INTERNATIONAL AMERICAN HOMES INC
10-Q, 1996-11-14
OPERATIVE BUILDERS
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================================================================================

                     SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C.  20549


                                   FORM 10-Q


(Mark One)

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

              For the quarterly period ended  September 30, 1996

                                      OR

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

              For the transition period from            to
                                             ----------    ----------

                        Commission File Number 0-13800


                      INTERNATIONAL AMERICAN HOMES, INC.
            (Exact name of registrant as specified in its charter)


           DELAWARE                                   22-2472608
(State or other jurisdiction of                    (I.R.S. Employer
 incorporation or organization)                  Identification Number)

                4640 FORBES BOULEVARD, LANHAM, MARYLAND  20706
              (Address of principal executive offices) (Zip Code)

      Registrant's telephone number, including area code:  (301) 306-5306

                                NOT APPLICABLE
  (Former name, former address and former fiscal year, if changed since last
                                    report)

Indicate  by  check  mark  whether  the  registrant  (1)  has filed all reports
required to be filed by Section 13 or 15(d) of the Securities  Exchange  Act of
1934  during  the  preceding  12  months  (or  for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.   Yes   X    No
                                                -----     -----

               APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                 PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate  by  check mark whether the registrant has  filed  all  documents  and
reports required  to  be  filed  by  Section 12, 13, or 15(d) of the Securities
Exchange Act of 1934 subsequent to the  distribution of securities under a plan
confirmed by a court.  Yes   X   No
                           -----    -----

As of October 31, 1996, the number of shares  outstanding  of  the registrant's
common stock, par value $.01, was 2,734,395.

================================================================================

                           Total number of pages: 16
<PAGE>



                      INTERNATIONAL AMERICAN HOMES, INC.

                                AND SUBSIDIARIES
                                ----------------

                                     INDEX

                                                                           PAGE
                                                                           ----
Part I.    Financial Information:

  Item 1.    Consolidated Financial Statements

             Consolidated Balance Sheets (Unaudited) as of September 
             30, 1996 and March 31, 1996......................................3

             Consolidated Statements  of Income and Retained Earnings 
             (Unaudited) for the three months ended September 30, 1996 
             and September 30, 1995...........................................5

             Consolidated Statements of Income and Retained  Earnings  
             (Unaudited)  for the six months ended September 30, 1996 
             and September 30, 1995...........................................6

             Consolidated Statements of Cash Flows (Unaudited) for the 
             six months ended September 30, 1996 and 1995.....................7

             Notes to Consolidated Financial Statements (Unaudited)...........8

  Item 2.    Management's Discussion and Analysis of Financial 
             Condition and Results of Operations.............................11


Part II.   Other Information:

  Item 4.    Submission of Matters to a Vote of Security holders.............15

  Item 6.    Exhibits and Reports on Form 8-K................................15

Signatures...................................................................16


                                     Page 2
<PAGE>

Part I.Financial Information


                                    ITEM 1

                       CONSOLIDATED FINANCIAL STATEMENTS



                      INTERNATIONAL AMERICAN HOMES, INC.
                               AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS
                            (Dollars in thousands)
                                  (Unaudited)


                                    ASSETS

<TABLE>
<CAPTION>
                                                     September 30, 1996    March  31, 1996
                                                     ------------------    ---------------
<S>                                                  <C>                   <C>       
CASH AND SHORT-TERM INVESTMENTS                                   1,393          $   1,764
  ($567  and $550 restricted)
RECEIVABLES                                                       1,351              1,223
REAL ESTATE INVENTORY                                            23,886             21,860
COLLATERAL FOR BONDS PAYABLE                                      5,450              5,871
PROPERTY AND EQUIPMENT - less accumulated                           134                172
  depreciation of $269 and $223
OTHER ASSETS                                                        745                637
                                                     ------------------    ---------------

      TOTAL ASSETS                                             $ 32,959           $ 31,527
                                                     ==================    ===============
</TABLE>

  The accompanying notes to consolidated financial statements are an integral
                           part of these statements.

