AMERICAN TECHNICAL CERAMICS CORP
10QSB, 1996-05-14
ELECTRONIC COMPONENTS & ACCESSORIES
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                      SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON, D. C. 20549

                                  FORM 10-QSB


(Mark One)      Quarterly Report Pursuant to Section 13 or 15(d)
                      of the Securities Exchange Act of 1934

    (X)           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 _________

                         COMMISSION FILE NUMBER 1-9125

                       AMERICAN TECHNICAL CERAMICS CORP.
       (Exact name of small business issuer as specified in its charter)

<TABLE>
<CAPTION>
<S>                                                                    <C>
                         Delaware                                                      11-2113382
(State or other jurisdiction of incorporation or organization)          (I.R.S. Employer Identification No.)

       17 Stepar Place, Huntington Station, NY                                           11746
      (Address of principal executive offices)                                         (Zip Code)
</TABLE>



Registrant's telephone number:                         516-547-5700

                                      N/A
                 (Former name, former address and former fiscal year,
                             if changed since last report)


Check 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

As of April 26, 1996, the Registrant had outstanding 3,883,683 shares of
Common Stock, par value $.01 per share.

Transition Small Business Disclosure Format

(Check One):  Yes           No  X





     
<PAGE>


              AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES


TABLE OF CONTENTS

Consolidated Balance Sheets ...................................    1

Consolidated Statements of Income .............................    2

Consolidated Statements of Cash Flows .........................    3

Notes to Consolidated Financial Statements ....................    4

Management's Discussion and Analysis of Financial Condition and
     Results of Operations ....................................    6

Other Information .............................................   11

Signatures ....................................................   12





     
<PAGE>

              AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
                                   CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>

                                                                  March 31, 1996    June 30, 1995
                                                                  --------------    -------------
                                                                    (unaudited)
<S>                                                               <C>               <C>
                         ASSETS
CURRENT  ASSETS:
     Cash (including cash equivalents of approximately
           $1,461,000 and $1,054,000, respectively) ...............   $ 2,189,000   $ 1,813,000
     Investments ..................................................       403,000     3,408,000
     Accounts receivable, net .....................................     4,712,000     3,897,000
     Inventories ..................................................     8,703,000     7,705,000
     Deferred income taxes ........................................       738,000       738,000
     Other current assets .........................................       509,000       399,000
                                                                      -----------   -----------
         Total current assets .....................................    17,254,000    17,960,000
                                                                      -----------   -----------
Property, plant and equipment, net of
    depreciation and amortization of $14,937,000
    and $13,642,000, respectively .................................    14,122,000    13,379,000
Other assets, net .................................................       316,000       285,000
                                                                      -----------   -----------
                                                                      $31,692,000   $31,624,000
                                                                      ===========   ===========

      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
     Current portion of long-term debt ............................   $   840,000   $   815,000
     Accounts payable .............................................     1,077,000     1,547,000
     Accrued expenses .............................................     1,967,000     2,172,000
     Income taxes payable .........................................       675,000       447,000
                                                                      -----------   -----------
         Total current liabilities ................................     4,559,000     4,981,000
                                                                      -----------   -----------

LONG-TERM DEBT ....................................................     3,852,000     4,497,000

DEFERRED INCOME TAXES .............................................     1,028,000     1,080,000


STOCKHOLDERS' EQUITY:

     Common stock-par value $.01; authorized 20,000,000 shares;
           issued 4,067,201 shares for both periods ...............        41,000        41,000
     Capital in excess of par value ...............................     6,437,000     6,345,000
     Retained earnings ............................................    16,431,000    15,188,000
                                                                      -----------   -----------
                                                                       22,909,000    21,574,000
    Unrealized gain on investments available-for-sale .............        20,000       134,000
    Less: Treasury stock (183,518 and 193,518 shares, respectively)       572,000       590,000
              Deferred compensation ...............................          --          26,000
              Foreign currency translation adjustment .............       104,000        26,000
                                                                      -----------   -----------
           Total stockholders' equity .............................    22,253,000    21,066,000
                                                                      -----------   -----------
                                                                      $31,692,000   $31,624,000
                                                                      ===========   ===========
</TABLE>

See accompanying notes to consolidated financial statements.



