FOUNTAIN POWERBOAT INDUSTRIES INC
10-Q, 1996-05-01
SHIP & BOAT BUILDING & REPAIRING
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                              FORM 10-Q

                  SECURITIES AND EXCHANGE COMMISSION
                        Washington, DC 20549


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

       For the quarterly period ended         March 31, 1996

                                  OR

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

       For the transition period from __________ to __________
       For Quarter Ended                 Commission File Number

                                                 0-14712

                 Fountain Powerboat Industries, Inc.
         (Exact name of registrant as specified in its charter)

        Nevada                                 88-0160250
(State or other jurisdiction          (I.R.S. Identification No.)
    of incorporation or
       organization)

      Whichard's Beach Road
      P.O. Drawer 457
      Washington, NC                            27889
(Address of Principal Executive Offices)      (Zip Code)


Registrant's telephone number,including area code:(919)975-2000


Indicate  by check mark whether the registrant (1) has filed  all
reports  required  to be filed by Section  13  or  15(d)  of  the
Securities  Exchange Act of 1934 during the preceding  12  months
(or  for such shorter period that the registrant was required  to
file  such  reports),  and (2) has been subject  to  such  filing
requirements for the past 90 days.

           Yes  X                         No
              -----                      ----
Indicate  the  number  of  shares  outstanding  of  each  of  the
issurer's  classes  of common stock as of the latest  practicable
date.


            Class                 Outstanding at  April 30, 1996

Common stock, $.01 par value                 3,029,072 shares



<PAGE>






           FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY

                              INDEX


PART I.  Financial Information.                          Page No.

         Review Report of Independent Certified
            Public Accountants...........................   3

         Consolidated Balance Sheets - Assets,
            March 31, 1996 and June 30, 1995.............   4

         Consolidated Balance Sheets - Liabilities &
            Shareholders' Equity, March 31, 1996
            and June 30, 1995............................   5

         Consolidated Statements of Income -
            Three and Nine Months Ended March 31, 1996
            and March 31, 1995...........................   6

         Consolidated Statements of Cash Flows -
            Nine Months Ended March 31, 1996
            and March 31, 1995........................... 7 -  8

         Notes to Consolidated Financial Statements...... 9 - 13

         Management's Discussion and Analysis of
            Results of Operations and
            Financial Condition..........................14 - 16



PART II. Other Information.


Item 6.  Exhibits and Reports on Form 8 and Form 8-K.....  16

         Signature.......................................  17





                                -2-
<PAGE>


                PRITCHETT, SILER & HARDY, P.C.
                CERTIFIED PUBLIC ACCOUNTANTS
                    430 East 400 South
                Salt Lake City, Utah 84111
        voice (801) 328-2727     fax (801) 328-1123



To the Board of Directors
FOUNTAIN POWERBOAT INDUSTRIES, INC.
Washington, North Carolina


We have reviewed the accompanying consolidated balance sheet of
Fountain Powerboat Industries, Inc. as of March 31, 1996, and the
related consolidated statements of income and cash flows for the
three and nine months then ended.  All information included in
these financial statements is the representation of the management
of Fountain Powerboat Industries, Inc.

We conducted our review 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 Company personnel 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 review, we are not aware of any material modifications
that should be made to the consolidated financial statements referred
to above for them to be in conformity with generally accepted
accounting principles.



/s/ Pritchett, Siler & Hardy, P.C.

Pritchett, Siler & Hardy, P.C.

April 30, 1996



                          - 3 - 

<PAGE>

<TABLE>
    PART I:  Financial Information.



