UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 1995
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 1-10013
Larson Davis Incorporated
(Exact name of small business issuer as specified in charter)
Nevada 87-0429944
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1681 West 820 North, Provo, Utah 84601
(Address of principal executive offices) (Zip Code)
(801) 375-0177
(Issuer's Telephone number, including area code)
N/A
(Former name, former address, and former fiscal
year, if changed since last report)
Check whether the Issuer (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act during
the past 12 months (or for such shorter period that the Issuer
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
Check whether the Issuer filed all documents and reports required to
be filed by Section 12, 13, or 15(d) of the Exchange Act after the
distribution of securities under a plan confirmed by court.
Yes No
APPLICABLE ONLY TO CORPORATE ISSUERS
As of February 13, 1996, the Issuer had 8,234,361 shares of its
common stock, par value $0.001 per share, issued and outstanding.
Transitional Small Business Disclosure Format (check one):
Yes No X
Page 1 of 16 consecutively numbered pages.
<PAGE>
PART I
FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Larson Davis Incorporated (the "Registrant") files herewith
unaudited condensed consolidated balance sheets of the Registrant
and its subsidiaries as of December 31, 1995 and June 30, 1995
(the Registrant's most recent fiscal year), unaudited condensed
consolidated statements of operations for the three and six
month periods ended December 31, 1995 and 1994, and unaudited
condensed consolidated statements of cash flows for the six
months ended December 31, 1995 and 1994, together with unaudited
condensed notes thereto. In the opinion of management of the
Registrant, the financial statements reflect all adjustments,
all of which are normal recurring adjustments, necessary to
fairly present the financial condition of the Registrant for the
interim periods presented. The financial statements included in
this report on form 10-QSB should be read in conjunction with
the audited financial statements of the Registrant and the notes
thereto included in the annual report of the Registrant on form
10-KSB for the year ended June 30, 1995.
<PAGE>
LARSON DAVIS INCORPORATED
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
December 31, June 30,
1995 1995
<S> <C> <C>
CURRENT ASSETS:
Cash $ 329,244 $ 83,334
Trade accounts receivable, net 2,500,513 2,130,835
Inventories 2,938,279 2,152,768
Loans to officers 81,000 -
Other current assets 57,905 135,348
Unbilled contract receivables 98,750 200,318
Total Current Assets 6,005,691 4,702,603
PROPERTY, PLANT AND EQUIPMENT
Net of accumulated depreciation 1,516,433 1,337,574
ASSETS UNDER CAPITAL LEASE
Net of accumulated amortization 243,942 303,522
NET ASSETS OF DISCONTINUED OPERATIONS 3,173,662 3,135,776
OTHER ASSETS:
Product technology and license costs
net of amortization 4,245,552 1,975,699
Goodwill 117,378 124,493
$15,302,658 $11,579,667
</TABLE>
[FN]
The accompanying notes are an integral part of these financial
statements
<PAGE>
LARSON DAVIS INCORPORATED
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
December 31, June 30,
1995 1995
<S> <C> <C>
CURRENT LIABILITIES:
Bank overdraft $ - $ 40,039
Short-term notes payable 1,821,324 2,219,187
Accounts payable 621,301 886,489
Accrued liabilities 393,059 469,003
Current maturities of long-term debt 206,409 206,409
Current maturities of capital lease
obligation 131,306 133,719
Total Current Liabilities 3,173,399 3,954,846
LONG-TERM DEBT
Less current maturities 1,422,400 958,251
CAPITAL LEASE OBLIGATIONS
Less current maturities 181,032 255,080
Total Liabilities 4,776,831 5,168,177
STOCKHOLDERS' EQUITY:
Preferred stock 200 200
Common stock 8,027 6,559
Additional paid-in capital 11,315,259 7,406,114
Retained earnings (803,680) (997,362)
Foreign currency translation 6,021 (4,021)