                                      -1-



     


<PAGE>

                 AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
                            CONSOLIDATED STATEMENTS OF INCOME

<TABLE>
<CAPTION>

                                                               For the Quarter             For the Nine Months
                                                                Ended March 31,                Ended March 31,
                                                                 (unaudited)                     (unaudited)
                                                              1996            1995             1996         1995
                                                           -----------    ------------    ------------    ------------
<S>                                                       <C>            <C>              <C>             <C>
Net sales .............................................   $  8,822,000    $  7,781,000    $ 24,435,000    $ 20,782,000
Cost of goods sold ....................................      5,699,000       4,681,000      16,555,000      13,205,000
                                                          ------------    ------------    ------------    ------------
   Gross profit .......................................      3,123,000       3,100,000       7,880,000       7,577,000
                                                          ------------    ------------    ------------    ------------

Selling, General and administrative expenses ..........      1,601,000       1,762,000       4,907,000       4,922,000
Research and development expenses .....................        429,000         392,000       1,215,000       1,033,000
                                                          ------------    ------------    ------------    ------------
   Total expenses .....................................      2,030,000       2,154,000       6,122,000       5,955,000
                                                          ------------    ------------    ------------    ------------
   Income from operations .............................      1,093,000         946,000       1,758,000       1,622,000
                                                          ------------    ------------    ------------    ------------
Other expense (income):
   Interest expense ...................................        108,000         106,000         328,000         275,000
   Interest income ....................................        (27,000)        (41,000)       (147,000)       (136,000)
   Other ..............................................          1,000           4,000        (320,000)         60,000
                                                          ------------    ------------    ------------    ------------
                                                                82,000          69,000        (139,000)        199,000
                                                          ------------    ------------    ------------    ------------
   Income before provision for income taxes and
   cumulative effect of change in accounting method ...      1,011,000         877,000       1,897,000       1,423,000

Provision for income taxes ............................        372,000         222,000         654,000         399,000
                                                          ------------    ------------    ------------    ------------
   Income before cumulative effect
   of change in accounting method .....................   $    639,000    $    655,000    $  1,243,000    $  1,024,000

Cumulative effect of change in method of
accounting for investments, net of income taxes .......           --              --              --           152,000
                                                          ------------    ------------    ------------    ------------
   Net income .........................................   $    639,000    $    655,000    $  1,243,000    $  1,176,000
                                                          ============    ============    ============    ============
Income per common and common equivalent share,
before cumulative effect of change in accounting method          $0.16           $0.17           $0.32           $0.26

Cumulative effect of change in accounting method
per common and common equivalent share ................           --              --              --             $0.04
                                                          ------------    ------------    ------------    ------------
Net income per common and common equivalent share .....          $0.16           $0.17           $0.32           $0.30
                                                          ============    ============    ============    ============
Weighted average common and common
equivalent shares outstanding .........................      3,884,000       3,876,000       3,879,000       3,879,000
                                                          ============    ============    ============    ============
</TABLE>

See accompanying notes to consolidated financial statements.

                                      -2-



     
<PAGE>


                        AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
                                CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>

                                                               For the Nine Months
                                                                   Ended March 31,
                                                                      (unaudited)
                                                                   1996         1995
                                                                -----------  -----------
<S>                                                             <C>          <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
    Net income ...............................................   $1,243,000   $1,176,000
    Adjustments to reconcile net income to net cash
     (used in) provided by operating activities:
        Unrealized gain on marketable securities .............         --       (224,000)
        Depreciation and amortization ........................    1,300,000    1,173,000
        Stock award compensation expense .....................      137,000      150,000
        Gain on sale of investments ..........................     (333,000)          --
    Changes in operating assets and liabilities:
        Accounts receivable, net .............................     (835,000)    (856,000)
        Inventories ..........................................     (999,000)    (354,000)
        Other assets .........................................     (147,000)    (191,000)
        Accounts payable, and accrued expenses ...............     (669,000)     260,000
        Income taxes payable .................................      181,000     (168,000)
        Gain on sale of fixed assets .........................         --         (5,000)
                                                                 ----------   ----------
    Net cash (used in) provided by operating activities ......     (122,000)     961,000
                                                                 ----------   ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
         Capital expenditures ................................   (2,060,000)  (3,631,000)
         Purchase of investments .............................         --     (1,224,000)
         Proceeds from sale of investments ...................    3,224,000    1,786,000
                                                                 ----------   ----------
   Net cash provided by (used in) investing activities .......    1,164,000   (3,069,000)
                                                                 ----------   ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
         Repayment of long-term debt .........................     (620,000)  (1,818,000)
         Proceeds from issuance of debt ......................         --      3,914,000
         Payments to acquire treasury stock ..................         --        (98,000)
                                                                 ----------   ----------
   Net cash (used in) provided by financing activities .......     (620,000)   1,998,000
                                                                 ----------   ----------