                    FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY
                               Consolidated Balance Sheets
                                     *** Assets ***
                       (Unaudited - See Accountants' Review Report)




<CAPTION>
                                                   March 31,                   June 30,
                       Assets                        1996                        1995
     ------------------------------------------  ------------                ------------
<S>                                            <C>                         <C>                
     Current assets:

        Cash................................... $    689,395                $    490,807

        Accounts receivable, net (Note 2)......    2,564,066                   1,898,854

        Inventories (Note 3)...................    3,364,027                   3,407,726

        Deferred cost of sales (Note 4)........      183,393                     183,393

        Prepaid expenses.......................      174,796                     204,947
                                                 ------------                ------------
        Total current assets................... $  6,975,677                $  6,185,727
                                                 ------------                ------------

     Property, plant, and equipment............ $ 20,312,604                $ 19,199,743

     Less:  Accumulated depreciation...........  (10,345,442)                 (9,209,661)
                                                 ------------                ------------
                                                $  9,967,162                $  9,990,082
                                                 ------------                ------------

     Other assets.............................. $    163,448                $    158,948
                                                 ------------                ------------

     Total assets.............................. $ 17,106,287                 $16,334,757
                                                 ============                ============




     See accompanying Notes to Consolidated Financial Statements.
<FN>

                                           -4-
</TABLE>
<PAGE>
<TABLE>
                    FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY
                               Consolidated Balance Sheets
                        *** Liabilities & Shareholders' Equity ***
                       (Unaudited - See Accountants' Review Report)

<CAPTION>
                                                   March 31,                   June 30,
         Liabilities & Shareholders' Equity          1996                        1995
     ------------------------------------------  ------------                ------------
<S>                                            <C>                         <C>
     Current liabilities:
        Note payable........................... $  1,159,461                $    534,185
        Note payable to shareholder (Note 7)...      170,000                           0
        Current portion/long-term debt.........      752,916                   1,371,554
        Accounts payable.......................    1,517,051                   1,800,592
        Accts. pay. - related parties (Note 7)        12,678                       4,769
        Accrued expenses.......................    1,399,331                   1,152,489
        Accrued exp. - related parties (Note 7)            0                           0
        Customer deposits......................      365,152                     412,809
        Allowance for boat repurchases (Note 5)      207,359                     207,359
        Reserve for warranty expenses (Note 5)       400,000                     400,000
        Deferred sales (Note 4)................      197,541                     197,541
                                                 ------------                ------------
        Total current liabilities.............. $  6,181,489                $  6,081,298
                                                 ------------                ------------
     Long-term debt, less current
        portion................................ $  5,628,395                $  7,049,049
                                                 ------------                ------------

     Total liabilities......................... $ 11,809,884                $ 13,130,347
                                                 ------------                ------------

     Commitments and contingencies (Note 6)

     Shareholders' equity:
        Common stock, $.01 par value,
          200,000,000 shares authorized,
          3,029,072 shares issued (Note 10).... $     30,291                $     30,291

        Capital in excess of par value.........    9,297,450                   9,297,450

        Accumulated deficit....................   (3,920,590)                 (6,012,583)

                                                 ------------                ------------
                                                $  5,407,151                $  3,315,158

     Less: Treasury stock......................      110,748                     110,748
                                                 ------------                ------------
     Total Shareholders' equity................ $  5,296,403                $  3,204,410
                                                 ------------                ------------

     Total liabilities & shareholders' equity.. $ 17,106,287                $ 16,334,757
                                                 ============                ============

<FN>
     See accompanying Notes to Consolidated Financial Statements.


                                           -5-
</TABLE>
<PAGE>
<TABLE>
                    FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY
                             Consolidated Statements of Income
                       (Unaudited - See Accountants' Review Report)


                                       Three Months Ended          Nine Months Ended
                                   --------------------------  --------------------------
<CAPTION>
                                     March 31,     March 31,     March 31,     March 31,
                                       1996          1995          1996          1995
                                   ------------  ------------  ------------  ------------
<S>                              <C>           <C>           <C>           <C>
     Net sales................... $ 10,748,665  $  9,198,707  $ 29,035,656  $ 28,356,363

     Cost of sales...............    8,409,285     7,542,456    23,066,399    22,718,590
                                   ------------  ------------  ------------  ------------
     Gross margin................ $  2,339,380  $  1,656,251  $  5,969,257  $  5,637,773