                                     Page 3
<PAGE>


                      INTERNATIONAL AMERICAN HOMES, INC.
                               AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS
                            (Dollars in thousands)
                                  (Unaudited)


                     LIABILITIES AND STOCKHOLDERS' EQUITY

<TABLE>
<CAPTION>
                                                          September 30, 1996    March 31, 1996
                                                          ------------------    --------------
<S>                                                       <C>                   <C>
MORTGAGE NOTES AND LOANS PAYABLE
  Construction and mortgage notes secured by real estate            $ 13,707          $ 13,785
     inventory
  Other notes payable                                                      -                29
                                                          ------------------    --------------
                                                                      13,707            13,814
BONDS PAYABLE                                                          5,268             5,660
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES                               6,737             5,362
CUSTOMER DEPOSITS                                                        318               237
                                                          ------------------    --------------
   Total Liabilities                                                  26,030            25,073
                                                          ------------------    --------------
PREFERRED STOCK - $.01 par value, 4,000,000 shares                         -                 -
  authorized, none issued
COMMON STOCK - $.01 par value, 10,000,000 shares
  authorized, 2,904,343  and 2,894,343 shares issued
ADDITIONAL PAID-IN CAPITAL                                             2,378             2,348
RETAINED EARNINGS                                                      4,524             4,079
TREASURY STOCK - 169,948 shares                                           (2)               (2)
                                                          ------------------    --------------
Total Stockholders' Equity                                             6,929             6,454
                                                          ------------------    --------------

      TOTAL LIABILITIES AND                                         $ 32,959          $ 31,527
      STOCKHOLDERS' EQUITY
                                                          ==================    ==============
</TABLE>


  The accompanying notes to consolidated financial statements are an integral
                           part of these statements.


                                     Page 4
<PAGE>


                      INTERNATIONAL AMERICAN HOMES, INC.
                               AND SUBSIDIARIES
            CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS
               (Dollars in thousands, except per share amounts)
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                        Three Months Ended September 30,
                                                        --------------------------------
                                                            1996                  1995
                                                        ----------            ----------
<S>                                                     <C>                   <C>                                  
REVENUES
  Home sales                                              $ 17,870              $ 14,658
  Interest and other income                                    168                   235
                                                        ----------            ----------
                                                            18,038                14,893
                                                        ----------            ----------
COSTS AND EXPENSES
  Cost of home sales                                        15,451                12,776
  Selling, general and administrative                        1,957                 1,670
  Interest                                                     152                   190
  Depreciation                                                  24                    16
                                                        ----------            ----------
                                                            17,584                14,652
                                                        ----------            ----------
INCOME BEFORE INCOME TAXES                                     454                   241
PROVISION FOR INCOME TAXES                                     196                    15
                                                        ----------            ----------                                    
NET INCOME                                                     258                   226
RETAINED EARNINGS, BEGINNING OF PERIOD                       4,266                 3,443
                                                        ----------            ----------
RETAINED EARNINGS, END OF PERIOD                           $ 4,524               $ 3,669
                                                        ==========            ==========

PER SHARE DATA (Primary and Fully Diluted)
  Net income                                                 $ .09                 $ .08
                                                        ==========            ==========
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING
  Primary and fully diluted                              2,734,395             2,724,395
                                                        ==========            ==========
</TABLE>


The accompanying notes to consolidated financial statements are an integral
                         part of these statements.