        Effect of exchange rate changes on cash ..............      (46,000)      31,000
                                                                 ----------   ----------
          Net increase (decrease) in cash and cash equivalents      376,000      (79,000)

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD ...............    1,813,000    1,865,000
                                                                 ----------   ----------
CASH AND CASH EQUIVALENTS, END OF PERIOD .....................   $2,189,000   $1,786,000
                                                                 ==========   ==========
</TABLE>


See accompanying notes to consolidated financial statements.

                                      -3-



     

<PAGE>



              AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES

                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  (Unaudited)



(1)      PRINCIPLES OF CONSOLIDATION:

         The accompanying unaudited interim financial statements furnished
reflect all adjustments (consisting of normal recurring accruals) which are,
in the opinion of management, necessary for a fair presentation of the
financial position and results of operations as of and for the three months
and nine months ended March 31, 1996 and 1995. These financial statements
should be read in conjunction with the summary of significant accounting
policies and notes to consolidated financial statements included in the
Registrant's annual report to stockholders for the year ended June 30, 1995.
Results for the nine months ended March 31, 1996 are not necessarily
indicative of results which could be expected for the entire year.

(2)      MARKETABLE SECURITIES:

         Investments at March 31, 1996 consist of mutual funds and some equity
securities. Investments at June 30, 1995 consisted of mutual funds, equity
securities, U.S. Government obligations and certificates of deposit. The
Registrant adopted the provisions of Statement of Financial Accounting
Standards No. 115, Accounting for Certain Investments in Debt and Equity
Securities ("SFAS No. 115") effective July 1, 1994. Under SFAS No. 115, the
Registrant classifies its debt and marketable equity securities as
available-for-sale securities that are principally held for an unspecified
period of time. As such, the Registrant may consider selling them to meet
liquidity needs or as part of the Registrant's risk management program.

         Available-for-sale securities are recorded at fair value. Unrealized
holding gains and losses, net of the related tax effect, are excluded from
earnings and are reported as a separate component of stockholders' equity
until realized. Dividend and interest income are recognized when earned.
Realized gains and losses are included in earnings and are derived using the
specific identification method for determining the cost of securities sold.





                                    - 4 -





     
<PAGE>




              AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES

                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  (Unaudited)


(3)      INVENTORIES:

         Inventories included in the accompanying consolidated financial
statements consist of the following:

                   Mar. 31,       June 30,
                     1996          1995
                 ------------  -------------

Raw materials .   $1,865,000   $1,296,000
Work-in-process    3,926,000    3,316,000
Finished goods     2,912,000    3,093,000
                  ----------   ----------
                  $8,703,000   $7,705,000
                  ==========   ==========

         Interim inventories were determined by the gross profit method (which
is intended to approximate a first-in, first-out method) pursuant to which
estimated gross profit percentages are applied to net sales.


4)       NET INCOME PER COMMON AND COMMON EQUIVALENT SHARE:

         Net income per common and common equivalent share has been computed
based upon the weighted average number of shares outstanding. Recognition has
been given to the assumed exercise, as of the beginning of each period or date
of issuance if later, of outstanding options except when their effect would be
antidilutive or immaterial.