Total Stockholders' Equity 10,525,827 6,411,490
$15,302,658 $11,579,667
</TABLE>
[FN]
The accompanying notes are an integral part of these financial
statements
<PAGE>
LARSON DAVIS INCORPORATED
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
For the 3 Months Ended For the 6 Months Ended
December 31, December 31,
1995 1994 1995 1994
<S> <C> <C> <C> <C>
SALES, net $2,260,025 $2,194,242 $4,152,273 $4,126,766
COSTS AND OPERATING
EXPENSES:
Costs of sales and
operating expenses 829,074 946,508 1,514,417 1,653,004
Research and
development 431,037 410,541 833,407 753,788
Selling, general and
administrative 837,954 658,351 1,403,115 1,262,371
Total costs and
operating
expenses 2,098,065 2,015,400 3,750,939 3,669,163
OPERATING INCOME (LOSS) 161,960 178,842 401,334 457,603
OTHER INCOME (EXPENSE) (80,724) (70,449) (181,402) (164,055)
INCOME BEFORE PROVISION
FOR TAXES 81,236 108,393 219,932 293,548
PROVISION (BENEFIT)
FOR INCOME TAXES - (25,894) - 1,759
NET INCOME (LOSS) $ 81,236 $ 134,287 $ 219,932 $ 291,789
NET INCOME (LOSS)
PER COMMON SHARE:
Weighted average
for outstanding
shares of 7,576,427
and 6,065,017 at
December 31, 1995,
and 1994,
respectively $ 0.01 $ 0.02 $ 0.03 $ 0.05
</TABLE>
[FN]
The accompanying notes are an integral part of these financial
statements.
<PAGE>
LARSON DAVIS INCORPORATED
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
For the 6 Months Ended
December 31,
1995 1994
<S> <C> <C>
CASH FLOWS FROM (TO) OPERATIONS:
Net Income (Loss) $ 219,932 $ 291,789
Adjustments to reconcile net income
to net cash provided by operations:
Depreciation 242,461 134,198
Amortization 368,575 219,123
Changes in assets and liabilities:
Accounts receivable (369,678) (939,047)
Inventories (785,511) (287,612)
Prepaid expenses and other 77,443 (87,894)
Due from related parties (81,000) 29,817
Other current receivable 101,568 342,738
Reserve for estimated loss - 250,000
Accounts payable (265,188) (271,704)
Accrued liabilities (75,944) (98,822)
Current deferred taxes - (60,326)
Total Adjustments (787,274) (769,529)
Net Cash Provided (Used by Operations (567,342) (477,740)
CASH FLOWS TO INVESTING:
Foreign currency transactions 10,042 4,663
Net change in assets of discontinued
operations (282,650) -
Preferred stock dividends paid (26,250) -
Payments for software development
costs and technology (2,386,548) (573,108)
Purchase of instruments and
equipment (361,741) (189,828)
Net Cash (Used) in Investing Activities (3,047,147) (758,273)
</TABLE>
(continued)
[FN]
The accompanying notes are an integral part of these financial
statements
<PAGE>
LARSON DAVIS INCORPORATED
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
For the 3 Months Ended
December 31,
1995 1994
<S> <C> <C>
CASH FLOWS FROM (TO) FINANCING:
Net borrowings (repayments) under
short-term debt $ (397,863) $ 358,379
Increases (decreases) in capital
lease obligation (76,461) 188,594
Borrowings (repayments) on long-
term debt 464,149 (155,173)
Proceeds from capital stock 3,910,613 401,580
Increase (decrease) in deferred taxes - 24,488
Net Cash Provided (Used) by Financing 3,900,438 817,868
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS 285,949 (418,145)
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 43,295 432,261
CASH EQUIVALENT AT END OF PERIOD $ 329,244 $ 14,116
SUPPLEMENTAL DISCLOSURE OF CASH FLOW
INFORMATION
Cash paid during the current quarter for:
Interest $ 162,388 163,994
Income taxes $ - $ -
</TABLE>
[FN]
The accompanying notes are an integral part of these financial
statements
<PAGE>
LARSON DAVIS INCORPORATED
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The accompanying financial statements have been prepared by the
Registrant without audit. In the opinion of management, all
adjustments (which include only normal recurring adjustments)
necessary to present fairly the financial position, results of
operations, and changes in financial position at December 31,
1995 and for all periods presented have been made.
