SCOTT & STRINGFELLOW FINANCIAL INC
10-Q, 1995-05-15
SECURITY BROKERS, DEALERS & FLOTATION COMPANIES
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                         UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                    Washington, D.C.  20549
                                
                           FORM 10-Q
                                
     [X]   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
             OF THE SECURITIES EXCHANGE ACT OF 1934
                                
         For the quarterly period ended March 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 0-15105
                                
              SCOTT & STRINGFELLOW FINANCIAL, INC.
     (Exact name of Registrant as specified in its charter)
                                
                                                                              
     Virginia                                   54-1315256
State or other jurisdiction of          I.R.S. Employer Identification No.
 incorporation or organization           
                                
         909 East Main Street Richmond, Virginia 23219
      (Address of principal executive offices) (zip code)
                                
                         (804) 643-1811
      (Registrant's telephone number, including area code)
                                
                                
                                
                                
                                
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 ....
                                



On May 10, 1995, there were 2,111,623 shares of Scott & Stringfellow Financial,
Inc. Common Stock, par value $.10, issued and outstanding.
                                
                                







              SCOTT & STRINGFELLOW FINANCIAL, INC.
                                
                             INDEX
                                
                                                                Page Number


PART I. FINANCIAL INFORMATION

     Item 1. Financial Statements                              

          Consolidated Statements of Financial Condition -
          March 31, 1995 (unaudited) and June 24, 1994                  3

          Consolidated Statements of Income (unaudited) -
          Three months ended March 31, 1995 and March 25, 1994          4

          Consolidated Statements of Income (unaudited) -
          Nine months ended March 31, 1995 and March 25, 1994           5

          Consolidated Statements of Cash Flows (unaudited) -
          Nine months ended March 31, 1995 and March 25, 1994           6

          Notes to Consolidated Financial Statements                    7

     Item 2. Management's Discussion and Analysis of Financial
          Condition and Results of Operations                           8

PART II. OTHER INFORMATION

     Item 1. Legal Proceedings                                         10

     Item 2. Changes in Securities                                     10

     Item 3. Defaults upon Senior Securities                           10

     Item 4. Submission of Matters to a Vote of Security Holders       10

     Item 5. Other Information                                         10

     Item 6. Exhibits and Reports on Form 8-K                          10

SIGNATURES                                                             11

EXHIBITS















PART 1. FINANCIAL INFORMATION
     ITEM 1. FINANCIAL STATEMENTS

     SCOTT & STRINGFELLOW FINANCIAL, INC. AND SUBSIDIARIES
         CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                          (Unaudited)

                                                    March 31,      June 24,
                                                      1995           1994

ASSETS
  Cash and cash equivalents                      $ 6,148,702     $ 2,410,867
  Cash segregated under Federal regulations            5,762          13,799
  Receivable from brokers, dealers and
    clearing organizations                         2,097,831       1,464,134
  Receivable from customers                       62,697,520      59,700,274
  Trading and investment securities                9,012,835       8,419,387
  Exchange memberships, at adjusted cost             838,100         838,100
  Equipment and leasehold improvements,
    less depreciation and amortization             2,144,405       2,160,740
  Deferred income taxes                              147,429         126,429
  Other assets                                     5,443,391       5,568,576
                                                  
  Total Assets                                  $ 88,535,975    $ 80,702,306

LIABILITIES AND STOCKHOLDERS' EQUITY

Liabilities
  Drafts payable                                $          0     $ 6,863,048
  Short term bank loans                           10,500,000       2,100,000
  Payable to brokers, dealers and clearing
    organizations                                  1,773,149       2,837,382
  Payable to customers                            45,592,600      38,185,561
  Securities sold under agreements to
    repurchase                                             0          21,250
  Securities sold, not yet purchased,
    at market value                                1,005,368         559,032
  Accounts payable, accrued compensation
    and other liabilities                          4,718,086       6,113,846

  Total Liabilities                               63,589,203      56,680,119

Stockholders' Equity
  Common stock, $0.10 par value; Authorized
    10,000,000 shares; Issued and outstanding
    2,111,623 and 2,102,896 shares                   211,163         210,290
  Additional paid-in capital                       9,916,805       9,671,859
  Retained earnings                               14,818,804      14,140,038