                                       - 5 -





     
<PAGE>




              AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES

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



RESULTS OF OPERATIONS

Three Months Ended March 31, 1996
Compared with Three Months Ended March 31, 1995

         Net sales for the three months ended March 31, 1996 increased 13% to
$8,822,000 as compared to net sales of $7,781,000 for the comparable quarter
in the prior fiscal year. This increase was primarily the result of continued
increased demand for commercial application capacitors, thin film products and
hi-rel (government and defense related) capacitors. Commercial product sales
increased by $568,000, or 15% to $4,362,000 from $3,794,000 in the quarter
ended March 31, 1995. Thin film product sales increased by $262,000, or 157%
to $429,000 from $167,000 in the quarter ended March 31, 1995. Hi-rel sales
increased by $224,000, or 22% to $1,237,000 from $1,013,000 in the quarter
ended March 31, 1995. The accelerated sales growth for thin film products
reflects both increased sales to existing thin film customers and sales to new
customers. While the positive trend for commercial capacitors and thin film
products should persist in the near future, sales of hi rel products may
decrease in coming months as a result of currently weakening order patterns
for these products. The Registrant's backlog of unfilled orders was $7,699,000
at March 31, 1996 as compared to $7,568,000 at March 31, 1995 and $8,189,000
at June 30, 1995.

         Gross margin for the three months ended March 31, 1996 was 35.4% of
net sales as compared to 39.8% for the comparable quarter in the prior fiscal
year. The decrease in the gross profit margin in the quarter ended March 31,
1996 as compared to the comparable quarter in the prior fiscal year was the
result of lower manufacturing yields, moderately higher average manufacturing
unit costs resulting from greater expenditures to increase plant capacity, and
a lower factory utilization rate in the current year quarter as compared to
the comparable quarter in the prior fiscal year. The prior year quarter's
factory utilization rate, manufacturing yields and per-unit manufacturing
costs resulted in exceptionally efficient gross profit margins. Gross profit
margin in the quarter ended March 31, 1996 was also impacted by the
Registrant's increased investment in the thin film products division which was
made to increase production capacity for these products in light of strong
order trends in recent months.



                               - 6 -




     
<PAGE>




              AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES

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


RESULTS OF OPERATIONS, continued

         Total operating expenses for the three months ended March 31, 1996
decreased 6% to $2,030,000 as compared to $2,154,000 in the comparable period
in the prior fiscal year. This decrease in operating expenses was primarily a
result of lower selling expenses, including lower commissions expense to
independent sales representatives (as a greater amount of sales during the
March 1996 quarter carried a lower commission rate or were made without any
commission expense), lower compensation expense to selling employees (as
commission rates for some employees were based upon higher levels of sales
growth than in the prior year) and lower bonus expense due to greater
recognition of expenses relating to stock bonuses in the prior year's quarter.

         The Registrant recorded net interest expense of $81,000 in the
current quarter as compared to net interest expense of $65,000 in the
comparable quarter in the prior fiscal year. The increase in net interest
expense was primarily a result of higher debt incurred to finance capital
equipment expenditures, and a decrease in interest income as a result of lower
average cash and investment balances.

         As a result of the foregoing, the Registrant recorded net income of
$639,000, or approximately $.16 per common and common equivalent share, for
the three months ended March 31, 1996 compared to net income of $655,000, or
approximately $.17 per common and common equivalent share, for the comparable
period in the prior fiscal year.

Nine Months Ended March 31, 1996
Compared with Nine Months Ended March 31, 1995

         Net sales for the nine months ended March 31, 1996 increased 18% to
$24,435,000 as compared to net sales of $20,782,000 for the comparable period
in the prior fiscal year. This increase was primarily the result of continued
increased demand for commercial application capacitors and thin film products.
Commercial product sales increased by $2,113,000, or 21% to $12,254,000 for
the nine months ended March 31, 1996, from $10,141,000 for the nine months
ended March 31, 1995. Thin film product sales increased by $550,000, or 140%
to $943,000 for the nine months ended March 31, 1996, from $393,000 for the
nine months ended March 31, 1995. Demand for hi-rel or government related
application capacitors was relatively stable during the nine months ended
March 31, 1996 as compared to the comparable nine month period in the prior
year ended March 31, 1995.