Certain information and footnote disclosure normally included
in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted.
It is suggested that these condensed financial statements be read
in conjunction with the Registrant's June 30, 1995 audited
financial statements and the notes thereto. The results of the
operations for the periods ended December 31, 1995 may not
necessarily be indicative of the operating results for the full year.
Business Presentation. The accompanying consolidated financial
statements of Larson Davis Incorporated include the accounts of
the Registrant and its wholly-owned subsidiaries Larson Davis
Laboratories, Advantage Software, Inc., LD Info, Inc., Sensar
Corporation, and Larson Davis Limited (a UK Corporation). All
significant intercompany transactions and accounts have been
eliminated in consolidation.
Inventories. Inventories are valued at the lower of cost
(using average cost method) or market.
Plant and Equipment. Equipment is carried at cost less related
accumulated depreciation. Depreciation, including amortization
of capitalized leases, is computed using the straight-line method
over useful lives ranging from 3 to 5 years. Real estate is being
depreciated over a useful life of 25 years using the straight-line
method.
Preferred Stock Dividend. During the period ended December 31,
1995, the Registrant recognized preferred stock dividends payable
on 200,000 shares of issued and outstanding shares in the amount
of $11,250 for the three months and $26,250 for the six months
ended December 31, 1995:
<PAGE>
LARSON DAVIS INCORPORATED
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Retained earnings balance 7/1/95 $ (997,362)
Add: Net income 219,932
Deduct: Preferred stock dividend (26,250)
(803,680)
Earnings Per Share. The computation of earnings per share of common
stock is based on the weighted average number of shares and common
stock equivalents outstanding during the period. The weighted
average number of shares outstanding for the periods ended
December 31, 1995 and 1994, is 7,576,427 and 6,065,017,
respectively.
Revenue Recognition. The Registrant recognizes revenues on the
bulk of its product sales and services at the time of product
delivery or the rendering of services. With respect to recognizing
long-term contract revenues and charging expenses to operations,
the Registrant has adopted a "percentage-of-completion" method of
accruing revenues related to long-term contracts. Revenues are
accrued and a current, non-trade receivable is created based on
"progress toward completion" of the particular contract. Progress
is determined by comparing actual time incurred and materials used
with expected estimates of total contract costs. In short,
revenues are accrued as services are performed by the Registrant.
Losses on long-term contracts are recognized when they become
apparent. Billings to the customer are made according to the
payment terms of the contract. When a billing is created, the
amount of the billing is transferred into the regular trade
receivable account to await receipt of payment.
Software Development Costs. Pursuant to FAS No. 86, "Accounting
for the Costs of Computer Software to be Sold, Leased, or
Otherwise Marketed", the Registrant capitalizes all costs incurred
to develop software after technological feasibility has been
established. Amortization of these development costs is computed
using the straight-line method over estimated useful lives
ranging from 10 to 17 years.
Product Technology and License Rights. The Registrant capitalizes
costs incurred to acquire product technology and license rights.
These costs are being amortized over estimated useful lives
ranging from 10 to 17 years by the straight-line method.
<PAGE>
LARSON DAVIS INCORPORATED
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Cash and Cash Equivalents. For purpose of the statement of cash
flows, the Registrant considers all highly liquid debt instruments
purchased with a maturity of three months or less to be cash
equivalents.
NOTE 2 - INVENTORIES
The composition of inventories at December 31, 1995, and June 30,
1995, consists of the following:
<TABLE>
<CAPTION>
December 31, 1995 June 30, 1995
<S> <C> <C>
Raw materials $ 1,429,894 $ 669,433
Work in process 747,066 765,617
Finished goods 761,319 717,718
$ 2,938,279 $ 2,152,768
</TABLE>
NOTE 3 - CONTRACTS IN PROGRESS
The unbilled contract receivable represents amounts of contract
revenues accrued and recognized that have not yet been billed to
the customer. Billings on the contracts are made according to
payment terms and do not necessarily coincide with the "earning"
process.
