
exercise of common stock warrants and $375,000 in borrowings against the line of
credit. As of May 2, 1997, the company's $500,000 revolving line of credit was
fully repaid.
The majority of the Company's long-term debt matures over the next four
fiscal years resulting in future estimated principal payments of $288,000 in
1998, $527,000 in 1999, $390,000 in 2000 and $1,042,000 in 2001. The company
has engaged a corporate and industrial bond specialist and has had discussions
with several financial institutions to refinance the corporate debt over a
longer term and at lower interest rates. If such refinancing is successful, the
resulting increase in the amortization period of the debt will improve cash flow
in future periods.
11
<PAGE>
PART II - OTHER INFORMATION
---------------------------
ITEM 1. LEGAL PROCEEDINGS.
- ----------------------------
As discussed in Note 5 to the Condensed Consolidated Financial Statements
included in Part I of the Report, the Company filed a lawsuit on April 16, 1997
in a dispute with MCI Telecommunications, Inc.
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.
- ----------------------------------------------------------
Not applicable.
ITEM 5. OTHER INFORMATION.
- --------------------------
Not applicable.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
- ------------------------------------------
Not applicable.
12
<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.
LA-MAN CORPORATION
Date: May 2, 1997 By: /s/ J. William Brandner
-----------------------------------
J. William Brandner,
President & Chief Executive Officer
By: /s/ Todd D. Thrasher
-----------------------------------
Todd D. Thrasher, Vice President
& Treasurer, Chief Financial Officer
and Chief Accounting Officer
13
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM 10-QSB AND
IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C> <C>
<PERIOD-TYPE> 9-MOS 3-MOS
<FISCAL-YEAR-END> JUN-30-1997 JUN-30-1997
<PERIOD-START> JUL-01-1996 JAN-01-1997
<PERIOD-END> MAR-31-1997 MAR-31-1997
<CASH> 116,344 116,344
<SECURITIES> 0 0
<RECEIVABLES> 2,506,815 2,506,815
<ALLOWANCES> 126,165 126,165
<INVENTORY> 1,091,717 1,091,717
<CURRENT-ASSETS> 4,000,188 4,000,188
<PP&E> 5,350,401 5,350,401
<DEPRECIATION> 2,709,531 2,709,531
<TOTAL-ASSETS> 9,385,844 9,385,844
<CURRENT-LIABILITIES> 2,590,133 2,590,133
<BONDS> 2,878,093 2,878,093
0 0
0 0
<COMMON> 3,302 3,302
<OTHER-SE> 4,350,476 4,350,476
<TOTAL-LIABILITY-AND-EQUITY> 9,385,844 9,385,844
<SALES> 11,626,030 3,802,751
<TOTAL-REVENUES> 11,626,030 3,802,751
<CGS> 6,021,752 1,841,592
<TOTAL-COSTS> 4,947,221 1,681,681
<OTHER-EXPENSES> 0 0
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 167,276 64,891
<INCOME-PRETAX> 832,777 242,865
<INCOME-TAX> (140,623) (11,898)
<INCOME-CONTINUING> 973,400 254,763
<DISCONTINUED> (652,943) 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 320,457 254,763
<EPS-PRIMARY> .10 .08
<EPS-DILUTED> .10 .08
</TABLE>