                                      - 7 -





     
<PAGE>




              AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES

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



RESULTS OF OPERATIONS, continued


         Gross margin for the nine months ended March 31, 1996 was 32.2% of
net sales as compared to 36.5% for the comparable period in the prior fiscal
year. The lower gross margin for the nine months ended March 31, 1996 as
compared to the nine months ended March 31, 1995 was attributable to several
factors, including higher material, labor and overhead costs relative to
production output, lower manufacturing process yields, and lower average
selling prices, partially reflecting an unfavorable shift from higher priced
hi-rel products to more moderately priced commercial capacitors. Gross margins
have also been impacted because of the Registrant's increased investment in
its thin film products division in recent months in order to increase
production capacities to meet growing demand for these products.

         Total operating expenses for the nine months ended March 31, 1996
increased 3% to $6,122,000 as compared to $5,955,000 in the comparable period
in the prior fiscal year. Generally higher administrative and operating
personnel salaries were offset by lower commissions expense to independent
sales representatives (as a greater amount of sales during the March 1996
quarter carried a lower commission rate or were made without any commission
expense), lower compensation expense to selling employees, lower bonus expense
due to greater recognition of expenses relating to stock bonuses in the prior
year's quarter and lower advertising and promotion costs.

         The Registrant recorded net interest expense of $181,000 in the
current period as compared to net interest expense of $139,000 in the
comparable period in the prior fiscal year. The increase in net interest
expense was primarily a result of higher debt incurred to finance capital
equipment expenditures, and a decrease in interest income as a result of lower
average cash and investment balances.

         As a result of the foregoing, the Registrant recorded net income of
$1,243,000, or approximately $.32 per common and common equivalent share, for
the nine months ended March 31, 1996 compared to net income of $1,176,000, or
approximately $.30 per common and common equivalent share, for the comparable
period in the prior fiscal year. Net income for the nine months ended March
31, 1995 included $152,000, or approximately $.04 per common and common
equivalent share, related to the cumulative effect of a change in accounting
method.


                                 - 8 -





     
<PAGE>




              AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES

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



LIQUIDITY AND CAPITAL RESOURCES

         The Registrant's financial position at March 31, 1996 is sound as
evidenced by working capital of $12,695,000 and stockholders' equity of
$22,253,000. The Registrant's current ratio at March 31, 1996 was 3.8:1 as
compared to a current ratio of 3.6:1 at June 30, 1995. The Registrant's quick
ratio at March 31, 1996 was 1.9:1 as compared to a quick ratio of 2.1:1 at
June 30, 1995.

         Cash and investments decreased by $2,629,000 to $2,592,000 at March
31, 1996 from $5,221,000 at June 30, 1995. The Registrant utilized cash on
hand and proceeds from the sale of investments to purchase capital equipment,
and to pay employee and key personnel profit sharing bonuses related to fiscal
year 1995 during the nine months ended March 31, 1996. The Registrant also
expended significant amounts of cash to purchase raw materials, add to direct
and supervisory labor resources and finance building and overhead
expenditures. Accounts receivable, net increased by $815,000 to $4,712,000 at
March 31, 1996 from $3,897,000 at June 30, 1995. Inventories increased by
$998,000 to $8,703,000 at March 31, 1996 from $7,705,000 at June 30, 1995. The
Registrant determined to increase its inventory primarily to support the
higher level of orders it has been experiencing for its products and to invest
in additional operating capacity for its thin film products division. Accounts
payable and accrued expenses decreased by $675,000 to $3,044,000 at March 31,
1996 from $3,719,000 at June 30, 1995, primarily as a result of the payment of
employee profit sharing bonuses based on pre-tax earnings for the fiscal year
ended June 30, 1995, and the payment of certain accounts payable related to
the completion of an extensive capital equipment purchase program. Income
taxes paid in the nine month period ended March 31, 1996 were $426,000.

         Capital expenditures for the nine months ended March 31, 1996 totaled
$2,060,000 of which $1,690,000 was for machinery and equipment. The Registrant
intends to use cash on hand as well as funds generated from operations to
finance additional capital expenditures of approximately $250,000 for the
remainder of fiscal year 1996.

         The Registrant announced a stock purchase program in June 1990
pursuant to which it is authorized to purchase up to $1,000,000 of its Common
Stock. As of March 31, 1996, the Registrant has expended approximately
$741,000 to purchase an aggregate of 297,700 shares under this program.