<PAGE>
<TABLE>
<CAPTION>
December 31, 1995 June 30, 1995
<S> <C> <C>
Total costs incurred
to date $ 2,416,110 $ 2,416,110
Estimated contribution
to date (40,465) (40,465)
Revenues recognized
to date 2,375,645 2,375,645
Progress billings
to date (1,789,842) (1,688,274)
Reclass net assets;
discontinued (585,803) (585,803)
Massport balance 98,750 98,750
Unbilled contracts
receivable $ 98,750 $ 200,318
</TABLE>
NOTE 4 - EXPORT SALES
During the six month periods ended December 31, 1995, and 1994,
the Registrant had export sales totaling approximately $1,512,000
and $2,087,000, respectively.
<PAGE>
PART I
FINANCIAL INFORMATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
RECENT DEVELOPMENTS
It was announced on February 13, 1996 that CrossCheck, the patented
chemical sensor currently in development by the Registrant, will
be field-tested for electrical utility transformer and circuit
breaker monitoring. There exists a significant cost and safety
problem in this industry which has gone unsolved in the past due
to the absence of cost effective technology. Transformer and
breaker failures account for a large portion of electrical
interruption along with, at times, catastrophic property loss and
negative environmental impact. The CrossCheck technology, along
with real-time integrated monitoring capabilities, has been
identified as a potential solution. The Registrant will seek to
link its sensor technology with proven real-time monitoring
capability to develop a proactive system which can be economically
retrofitted to existing transformers and breakers.
As discussed in the Registrant's report on form 8-K dated
October 27, 1995, as amended, the Registrant completed the
acquisition of Sensar Corporation ("Sensar") as a wholly-owned
subsidiary. Sensar holds manufacturing and distribution rights
to patented technology developed at Brigham Young University
related to time-of-flight mass spectrometers. The Registrant
has entered into agreements with Dr. Milton L. Lee and Dr.
Edgar D. Lee, who were involved in the development of the
technology, to provide ongoing services to the Registrant in the
development of the technology. Subsequent to closing, Sensar
entered into an agreement with SAES Getters S.p.A., a major
distributor of scientific instrumentation ("SAES") granting SAES
the exclusive right to market the mass spectrometer into the
semiconductor industry. The Registrant is currently establishing
its manufacturing capabilities and anticipates delivering its
initial two mass spectrometers under this agreement during the
March 31, 1996, quarter.
<PAGE>
SIGNIFICANT FINANCIAL CHANGES - STATEMENT OF INCOME
Total Revenue
Total revenues for the three months ended December 31, 1995 and
1994, are $2,260,025 and $2,194,242, respectively. Revenues for
the six months ended December 31, 1995 and 1994, are $4,152,273
and $4,126,766, respectively. Although comparative year-to-date
revenues are flat, a significant difference exists within the
sales mix between foreign and domestic sales. For the six months
ended December 31, 1995 and 1994, foreign sales represented 36%
and 50%, respectively. The increase in domestic sales has been
interpreted by management as a sign of strengthening within the
U.S. acoustics and vibration industry, matched by a decrease in
foreign demand.
Costs of Sales and Operating Expenses
The Registrant's costs of sales and operating expenses as a
percentage of total revenue for the six months periods ended
December 31, 1995 and 1994, are 36% and 40%, respectively. A
portion of this difference is due to the level of foreign sales
as compared to domestic sales. The Registrant provides a discount
to its foreign sales representatives which is reflected in net
revenues and results in a corresponding increase in cost of goods
sold as a percentage of revenue. During the six months periods
ended December 31, 1995 and 1994, the Registrant had export sales
totaling approximately $1,512,000 and $2,087,000, respectively.