     Selling expense.............    1,381,367     1,145,493     3,260,534     2,550,166
     Selling expense -
         related parties (Note 7)            0             0             0             0
     General & admin. expense....      413,526       249,094     1,172,188       924,296
     General & admin. expense -
         related parties (Note 7)       36,148        26,945       108,502        83,545
                                   ------------  ------------  ------------  ------------
     Operating income............ $    508,339  $    234,719  $  1,428,033  $  2,079,766
                                   ------------  ------------  ------------  ------------
     Other (income)/expense:
        Interest expense......... $    166,445  $    215,303  $    570,077  $    710,591
        Interest expense -
           related parties (Note 7)          0             0             0             0
        Other income, net  (Note 9)   (161,129)     (102,187)   (1,234,037)     (286,033)
                                   ------------  ------------  ------------  ------------
                                  $      5,316  $    113,116  $   (663,960) $    424,558
                                   ------------  ------------  ------------  ------------
     Net income
        before income taxes...... $    503,023  $    121,603  $  2,091,993  $  1,655,208


     Current tax expense  (benefit)          0             0             0             0
                          (Note 8)

     Deferred tax expense (benefit)          0             0             0             0
                          (Note 8)
                                   ------------  ------------  ------------  ------------
     Net income...............    $    503,023  $    121,603  $  2,091,993  $  1,655,208
                                   ============  ============  ============  ============

     Net income
        per share................ $        .17  $        .04  $        .69  $        .55
                                   ============  ============  ============  ============
     Weighted average common
        shares outstanding....       3,019,072     3,019,072     3,019,072     3,019,072
                                   ============  ============  ============  ============

<FN>
     See accompanying Notes to Consolidated Financial Statements.

                                           -6-
</TABLE>
<PAGE>
<TABLE>
                    FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY
                           Consolidated Statements of Cash Flows
                        (Unaudited - See Accountants' Review Report)

                                                                   Nine Months Ended
                                                               --------------------------
<CAPTION>
                                                                 March 31,     March 31,
                                                                   1996          1995
                                                               ------------  ------------
<S>                                                          <C>           <C>
     Cash flows from operating activities:
     -------------------------------------
        Net income/(loss).................................... $  2,091,993  $  1,655,208

        Adjustments to reconcile net income to net cash
           provided/(used) by operating activities:

           Depreciation and amortization.....................    1,135,781     1,233,679
           (Gain) loss on disposal of property, plant,
                and equipment................................            0             0
           (Increase)/decrease in accounts receivable........     (665,212)   (1,940,851)
           (Increase)/decrease in inventory..................       43,699       366,691
           (Increase)/decrease in prepaid expenses...........       30,151       (95,547)
           (Increase)/decrease in other assets...............       (4,500)       (9,000)
           Increase/(decrease) in accounts payable...........     (283,541)   (2,833,755)
           Increase/(decrease) in accounts payable -
               related parties...............................        7,909       (12,800)
           Increase/(decrease) in accrued expenses...........      246,842       345,192
           Increase/(decrease) in accrued expenses -
               related parties...............................            0             0
           Increase/(decrease) in customer deposits..........      (47,657)     (462,802)
           Increase/(decrease) in deferred sales/cost........            0      (226,000)
           Increase/(decrease) in allowance for repurchases..            0             0
                                                               ------------  ------------
        Net cash provided/(used) by operating activities..... $  2,555,465  $ (1,979,985)
                                                               ------------  ------------

     Cash fows from investing activities:
     ------------------------------------
        Construction of molds, plugs, and other tooling...... $   (600,940) $   (550,923)
        Purchases of property, plant, and equipment..........     (511,921)     (353,011)
        Sales of        "        "     "      "    ..........            0             0
                                                               ------------  ------------
        Net cash provided/(used) in investing activities..... $ (1,112,861) $   (903,934)
                                                               ------------  ------------

     Cash flows from financing activities:
     -------------------------------------
        Increase in long-term debt........................... $    600,000  $  2,656,576
        Repayment of long-term debt..........................   (2,639,292)     (417,864)
        Note payable, revolving line of credit...............      625,276       497,257
        Note payable to shareholder (Note 7).................      170,000             0
                                                               ------------  ------------
        Net cash provided/(used) in financing activities..... $ (1,244,016)  $  2,735,969
                                                               ------------  ------------
<FN>
                                       (Continued)

                                           -7-
</TABLE>
<PAGE>
<TABLE>
                     FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY
                      Consolidated Statements of Cash Flows, Continued
                       (Unaudited - See Accountants' Review Report)