                                     Page 5
<PAGE>

                     INTERNATIONAL AMERICAN HOMES, INC.
                              AND SUBSIDIARIES
          CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS
              (Dollars in thousands, except per share amounts)
                                (Unaudited)

<TABLE>
<CAPTION>
                                                         Six Months Ended September 30,
                                                        --------------------------------
                                                           1996                  1995
                                                        ----------            ----------
<S>                                                     <C>                   <C>
REVENUES
  Home sales                                              $ 31,777              $ 29,269
  Interest and other income                                    329                   444
                                                        ----------            ----------
                                                            32,106                29,713
                                                        ----------            ----------
COSTS AND EXPENSES 
  Cost of home sales                                        27,443                25,393
  Selling, general and administrative                        3,599                 3,334
  Interest                                                     297                   392
  Depreciation                                                  46                    26
                                                        ----------            ----------
                                                            31,385                29,145
                                                        ----------            ----------
INCOME BEFORE INCOME TAXES                                     721                   568
PROVISION FOR INCOME TAXES                                     276                    35
                                                        ----------            ----------
NET INCOME                                                     445                   533
RETAINED EARNINGS, BEGINNING OF PERIOD                       4,079                 3,136
                                                        ----------            ----------
RETAINED EARNINGS, END OF PERIOD                           $ 4,524               $ 3,669
                                                        ==========            ==========
PER SHARE DATA (Primary and Fully Diluted)
  Net income                                                 $ .16                 $ .20
                                                        ==========            ==========
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING
  Primary and fully diluted                              2,734,395             2,724,395
                                                        ==========            ==========
</TABLE>


 The accompanying notes to consolidated financial statements are an
                 integral part of these statements.

                                     Page 6
<PAGE>

                      INTERNATIONAL AMERICAN HOMES, INC.
                              AND SUBSIDIARIES
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                           (Dollars in thousands)
                                (Unaudited)

<TABLE>
<CAPTION>
                                                        Six Months Ended  September 30,
                                                        --------------------------------
                                                           1996                   1995
                                                        ----------            ----------
<S>                                                     <C>                   <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income                                                 $ 445                 $ 533
Adjustments to reconcile net income to net cash 
  provided by operating activities:
     Depreciation                                               46                    26
  Changes in operating assets and liabilities
     Increase in restricted cash                               (17)                 (127)
     Increase in receivables
     Decrease (Increase) in real estate inventory           (2,026)                  778
     Decrease in collateral for bonds payable                  421                   341
     Increase (Decrease) in accounts payable and 
       accrued liabilities                                   1,375                  (351)
     Increase in customer deposits                              81                    47
     Increase in other assets                                 (108)                   --
                                                        ----------            ----------
                                                                                                                                ---
Net cash  provided by operating activities                      89                 1,009
                                                        ----------            ----------
CASH FLOWS USED IN INVESTING ACTIVITIES:
 Property and equipment, net                                    (8)                  (12)
                                                        ----------            ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
 Proceeds from mortgage notes and loans payable             14,637                15,338
 Payments of mortgage notes and loans payable              (14,744)              (16,357)
 Repayments of bonds payable - finance subsidiaries           (392)                 (331)
 Proceeds from stock options exercised                          30                    --
                                                        ----------            ----------
Net cash used in financing activities                         (469)               (1,350)
                                                        ----------            ----------
NET DECREASE IN CASH AND CASH EQUIVALENTS                     (388)                 (353)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD             1,214                 1,481
                                                        ----------            ----------
CASH AND CASH EQUIVALENTS AT END OF PERIOD                   $ 826               $ 1,128
                                                        ==========            ==========
SUPPLEMENTAL DISCLOSURES OF  CASH FLOW INFORMATION:
 Cash paid during the year for:
  Interest                                                   $ 986               $ 1,131
                                                        ==========            ==========
  Income taxes                                               $ 130                  $ 44
                                                        ==========            ==========
</TABLE>

 The accompanying notes to consolidated financial statements are an
                 integral part of these statements.

                                     Page 7
<PAGE>

                 INTERNATIONAL AMERICAN HOMES, INC.
                          AND SUBSIDIARIES

       NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - UNAUDITED


NOTE 1 - ORGANIZATION AND BASIS OF PRESENTATION

International  American  Homes, Inc. (the "Company") was incorporated
under the laws of the State  of  Delaware  on  April  27,  1983.  The
Company,   through  its  subsidiaries,  designs,  builds,  and  sells
single-family  homes  and  townhomes and develops building lots.  The
Company currently conducts its  building  activities  in Metropolitan
Washington, D.C. and Florida.