Fluctuations in costs of sales and operating expenses are also
caused by variances in product sales mix from period to period
and normal production cycles. The Registrant anticipates that
cost of sales and operating expenses will be approximately 40% to
45% over time. The Registrant does not expect a significant
change in the cost of sales and operating expenses as a percentage
of revenue as a result of the recent acquisition of Sensar
Corporation. (See the Registrant's report on form 8-K dated
October 27, 1995, for additional information concerning this
acquisition.)
<PAGE>
Research and Development
As a percentage of total revenues the Registrant's research and
development costs for the six months periods ended December 31,
1995 and 1994, are 20% and 18%, respectively. The increase is a
result of new product development and research and development
costs related to the Registrant's CrossCheck and Sensar
technologies.
Selling, General and Administrative
For the six month periods ended December 31, 1995 and 1994, the
percentage of selling, general, and administrative expenses to
total revenues is 34% and 31%, respectively. The general and
administrative costs increased somewhat as a result of the
acquisition of Sensar, but is generally comparable to previous
accounting periods.
Other Expenses
The significant on-going element in other expenses is interest;
which was $193,862 and $163,994 for the six months periods ended
December 31 1995 and 1994, respectively. As of December 31, 1995
and 1994 the Registrant's long-term debt (net of current
maturities) was $1,422,400 and $757,327, respectively. The interest
expense for this increased long-term debt balance accounts for a
major portion of the difference.
SIGNIFICANT FINANCIAL CHANGES - BALANCE SHEETS
As of December 31 and June 30, 1995, total assets are $15,302,658
and $11,539,667, respectively. On October 27, 1995, the
Registrant acquired 100% of the outstanding stock of Sensar. The
consolidated financial statements presented herein are affected by
the assets and liabilities assumed by the Registrant. Significant
changes can be seen in inventories; property, plant and equipment;
product technology and license costs; long-term debt; common
stock; and additional paid-in capital.
<PAGE>
Trade Accounts Receivable
At December 31, 1995 there existed an anomaly within trade accounts
receivable. A single customer accounted for almost 15% of the total
outstanding receivable balance (approximately $360,000). Subsequent
to the financial statement date the Registrant has collected more
than 60% of the balance due (approximately $220,000). The
Registrant is maintaining adequate collections of its trade
accounts receivable. Management feels the level of accounts
receivable is within reason and represents an acceptable
collection cycle of its trade invoices.
Inventories
The approximate $786,000 increase in inventories at December 31,
1995 as compared to June 30, 1995 is primarily attributed to the
addition of Sensar's [purchase part inventory]. The Registrant
utilizes computerized inventory and manufacturing systems to
manage its inventory levels. These systems are being implemented
at Sensar to insure adequate controls. The Registrant believes
current inventory levels are adequate to meet manufacturing demands.
Property, plant and equipment
As part of the acquisition of Sensar along with normal business
cycle additions, the Registrant's property, plant and equipment
increased by approximately $360,000. This primarily represents
the net value of equipment and furnishings owned by Sensar.
Product technology and license costs
Under the purchase method of account for business combination,
the Registrant recognized more than $2,100,000 in acquired
technology as a result of the Sensar transaction. This added
technology relates in part to patented technology associated to
Sensar's TOF (time-of-flight) mass spectrometer instrumentation
and related accessories.
Short-term Notes Payable
There was a decrease of appropriately $400,000 in the
Registrant's short-term notes payable from June 30, 1995, to
December 31, 1995. Proceeds from the sale of common stock have
been applied in part to reducing short-term debt.
<PAGE>
Long-term debt
The Registrant assumed the responsibility for a loan with a
commercial bank in the amount of $535,000 in conjunction with
the Sensar transaction.
Common Stock & Additional Paid-In Capital
As part of the purchase, shareholders of Sensar were issued
approximately 618,000 shares of common stock in exchange for
outstanding Sensar stock.