                                                                    Nine Months Ended
                                                               --------------------------
<CAPTION>
                                                                 March 31,     March 31,
                                                                   1996          1995
                                                               ------------  ------------
<S>                                                          <C>           <C>
     Net increase/(decrease) in cash......................... $    198,588  $   (147,950)


     Cash at beginning of the year...........................      490,807       675,711

                                                               ------------  ------------
     Cash at end of the period............................... $    689,395  $    527,761
                                                               ============  ============



     Supplemental disclosures of cash flow information:
     --------------------------------------------------
     Cash paid during the period for:

        Interest - unrelated parties......................... $    570,077  $    710,591
           "     - related parties (Note 7)..................            0             0
           "     - capitalized...............................            0             0
                                                               ------------  ------------
                                                              $    570,077  $    710,591
                                                               ============  ============

        Income taxes (Note 8)................................ $          0  $          0
                                                               ============  ============


<FN>

     See accompanying Notes to Consolidated Financial Statements.






                                           -8-

</TABLE>
<PAGE>


        FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY
            Notes to Consolidated Financial Statements
           (Unaudited - See Accountants' Review Report)



1.  Basis of Presentation.

      Although  these  statements  have  been  reviewed  by   our
independent auditors, they are unaudited.  The statements reflect
all adjust-ments, in management's opinion, that are necessary  to
present  fairly the Company's financial position and  results  of
its   operations  for  the  interim  periods  presented.    These
adjustments  are,  for  the most part,  of  a  normal,  recurring
nature.   It  is  suggested  that this unaudited  interim  period
financial  information be read in conjunction with the  Company's
audited  financial statements for the fiscal year ended June  30,
1995.



2.  Accounts Receivable.

    As of March 31, 1996, accounts receivable were $2,564,066 net
of  the  allowance for bad debts of $30,000.  This represents  an
increase   of  $665,212  from  the  $1,898,854  in  net  accounts
receivable recorded at June 30, 1995.  Of the $2,564,066  balance
at  March 31, 1996, $2,156,754 has subsequently been collected as
of  April 25, 1996, and the remaining $407,312 is believed to  be
fully collectible.



3.  Inventories.

     Inventories at March 31, 1996 and June 30, 1995 consisted of
the following:


                                     March 31,       June 30,
                                       1996            1995

Parts and supplies.................$  2,967,847   $  2,707,702
Work-in-process....................     403,958        704,354
Finished goods.....................      43,808         48,512
Trailers...........................      38,414         37,158
Obsolete inventory reserve.........     (90,000)       (90,000)

Total..............................$  3,364,027   $  3,407,726
                                   =============  =============






                              -9-


<PAGE>



        FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY
            Notes to Consolidated Financial Statements
           (Unaudited - See Accountants' Review Report)


4.  Revenue Recognition.

     At  fiscal year-end June 30, 1995, the Company deferred  the
recognition  of  revenues amounting to $197,541  (recorded  as  a
balance sheet liability) and the related cost of sales amounting
to  $183,393 (recorded as a balance sheet asset).  This  had  the
effect of reducing the prior year's gross margin on sales and net
income  after  tax by $235,852 ($0.08 per share).  At  March  31,
1996,  the  Company estimated the balances of deferred sales  and
deferred  cost of sales to be the same as they were  at  year-end
June  30, 1995.  Therefore, there was no effect in the first nine
months  on  gross  margin or net income from a  change  in  these
estimates.



5.  Allowance and Qualifying Accounts.

     For  the  nine  months  ended March 31,  1996,  the  Company
adjusted its allowance and qualifying accounts as follows:

                   Balance at   Charged to              Balance
                   Beginning    Cost and    Additions   at End
                   of Period    Expense    (Deductions) of Period

Allowance for
   boat repur-
        chases     $ 207,359    $   -0-     $   -0-     $ 207,359

Allowance for
     doubtful
        accounts      12,869        -0-        17,131      30,000

Allowance for
     warranty
        claims       400,000      283,178    (283,178)    400,000

Allowance for
     inventory
        values        90,000        -0-         -0-        90,000

                   ----------   ----------  ----------  ---------
        Total      $ 710,228    $ 283,178   $(266,047)  $ 727,359
                   ==========   ==========  ==========  =========

     In  management's opinion, the balances of the allowance  and
qualifying  accounts are adequate to provide for  all  reasonably
anticipated future losses.