  Total Stockholders' Equity                      24,946,772      24,022,187

  Total Liabilities and Stockholders' Equity    $ 88,535,975    $ 80,702,306

  See notes to consolidated financial statements.                              
          





     SCOTT & STRINGFELLOW FINANCIAL, INC. AND SUBSIDIARIES
               CONSOLIDATED STATEMENTS OF INCOME
  For the Three Months Ended March 31, 1995 and March 25, 1994
                          (Unaudited)
                                                                  
                                                March 31,       March 25,
                                                  1995            1994
REVENUES
  Commissions                                    $ 6,774,903     $ 6,932,919
  Principal transactions                           2,716,247       2,091,597
  Investment banking                               1,524,262       1,870,161
  Interest and dividends                           1,551,950         902,978
  Advisory and administrative service fees           675,718         616,781
  Other income                                        60,536          29,478
  
  Total Revenues                                  13,303,616      12,443,914

EXPENSES
  Compensation and benefits                        8,442,422       8,317,507
  Communications                                     746,264         620,310
  Occupancy and equipment                            613,851         500,772
  Postage, stationery and supplies                   458,767         356,576
  Advertising and sales promotion                    389,961         334,974
  Brokerage, clearing and exchange fees              238,152         216,399
  Data processing                                    232,768         207,597
  Interest                                           520,351         207,457
  Other operating expenses                           994,831         814,735

  Total Expenses                                  12,637,367      11,576,327

  Income before income taxes                         666,249         867,587

  Income taxes                                       242,000         321,000

  NET INCOME                                       $ 424,249       $ 546,587


  Earnings per share                                   $0.20           $0.26

  Dividends declared per share                         $0.10           $0.09

  Weighted average common shares and
    common stock equivalents outstanding           2,111,195       2,111,156


  
  See notes to consolidated financial statements.













                                
     SCOTT & STRINGFELLOW FINANCIAL, INC. AND SUBSIDIARIES
               CONSOLIDATED STATEMENTS OF INCOME
  For the Nine Months Ended March 31, 1995 and March 25, 1994
                          (Unaudited)
                                                                               
                              
                                                  March 31,       March 25,
                                                    1995            1994
REVENUES
  Commissions                                   $ 19,770,473    $ 20,741,534
  Principal transactions                           8,305,735       6,272,546
  Investment banking                               4,648,197       7,829,881
  Interest and dividends                           4,239,535       2,883,643
  Advisory and administrative service fees         1,993,461       1,803,300
  Other income                                       173,577         151,682
  
  Total Revenues                                  39,130,978      39,682,586

EXPENSES
  Compensation and benefits                       24,745,866      25,701,395
  Communications                                   2,199,253       1,853,632
  Occupancy and equipment                          1,761,068       1,519,147
  Postage, stationery and supplies                 1,283,525       1,121,666
  Advertising and sales promotion                  1,231,734       1,103,048
  Brokerage, clearing and exchange fees              736,995         741,867
  Data processing                                    677,315         610,497
  Interest                                         1,298,444         645,203
  Other operating expenses                         2,813,800       2,502,420

  Total Expenses                                  36,748,000      35,798,875

  Income before income taxes                       2,382,978       3,883,711

  Income taxes                                       860,000       1,426,000

  NET INCOME                                     $ 1,522,978     $ 2,457,711


  Earnings per share                                   $0.72           $1.16

  Dividends declared per share                         $0.30           $0.26

  Weighted average common shares and
    common stock equivalents outstanding           2,104,383       2,117,440


  
  See notes to consolidated financial statements.











     SCOTT & STRINGFELLOW FINANCIAL, INC. AND SUBSIDIARIES
             CONSOLIDATED STATEMENTS OF CASH FLOWS
  For the Nine Months Ended March 31, 1995 and March 25, 1994
                          (Unaudited)
<TABLE>
<CAPTION>
                                                         March 31,       March 25,
                                                            1995           1994
<S>                                                      <C>             <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net Income                                             $ 1,522,978     $ 2,457,711
  Adjustments to reconcile net income to net cash
    provided by (used for) operating activities:
  Depreciation and amortization                              492,403         434,403
  Deferred income taxes                                      -21,000          -5,000
  Write down of exchange memberships                               0           9,950
  Allowance for (recovery of) doubtful accounts               72,042         298,308
  Changes in assets and liabilities:
  Cash segregated under Federal regulations                    8,037       3,239,390
  Receivable from brokers, dealers and clearing
   organizations                                            -633,697      -1,269,326
  Receivable from customers                               -3,082,246      -6,178,455
  Trading securities                                        -561,197       3,387,836
  Other assets                                              -177,524       1,488,007
  Payable to brokers, dealers and clearing
   organizations                                          -1,064,233         497,862
  Payable to customers                                     7,407,039       1,345,351
  Securities sold, but not yet purchased                     446,336          99,866
  Accounts payable, accrued compensation
    and other liabilities                                 -1,414,157        -897,168