CAPITAL AND LIQUIDITY
At December 31, 1995, the Registrant's working capital ratio was
1.9:1 ($6,005,691 in current assets as compared to $3,173,399 in
current liabilities). Approximately $1,600,000 of the current
liabilities is represented by the Registrant's revolving line
of credit. The limit on this line is $2,100,000 and is adjusted
from time to time based on ratios of inventories and accounts
receivable levels. The commercial bank which currently extends
this line of credit has indicated recent changes in its overall
banking policy regarding foreign accounts receivable. This will
require the Registrant to establish a new relationship for its
asset-based line of credit. The commercial bank is assisting
the Registrant in finding alternative lenders, and the
Registrant is currently seeking and reviewing proposals. It
is anticipated this line will remain available and that a
satisfactory lender will be found.
The Registrant entered into an agreement with a third party to
license its proprietary Airport Noise and Operations Monitoring
Software ("ANOMS") and transfer management and implementation of
substantially all of its airport monitoring contract business.
(See the Registrant's report on form 8-K dated June 30, 1995, as
amended, for additional information concerning this transaction.)
Cash payments received from this agreement have little or no
corresponding cash expenditures. As a result, the royalty
payments improve the Registrant's cash flow situation. Because
a portion of the payment is based on a royalty from revenues,
the Registrant has elected to use the "Cost Recovery" method to
recognize revenues and amortize costs. For the six months
period ended December 31, 1995 the Registrant has posted
approximately $245,000 in royalty revenues.
<PAGE>
The Registrant received net proceeds of approximately $2,800,000
from the sale of common stock during the six months ended
December 31, 1995. The Registrant has relied in the past on
capital infusion to sustain its operations. It is anticipated
that there will be further sales of common stock during this
fiscal year to provide capital and liquidity. Proceeds from
these anticipated sales will be used to supplement operating
cash, fund research and development efforts, and to acquire
companies with technologies and/or product lines compatible
with the Registrant's growth plan.
The Registrant considers its current liquidity position to be
favorable and anticipates sufficient cash from operations,
available short-term borrowing capabilities, and projected
capital funding to sustain normal operations.
<PAGE>
PART II
OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
Exhibits
There are no exhibits required to be filed with this report on
Form 10-QSB for the quarter ended December 31, 1995.
Reports on Form 8-K
The Registrant filed a report on form 8-K dated October 27, 1995,
as amended, describing the acquisition of Sensar Corporation. On
January 23, 1996, the Registrant filed a report on form 8-K
announcing the appointment of its new auditors for the current
year, Grant Thornton LLP.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, the Registrant has duly caused this report to be
signed on its behalf by the undersigned thereunto duly authorized.
Larson Davis Incorporated
Dated: February 20, 1996 By /s/ Dan J. Johnson
Dan J. Johnson
(Duly Authorized Officer and
Principal Financial and
Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
THE BALANCE SHEETS AS OF December 31, 1995, AND STATEMENTS OF
OPERATIONS FOR THE SIX MONTHS ENDED December 31, 1995, AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1995
<PERIOD-START> JUL-01-1995
<PERIOD-END> DEC-31-1995
<CASH> 329,244
<SECURITIES> 0
<RECEIVABLES> 2,515,513
<ALLOWANCES> (15,000)
<INVENTORY> 2,938,279
<CURRENT-ASSETS> 6,005,691
<PP&E> 3,998,082
<DEPRECIATION> (2,237,707)
<TOTAL-ASSETS> 15,302,658
<CURRENT-LIABILITIES> 3,173,399
<BONDS> 0
<COMMON> 8,027
0
200
<OTHER-SE> 10,517,600
<TOTAL-LIABILITY-AND-EQUITY> 15,302,658
<SALES> 4,152,273
<TOTAL-REVENUES> 4,152,273
<CGS> 1,514,417
<TOTAL-COSTS> 3,750,939
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 181,402
<INCOME-PRETAX> 219,932
<INCOME-TAX> 0
<INCOME-CONTINUING> 219,932
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 219,932
<EPS-PRIMARY> 0.03
<EPS-DILUTED> 0.03
</TABLE>