                                -10-


<PAGE>



        FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY
            Notes to Consolidated Financial Statements
           (Unaudited - See Accountants' Review Report)


6.  Commitments and Contingencies.

     The  Company  makes  available through  third-party  finance
companies floor plan financing for many of its dealers.  Sales to
participating  dealers  are approved by  the  respective  finance
companies.   If  a  participating dealer  does  not  satisfy  its
obligations  under the floor plan financing agreement  in  effect
with   its   commercial  lender(s)  and  boats  are  subsequently
repossessed  by  the lender(s), then under certain  circumstances
the  Company may be required to repurchase the repossessed  boats
if it has executed a repurchase agreement with the lender(s).  At
March  31, 1996, the Company had a total contingent liability  to
repurchase  boats  in  the  event  of  dealer  defaults  and   if
repossessed  by the commercial lenders amounting to approximately
$12,000,000.   The  Company  has  reserved  for  the   reasonably
anticipated  future losses it might incur upon  the  repossession
and  repurchase of boats from commercial lenders.  At  March  31,
1996, the allowance for losses on boat repurchases was $207,359.

     Additionally,  the  Company  regularly  pays  a  portion  of
dealers' interest charges for floor plan financing for up to  six
months.   Such charges amounting to $694,864 for the  first  nine
months  of  Fiscal 1996 are included in selling expenses  in  the
accompanying statement of operations.



7.  Transactions with Related Parties.

     The  Company  paid  or  accrued the  following  amounts  for
services  rendered  or  for interest on indebtedness  to  related
parties:

                                       Nine   Months   Ended
                                      ------------------------
                                      March 31,      March 31,
                                        1996           1995

Eastbrook Apartments     - rentals  $    11,790    $    11,145

R.M. Fountain, Jr.       - aircraft
                           rental        96,712         72,400

                                     -----------    -----------
                                    $   108,502    $    83,545
                                     ===========    ===========

     At March 31, 1996, the Company had travel advances and other
receivables  from  employees in the amount of $28,285,  of  which
none was due from officers of the Company.


                                -11-


<PAGE>



        FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY
            Notes to Consolidated Financial Statements
           (Unaudited - See Accountants' Review Report)




7.  Transactions with Related Parties (Continued).

     At  March  31,  1996, Mr. R.M. Fountain, Jr., the  Company's
Chairman,  President,  Chief Executive Officer,  Chief  Operating
Officer,  and  largest  shareholder,  advanced  $170,000  to  the
Company  as  a  temporary  working capital  loan.   The  loan  is
evidenced by a demand note at 12% interest but is unsecured.  The
loan  is  scheduled  to be repaid in regular weekly  installments
prior to June 30, 1996.



8.  Income Taxes.

    The Company has available at March 31, 1996, unused operating
loss  carryforwards  of  approximately $4,700,000  which  may  be
applied against future taxable income and which expire in various
years  through 2009.  The amount and ultimate realization of  the
benefits  from  the operating loss carryforwards for  income  tax
purposes is dependent, in part, upon the tax laws in effect,  the
future  earnings  of  the Company, and other future  events,  the
effects   of  which  cannot  be  determined.   Because   of   the
uncertainty surrounding the realization of the loss carryforwards
the  Company has established a valuation allowance equal  to  the
tax effect of the loss carryforwards, and, therefore, no deferred
tax  asset has been recognized.  The net deferred tax assets  are
approximately $2,630,820 and the net deferred tax liabilities are
approximately  $911,479 as of March 31, 1996, respectively,  with
an  offsetting  valuation  allowance of approximately  $1,719,341
resulting in a change in the valuation allowance of approximately
$878,637 for the nine month period ended March 31, 1996.