The  interim  consolidated  financial  statements have been  prepared
without  audit  and  pursuant to the rules  and  regulations  of  the
Securities and Exchange  Commission.   In  the opinion of management,
all adjustments for interim periods presented  have  been made (which
include  only  normal recurring accruals and deferrals)  for  a  fair
presentation  of   consolidated   financial   position,   results  of
operations,  and  cash  flows.  The consolidated financial statements
and  condensed  notes  should   be   read  in  conjunction  with  the
Consolidated Financial Statements and  Notes  thereto included in the
Company's  latest  Annual Report on Form 10-K.  Results  for  interim
periods are not necessarily  indicative of the results which might be
expected for a full year.

On  April  16, 1990, the Company  and  certain  of  its  wholly-owned
subsidiaries  filed  voluntary petitions for relief under Chapter 11,
Title 11 of the United  States  Bankruptcy  Code in the United States
Bankruptcy  Court  for  the District of New Jersey  (the  "Bankruptcy
Court").  On August 12, 1992,  the  Bankruptcy Court entered an order
confirming the Company's Plan of Reorganization  (the "Plan" or "Plan
of Reorganization").


NOTE 2 - CASH AND CASH EQUIVALENTS

For purposes of the statements of cash flows, the  Company  generally
considers  all  highly  liquid instruments purchased with an original
maturity of three months or less to be cash equivalents.


NOTE 3 - REAL ESTATE INVENTORY

Real estate inventory consists of the following ( in thousands):
<TABLE>
<CAPTION>
                                                              September 30, 1996        March 31, 1996
                                                              ------------------    ------------------
<S>                                                           <C>                   <C>
Accumulated costs of construction completed and in progress              $11,217                $9,595
Land and land development costs                                           11,987                11,504
Land options and deposits                                                    682                   761

                                                              ------------------    ------------------
                                                                         $23,886               $21,860
                                                              ==================    ==================
</TABLE>

From time to time as part  of  the normal operations of the business, 
subsidiaries of the Company have bought lots or land which another 
subsidiary  of the Company was obligated to buy from a third 
party seller or which   the  other  subsidiary of the Company  owned.   
Such transactions were at prices approximating fair market value and 
were not significant.


                                     Page 8
<PAGE>

NOTE  4 - CONDENSED  FINANCIAL  STATEMENTS  OF  CONSOLIDATED  FINANCE
          SUBSIDIARIES
  
The Company's wholly-owned  finance  subsidiaries were established to
sell  collateralized mortgage obligations  through  participation  in
various  multi-builder  bond  programs.   In  these sales, which last
occurred  in 1987, the Company originated and pooled  mortgage  loans
which were  then  pledged  as  collateral  for  bonds  payable.   The
interest rates on the mortgage loans that comprise the collateral for
bonds  payable  roughly equate with the interest rates on the related
bonds payable.

Condensed financial information is as follows (in thousands):

                           Condensed Balance Sheets
                                 (Unaudited)

<TABLE>
<CAPTION>
                                      September 30, 1996      March 31, 1996
                                      ------------------    ------------------    
<S>                                   <C>                   <C>
Assets:
  Collateral for bonds payable                   $ 5,450               $ 5,871
  Other assets                                         9                    30
                                      ------------------    ------------------    
                                                 $ 5,459               $ 5,901
                                      ==================    ==================

Liabilities and Equity:
  Bonds payable                                  $ 5,268               $ 5,660
  Equity and intercompany advances                   191                   241
                                      ------------------    ------------------    
                                                 $ 5,459               $ 5,901
                                      ==================    ==================
</TABLE>



                      Condensed Statements of Operations
                                  (Unaudited)