                                   - 9 -




     
<PAGE>




         AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES

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



IMPACT OF NEW ACCOUNTING STANDARDS

         Statement of Financial Accounting Standards No. 121 "Accounting for
the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed
Of" ("SFAS No. 121"), effective for fiscal years beginning after December 15,
1995, requires, among other things, that long-lived assets and certain
identifiable intangibles to be held and used by an entity be reviewed for
impairment whenever events or changes in circumstance indicate that the
carrying amount of an asset may not be recoverable. Impairment losses should
be based upon the fair value of the asset, and reported in the period in which
the recognition criteria are first applied and met. Management of the
Registrant believes that the implementation of SFAS No. 121 will not have a
material impact on the Registrant's financial position or results of
operations.

         In October 1995, the Financial Accounting Standards Board (FASB)
issued Statement of Financial Accounting Standards No. 123 Accounting for
Stock-Based Compensation ("SFAS No. 123") which establishes financial
accounting and reporting standards for stock-based compensation plans. SFAS
No. 123 defines and encourages a fair value based method of accounting for an
employee stock option or similar instrument. However, it allows an entity to
continue to measure compensation cost for those plans using the intrinsic
value based method of accounting prescribed by APB Opinion No. 25 Accounting
for Stock Issued to Employees. SFAS No. 123 requires that financial statements
include certain disclosures about stock-based employee compensation
arrangements regardless of which method is used to account for them. The
accounting requirements of SFAS No. 123 are effective for transactions entered
into in fiscal years that begin after December 15, 1995, although they may be
adopted at issuance. The Registrant has not yet determined which method of
accounting it will choose upon adoption. Management of the Registrant does not
believe that the implementation of SFAS No. 123 will have a significant impact
on its financial position or results of operations.




                                     - 10 -





     
<PAGE>




              AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES

                               OTHER INFORMATION



Items 1. through 5.     Not Applicable



Item 6.      Exhibits and Reports on Form 8-KSB

    (a)      EXHIBITS                              -   None

    (b)      REPORTS ON FORM 8-KSB                 -   No reports on Form
                                                       8-KSB were filed by
                                                       the Registrant during
                                                       the quarter ended
                                                       March 31, 1996.


                            - 11 -



     
<PAGE>




              AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES

                                  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.



                                           AMERICAN TECHNICAL CERAMICS CORP.
                                                     (Registrant)

DATE:   April 26, 1996                      BY:   /s/ VICTOR INSETTA
                                                  ------------------
                                                  Victor Insetta
                                                  President
                                                  (Chief Executive Officer)



DATE:   April 26, 1996                      BY:   /s/ JAMES CONDON
                                                  ----------------
                                                  James Condon
                                                  Controller
                                                  (Principal Financial
                                                  Officer)


                                - 12 -


<TABLE> <S> <C>


       
<S>                             <C>
<ARTICLE>                                            5
<MULTIPLIER>                                     1,000
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               MAR-31-1996
<PERIOD-TYPE>                                    9-MOS
<CASH>                                           2,189
<SECURITIES>                                       403
<RECEIVABLES>                                    4,712<F1>
<ALLOWANCES>                                         0
<INVENTORY>                                      8,703
<CURRENT-ASSETS>                                17,254
<PP&E>                                          29,059
<DEPRECIATION>                                  14,937
<TOTAL-ASSETS>                                  31,692
<CURRENT-LIABILITIES>                            4,559
<BONDS>                                          3,852
                                0
                                          0
<COMMON>                                            41
<OTHER-SE>                                      22,212
<TOTAL-LIABILITY-AND-EQUITY>                    31,692
<SALES>                                         24,435
<TOTAL-REVENUES>                                24,435
<CGS>                                           16,555
<TOTAL-COSTS>                                   22,677
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                 328
<INCOME-PRETAX>                                  1,897
<INCOME-TAX>                                       654
<INCOME-CONTINUING>                              1,243
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     1,243
<EPS-PRIMARY>                                     0.32
<EPS-DILUTED>                                     0.32
<FN>
<F1>note: receivables shown net of allowance of 295

        



</TABLE>


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