9.  Other Non-operating Income.

     Included  in  other non-operating income is a  non-recurring
$800,000 discount earned for the early retirement of a long-term,
interest   bearing  note  payable  to  a  vendor.   The  vendor's
discounting  of the note payable was in consideration  for  early
repayment   and  for  services  the  Company  provided   in   the
development, promotion, and marketing of the vendor's products in
conjunction with the Company's offshore fishing boat line.





                                -12-



<PAGE>


        FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY
            Notes to Consolidated Financial Statements
           (Unaudited - See Accountants' Review Report)



10.  Stock Options.

      On June 21, 1995, a special meeting of the shareholders was
held  to  vote  upon the adoption of the 1995 stock option  plan.
The new plan as adopted by the shareholders allowed up to 300,000
common  stock options to be granted by the Board of Directors  to
employees or directors of the Company on either a qulified or non-
qualified  basis.   Subsequently, on August 4,  1995,  the  Board
unanimously  voted  to  grant the entire  300,000  stock  options
authorized under the 1995 stock option plan to Mr. Reginald M.
Fountain, Jr. at $7.00 per share on a non-qualified basis.   None
of  the  options  granted to Mr. Fountain under  the  1995  stock
option plan have been exercised.

     There  are other outstanding stock options for 52,500 shares
under  the 1986 Incentive Stock Option Plan and for 80,000 shares
under the special plan of March 23, 1995 for outside directors.






               ****** END OF FINANCIAL STATEMENTS ******





                               -13-


<PAGE>



        FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY
   Management's Discussion and Analysis of Results of Operations
                     and Financial Condition



Results of Operations.

      The net profit for the first nine months of Fiscal 1996 was
$2,091,993  ($0.69 per share).  This compares  to  a  net  profit
amounting  to  $1,655,208 ($0.55 per share) for  the  first  nine
months  of the prior year.  The net profit for the third  quarter
of Fiscal 1996 was $503,023 ($.17 per share).  This compares to a
net  profit amounting to $121,603 ($.04 per share) for the  third
quarter  of  the  prior  year.  Included in  other  non-operating
income  for  the  first  nine months is a non-recurring  $800,000
discount earned for the early retirement of a long-term, interest
bearing  note  payable to a vendor.  The vendor's discounting  of
the note payable was in consideration for early repayment and for
services the Company provided in the development, promotion,  and
marketing  of  the  vendor's products  in  conjunction  with  the
Company's offshore fishing boat line.

      Net  sales  were $29,035,656 for the first nine  months  of
Fiscal  1996 as compared to $28,356,363 for the first nine months
of  the  prior  year.  Net sales were $10,748,665 for  the  third
quarter  of Fiscal 1996 as compared to $9,198,707 for  the  third
quarter of the prior year.  Unit sales volume for the first  nine
months of Fiscal 1996 was 315 boats as compared to 288 boats  for
the first nine months of the prior year.

      For  the first nine months of Fiscal 1996, the gross margin
on  sales  was  $5,969,257  (20.56%) as  compared  to  $5,637,773
(19.88%) for the first nine months of the prior fiscal year.  For
the  third quarter of Fiscal 1996, the gross margin on sales  was
$2,339,380  (21.76%) as compared to $1,656,251 (18.01%)  for  the
third quarter of the prior fiscal year.

      Selling expenses were $3,260,534 for the first nine  months
of  Fiscal  1996  as compared to $2,550,166 for  the  first  nine
months  of last year.  Selling expenses were $1,381,367  for  the
third  quarter of Fiscal 1996 as compared to $1,145,493  for  the
third quarter of the prior fiscal year.  Most of the increase for
Fiscal 1996 was in magazine advertising and racing expense.

      General and administrative expenses were $1,280,690 for the
first  nine  months of Fiscal 1996 as compared to $1,007,841  for
the  first  nine months of last year.  General and administrative
expenses  were $449,674 for the third quarter of Fiscal  1996  as
compared to $276,039 for the third quarter of last year.  Most of
the   increase  for  Fiscal  1996  is  for  additional  executive
compensation and increased travel expense.



                                -14-



<PAGE>




      Interest  expense for the first nine months of Fiscal  1996
was $570,077 as compared to $710,591 for the first nine months of
last year.  Interest expense for the third quarter of Fiscal 1996
was  $166,445  as compared to $215,303 for the third  quarter  of
last  year.   The decrease in interest expense is due  to  lesser
overall indebtedness and to a lesser rate paid on indebtedness to
a major supplier.