<TABLE>
<CAPTION>
                                          Six Months Ended September 30,
                                      ----------------------------------------
                                             1996                  1995
                                      ------------------    ------------------    
<S>                                   <C>                   <C>
Revenues                                           $ 271                 $ 362
                                      ==================    ==================
Income before income taxes                           $ 8                  $ 12
                                      ==================    ==================

<CAPTION>
                                          Three Months Ended September 30,
                                      ----------------------------------------
                                             1996                  1995
                                      ------------------    ------------------    
<S>                                   <C>                   <C>
Revenues                                            $134                 $ 180
                                      ==================    ==================
Income before income taxes                           $ 3                   $ 6
                                      ==================    ==================
</TABLE>


                                     Page 9
<PAGE>

NOTE 5 - COMMITMENTS AND CONTINGENCIES

At September 30,  1996,  the  Company had commitments to purchase 723
finished building lots at a total  purchase  price  of  approximately
$27,998,000  over a four-year period.  Substantial deposits  will  be
forfeited if the Company is unable to satisfy these commitments.

The Plan of Reorganization  provides  for  distributions to creditors
equal to 50 percent of future cash flows (as defined in the Plan), if
any, for the periods ending June 30, 1993 through June 30, 1998.  The
Company has calculated the cash flow (as defined in the Plan) for the
period  ended  June 30, 1996 and has determined  that  there  was  no
excess cash flow  (as  defined  in  the  Plan)  for  that  period and
accordingly  no  distribution to creditors was required.  During  the
year  ended  March  31,  1993,  the  Company  estimated  the  initial
liability  for  these  potential   distributions  in  the  amount  of
$1,322,000  and  such  amount is included  in  Accounts  Payable  and
Accrued Liabilities on the accompanying consolidated balance sheets.

The Company is involved  from  time  to time in litigation arising in
the ordinary course of business, none  of which is expected to have a
material adverse effect on the Company's  financial  position  or the
results of operations.


                                    Page 10
<PAGE>

                               ITEM 2

          MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                 CONDITION AND RESULTS OF OPERATIONS


LIQUIDITY AND CAPITAL RESOURCES

The   Company,  through  its  subsidiaries,  obtains  financing  from
commercial  banks  for  a  portion  of the cost of acquiring finished
building lots and for most of the costs of the construction of homes.
This financing is generally available for homes that are subject to a
contract of sale and also for a limited number of homes in advance of
sale.  The Company's loan commitments  as  well  as  current  banking
regulations  limit  the portion of each home that can be financed  to
approximately 75% of  its  value.   Since  the  Company  uses its own
capital  resources  to fund those costs that cannot be financed,  the
Company's future growth  will  be  limited  by  the  amount  of  such
resources.  As  a  result of the use of these financing arrangements,
the Company is currently,  and  expects  to  continue  to  be, highly
leveraged.

The Company's subsidiaries currently have financing agreements in the
aggregate amount of $33,219,000 with commercial banks located  in the
areas  in  which  the  subsidiaries  operate.   The  terms  of  these
financing  agreements  vary, are each for one year or more from their
date of origination (with expiration dates ranging from November 1996
to October 1998) , are generally  guaranteed  by the Company, and are
all  secured  by  the related real estate inventory.   The  Company's
Chairman and President  has agreed to personally guarantee certain of
these obligations up to an  aggregate maximum amount of $14,469,000 .
At  September 30, 1996, the outstanding  principal  amount  of  loans
guaranteed by the Company's Chairman and President was $4,155,000.

The Company generally acquires finished building lots under contracts
which  spread  the time for acquisition of such lots over a period of
time that roughly  coincides with the estimated time required for the
sale of the homes on  those lots.  At September 30, 1996, the Company
had commitments to purchase  723  finished  building  lots at a total
purchase price of approximately $27,998,000 over a four-year  period.
These  commitments  assure  a  continuing supply of finished building
lots in the future.  Substantial  deposits  will  be forfeited if the
Company is unable to satisfy these commitments.