     Other non-operating income for the first nine months and the
third  quarter  of fiscal 1996 includes a non-recurring  $800,000
discount earned for the early retirement of a long-term, interest
bearing  note  payable to a vendor.  The vendor's discounting  of
the note payable was in consideration for early repayment and for
services the Company provided in the development, promotion,  and
marketing  of  the  vendor's products  in  conjunction  with  the
Company's offshore fishing boat line.



Financial Condition.

     The Company's cash flows for the first nine months of Fiscal
1996 are summarized as follows:


        Net cash provided by operating activities...$ 2,555,465
         "   "   used in investing activities....... (1,112,861)
         "   "   used in financing activities....... (1,244,016)

        Net increase in cash........................$   198,588
                                                     ===========


      This  net increase compared to a $147,950 net decrease  for
the first nine months of the prior fiscal year.

     Cash used in the first nine months of Fiscal 1996 to acquire
additional  property,  plant, and equipment (investing  activity)
amounted  to  $1,112,861 of which $600,940 was for plugs,  molds,
and other product tooling.

      For  the  remainder of Fiscal 1996 and beyond, the  Company
expects to generate sufficient cash from operating activities  in
order  to  meet  its needs and obligations.  Management  believes
that  the Company's sales and production volume will continue  to
grow  with a commesurate increase in net earnings and cash  flow.
Most of the Company's cash resources will be used to maintain and
improve its plant and equipment, for new product tooling, and  to
repay existing indebtedness.  The Company does not expect to  pay
any dividends to shareholders for the forseeable future.



                                -15-




<PAGE>





     During  Fiscal 1995, MetLife Capital Corporation  agreed  to
amend the Company's financial ratio requirements.  The Company is
now   in   compliance  with  the  new  MetLife  financial   ratio
requirements and expects to remain in compliance with  the  ratio
requirements.  The Company has made timely payment of all amounts
owed  to MetLife and none of the indebtedness to MetLife, or  any
other parties, is in arrears.







PART II.  Other Information.


ITEM 6:   Exhibits and Reports on Form 8 and Form 8-K.


          (a)  No Amendments on Form 8 were filed by the
               Registrant during the first nine months of Fiscal
               1996.


          (b)  No Current Reports on Form 8-K were filed by  the
               Registrant during the first nine months of Fiscal
               1996.







                                -16-

<PAGE>





                            SIGNATURE



      Pursuant to the requirements of the Securities Exchange Act
of  1934, Registrant has duly caused this report to be signed  on
its behalf by the undersigned thereunto duly authorized.



                FOUNTAIN POWERBOAT INDUSTRIES, INC.
                           (Registrant)






By:  /S/ Allan L. Krehbiel                Date:   May 1, 1996

   Allan L. Krehbiel
   Vice President, Chief Financial
   Officer, and Designated Principal
   Accounting Officer











                                -17-



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<ARTICLE> 5
<MULTIPLIER> 1000
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               MAR-31-1996
<CASH>                                             689
<SECURITIES>                                         0
<RECEIVABLES>                                    2,594
<ALLOWANCES>                                        30
<INVENTORY>                                      3,364
<CURRENT-ASSETS>                                 6,976
<PP&E>                                          20,313
<DEPRECIATION>                                  10,345
<TOTAL-ASSETS>                                  17,106
<CURRENT-LIABILITIES>                            6,181
<BONDS>                                          5,628
                                0
                                          0
<COMMON>                                            30
<OTHER-SE>                                       5,266
<TOTAL-LIABILITY-AND-EQUITY>                    17,106
<SALES>                                         29,036
<TOTAL-REVENUES>                                29,036
<CGS>                                           23,066
<TOTAL-COSTS>                                   23,066
<OTHER-EXPENSES>                                 4,541
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                 570
<INCOME-PRETAX>                                  2,092
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                              2,092
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     2,092
<EPS-PRIMARY>                                      .69
<EPS-DILUTED>                                        0
        

</TABLE>


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