During the year ended March 31, 1996, the Company purchased  a parcel
of  land  in  Greater  Tampa,  Florida  containing  approximately 360
developed and undeveloped lots.  At September 30, 1996,  the  Company
had  substantially  developed  109  of  those  undeveloped  lots into
finished  building  lots.  The  Company  obtained  financing  from  a
commercial  bank  to  fund  a  portion  of  the cost of acquiring and
developing the land.

The Company's short-term liquidity and its ability  to  operate  over
the short term are reasonably assured by the financing agreements  in
place,  by  the  Company's  backlog  of  sales  contracts, and by the
commitments to acquire finished building lots.  The  Company's  long-
term  liquidity  is not affected by any material capital expenditures
but would be impacted  by  the  inability  to  renew  certain  of the
financing  agreements  when they mature.  The strength of the housing
markets in the areas where  the  Company  operates and the ability of
the Company to maintain a continuing supply  of finished building lots
will  also  affect  the  Company's long-term liquidity.    Management
believes  that  the Company  currently  has  adequate  financing  and
liquidity to meet  its financial obligations and will be able to fund
the acquisition and  construction  of  inventory  to  support  modest
growth.   However, there is no assurance that such financing will  be
available to the Company in the future.  In addition, homebuilding is
a cyclical  industry  with  economic  conditions having a substantial
impact on operating performance.

The Plan does not permit the subsidiaries  of  the Company to pay any
dividends  to  the  parent company.  The Plan further  prohibits  the
Company and its subsidiaries  from  acquiring debt securities from or
loaning  or advancing 

                                    Page 11
<PAGE>

any  money to any  other  party  except  in  the  ordinary course  of 
business.  These  restrictions are effective until  August  12,  1998  
and   by   their   nature  require  the  Company's subsidiaries to be 
self-sufficient.  From  time to time,  a subsidiary  of  the  Company 
makes  a  purchase  of  land  or  finished  building  lots from or on  
behalf  of another subsidiary and later resells that land or finished 
building  lots  to  the  latter  on terms that will assure that  the 
accommodation  purchaser  recovers  its  costs.   While  such 
transactions  can  affect  temporarily  the  cash flow of each of the
participating subsidiaries, they do not impact  the overall cash flow
of  the  Company.   The  Plan  further  provides for the  payment  of
distributions to the creditors equal to 50  percent of cash flows (as
defined in the Plan), if any, generated by the Company's subsidiaries
for the periods ending June 30, 1993 through June 30, 1998.  Any such
payment of 50 percent of the cash flow would  be funded from the cash
flow   generated.   Despite  these  requirements  and   restrictions,
management  believes  that  the  Company and each of its subsidiaries
currently   have  adequate  liquidity   to   meet   their   financial
obligations.   However, there is no assurance that these requirements
and restrictions  will  not have an impact on the future liquidity of
the Company or its subsidiaries.

RESULTS OF OPERATIONS

The following table sets  forth  certain  information with respect to
homes delivered and homes sold during the periods  presented, as well
as  homes  sold under contract but not delivered ("Backlog")  at  the
dates shown (dollars in thousands).

<TABLE>
<CAPTION>
                                         Three Months Ended                              Six Months Ended
                                            September 30,                                  September 30,

                                    1996                   1995                    1996                    1995
                                 ----------             ----------              ----------              ----------
<S>                              <C>                    <C>                     <C>                     <C>        
Homes delivered
  Units                                 119                     94                     217                     191
  Home sales revenue               $ 17,870               $ 14,658                $ 31,777                $ 29,269
  Average sales price               $ 150.2                $ 155.9                 $ 146.4                 $ 153.2
Homes sold
  Units                                  81                    103                     208                     181
  Sales value                      $ 12,287                $16,614                $ 31,740                $ 27,538
  Average sales price               $ 151.7                $ 161.3                 $ 152.6                 $ 152.1

<CAPTION>
                                                                                           September 30,
                                                                                ----------------------------------
Backlog                                                                            1996                    1995
                                                                                ----------              ----------
  Units                                                                                133                     111
  Sales value                                                                     $ 25,192                $ 19,294
  Average sales price                                                              $ 189.4                 $ 173.8
</TABLE>

The increase  in  home  sales  revenues  for the three and six months
ended September 30, 1996 compared to the three  and  six months ended
September  30,  1995 results from an increase in the number  of  homes
delivered.   The  decrease  in  the  average  sales  price  of  homes
delivered is attributable  to a greater proportion of homes delivered
being from Greater Tampa, where  prices  are  generally lower than in
Metropolitan Washington, D.C. and increased sales  of  a lower priced
townhome product in Metropolitan Washington, D.C.

The number of homes sold during the three months ended September  30,
1996 and the average sales price of the homes sold during that period
were  both lower when compared with the prior comparable period.  The
decrease  in  the  number  of  homes sold is due to a decrease in the
number of homes sold in  Metropolitan  Washington, D.C.  

                                    Page 12
<PAGE>

The decrease in the average sales price of the homes  sold  is  
attributable  to a larger  proportion  of  sales  in  Greater  Tampa,  
where  prices are generally lower than in Metropolitan Washington, D.C.

The  number  of homes sold during the six months ended September  30,
1996 and the average sales price of the homes sold during that period
were both higher  when  compared with the prior comparable period due
to the increase in the number of homes sold in the first three months
of the fiscal year.

The Backlog at September  30,  1996  and 1995 includes $6,803,000 and
$3,845,000 of contingent contracts, respectively.

THREE MONTHS ENDED SEPTEMBER 30, 1996  COMPARED TO THREE MONTHS ENDED
SEPTEMBER 30, 1995


The following table sets forth, for the  periods  indicated,  certain
information   regarding   the   Company's   operations   (dollars  in
thousands).

<TABLE>
<CAPTION>
                                                                   Three Months Ended  September 30,
                                              ------------------------------------------------------------------------------
                                                             1996                                          1995
                                              --------------------------------              --------------------------------
                                                 Dollars                   %                   Dollars                   %
                                              ----------            ----------              ----------            ----------
<S>                                           <C>                   <C>                     <C>                   <C>
Home sales revenues                             $ 17,870                 100.0                $ 14,658                 100.0
Cost of home sales                                15,451                  86.5                  12,776                  87.2
Gross profit                                       2,419                  13.5                   1,882                  12.8
Selling, general and administrative                1,957                  11.0                   1,670                  11.4
expenses
Income before income taxes                           454                   2.5                     241                   1.6
</TABLE>


Gross profit increased for the three months ended September  30, 1996
compared  to  the  three  months  ended September 30, 1995, and gross
profit as a percentage of home sales  revenue increased from 12.8% to
13.5%.  The increase in gross profits is  due to the increase in home
sales revenue, while the increase in gross  profit as a percentage of
home sales revenue is due primarily to direct cost savings which have
resulted in improved margins.

Selling, general and administrative expenses  for  the  three  months
ended  September  30,  1996  increased  when  compared with the prior
comparable period but decreased as a percentage  of  the related home
sales  revenue.   The increase in selling, general and administrative
expenses  is  due  to  the  increase  in  home  sales  revenue.   The
percentage decrease  in  selling, general and administrative expenses
is due to fixed expenses being absorbed over a larger number of units
delivered.

The change in pre-tax profit for the three months ended September 30,
1996 compared to the three  months  ended September 30, 1995 reflects
the   changes   in   gross  profit  and  in  selling,   general   and
administrative expenses described above.

Interest and other income includes $134,000 and $180,000 and interest
expense includes $131,000 and $174,000 for the three months September
30, 1996 and September  30,  1995,  respectively,  from  wholly-owned
finance   subsidiaries   established   in   prior   years   to   sell
collateralized  mortgage obligations through participation in various
multi-builder bond programs.


                             Page 13
<PAGE>

SIX MONTHS ENDED  SEPTEMBER  30,  1996  COMPARED  TO SIX MONTHS ENDED
SEPTEMBER 30, 1995


The  following  table sets forth, for the periods indicated,  certain
information  regarding   the   Company's   operations   (dollars   in
thousands).

<TABLE>
<CAPTION>
                                                                    Six Months Ended  September 30,
                                                -----------------------------------------------------------------------------
                                                              1996                                          1995
                                                ------------------------------                ------------------------------- 
                                                 Dollars                   %                   Dollars                   %
                                                ---------             ---------               ---------             ---------
<S>                                             <C>                   <C>                     <C>                   <C> 
Home sales revenues                             $ 31,777                 100.0                $ 29,269                 100.0
Cost of home sales                                27,443                  86.4                  25,393                  86.8
Gross profit                                       4,334                  13.6                   3,876                  13.2
Selling, general and administrative   
  expenses                                         3,599                  11.3                   3,334                  11.4
Income before income taxes                           721                   2.3                     568                   1.9
</TABLE>


Gross  profit  increased  for the six months ended September 30, 1996
compared to the six months ended September 30, 1995, and gross profit
as a percentage of home sales revenue increased from 13.2% to 13.6% .
The increase in gross profit  is  due  to  the increase in home sales
revenue , while the increase in gross profit  as a percentage of home
sales  revenue  is  due primarily to direct cost savings  which  have
resulted in improved margins.

Selling, general and administrative expenses for the six months ended
September 30, 1996 increased  when compared with the prior comparable
period but were relatively unchanged when compared as a percentage of
the related home sale revenue.   The increase in selling, general and
administrative expenses is due to  the  increase in sales and is also
due to an increase in the fixed components  of  selling, general, and
administrative expenses.

The change in pre-tax profit for the six months ended  September  30,
1996 compared to the six months ended September 30, 1995 reflects the
changes  in  gross  profit and in selling, general and administrative
expenses described above.

Interest and other income includes $271,000 and $362,000 and interest
expense includes $263,000  and  $347,000  for  the  six  months ended
September  30, 1996 and for the six months ended September  30,  1995
respectively,  from  wholly-owned finance subsidiaries established to
sell  collateralized mortage  obligations  through  participation  in
various multi-builder bond programs.


                             Page 14
<PAGE>


Part II.  Other Information

  
                                ITEM 4

         SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS


The Annual Meeting of Stockholders was held on September 12, 1996.  
The  following  matters were considered and acted upon,  with the 
results indicated below:

The  stockholders  elected one member of the Board of  Directors,  to
serve until August 27, 1998 or until his successor is elected and has
qualified.  The name  of  the  director  ,  the  votes  cast  for his
election and the number of votes withheld were as follows:


Name                  Votes For                Votes Withheld
- -------------        -----------              ----------------
James G. Farr         1,737,975                    35,458


The other eight Directors who continue to serve on the Board of
Directors are: Robert J. Suarez, William D. Aiken, Kenneth W.
Carlson, Dionel Cotanda, Robert E. Everett, Brian Gibney, Jeffrey D.
Prol and Peter A. Davis.


In addition, the stockholders voted to approve the appointment of
Arthur Andersen LLP as the auditors of the financial statements of
the Company for fiscal year 1997.  The votes for and against the
proposal, and the number of abstentions were as follows:


           For                   Against                 Abstain
       -----------              ---------               ---------
        1,714,542                 17,214                  41,677


                                  ITEM 6

                    EXHIBITS AND REPORTS ON FORM 8-K   

    (a)Exhibits

        None

    (a)Reports on Form 8-K

        None

                                 Page 15
<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.




                           INTERNATIONAL AMERICAN HOMES, INC.





Date:  November 14, 1996              By: /S/ ROBERT J. SUAREZ
                                          --------------------
                                      Robert J. Suarez
                                      President


Date:  November 14, 1996              By: /S/ ROBERT I. ANTLE
                                          -------------------
                                      Robert I. Antle
                                      Executive Vice President, Treasurer, and
                                      Chief Financial Officer


                                 Page 16


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