Net cash provided by (used for) operating activities       2,994,781       4,908,736

CASH FLOWS FROM FINANCING ACTIVITIES:             
  Net change in drafts payable                            -6,863,048       1,453,016
  Net change in short term bank loans                      8,400,000      -2,400,000
  Net change in securities sold under agreements to
   repurchase                                                -21,250             -82
  Cash dividends paid                                       -611,859      -1,132,228
  Purchase and retirement of common stock                   -358,191        -690,750
  Issuance of common stock                                   390,053         348,045

Net cash provided by (used for) financing activities         935,705      -2,422,000

CASH FLOWS FROM INVESTING ACTIVITIES:
  Proceeds from sales of not readily marketable
   securities                                                139,987          53,475
  Purchases of not readily marketable securities            -172,238        -109,123
  Proceeds from disposition of investment real estate        804,638               0
  Proceeds from disposition of equipment                       2,493           7,500
  Purchases of equipment and leasehold improvements         -468,145        -500,243
  Increase in loans receivable                              -789,286        -616,314
  Repayment of loans receivable                              289,900         119,421

Net cash provided by (used for) investing activities        -192,651      -1,045,285

Net increase (decrease) in cash and cash equivalents       3,737,835       1,441,451

Cash and cash equivalents at beginning of period           2,410,867       3,557,831

Cash and cash equivalents at end of period               $ 6,148,702     $ 4,999,282

Cash paid during the period for interest                 $ 1,316,416     $   664,328
Cash paid during the period for income taxes                 588,706       1,164,833

  See notes to consolidated financial statements.
</TABLE>
<PAGE>
                SCOTT & STRINGFELLOW FINANCIAL, INC. AND SUBSIDIARIES
                NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
                                March 31,1995
                                

1. BASIS OF PRESENTATION
   The accompanying consolidated financial statements include the accounts of
Scott & Stringfellow Financial, Inc. and its subsidiaries (collectively the
"Company"), Scott & Stringfellow, Inc. ("S&S"), Scott & Stringfellow Capital
Management, Inc. ("SSCM"), and Scott & Stringfellow Realty, Inc.  S&S, the
Company's principal subsidiary, is a broker-dealer registered under the
Securities Exchange Act of 1934.  SSCM is an investment advisor registered under
the Investment Advisors Act of 1940.

  These interim consolidated financial statements are unaudited; however, such
information reflects all normal recurring adjustments which, in the opinion of
management, are necessary for a fair presentation of the results for the period
in accordance with generally accepted accounting principles.  The nature of the
Company's business is such that the results of any interim period are not
necessarily indicative of the results which might be expected for the full
fiscal year.  The notes included herein should be read in conjunction with the
notes to the consolidated financial statements included in the Company's annual
audited report for the fiscal year ended June 24, 1994.

2. NET CAPITAL REQUIREMENTS
   As a registered broker-dealer and a member of the New York Stock Exchange
("NYSE"), the Company's wholly-owned subsidiary, S&S, is subject to the
Securities and Exchange Commission's Uniform Net Capital Rule (Rule 15c3-1). S&S
has elected to utilize the alternative method of the Rule, which prohibits a
broker-dealer from engaging in any transactions which would cause its "net
capital" to be less than 2% of its "aggregate debit balances" arising from
customer transactions, as those terms are defined in the Rule.  The NYSE may
also impose restrictions on S&S's business if its net capital falls below 5% of
aggregate debit balances.  At March 31, 1995, S&S's net capital of $17,350,329
was 27% of its aggregate debit balances and was $16,077,800 in excess of its
minimum regulatory requirement.

3. COMMON STOCK
   During the quarter ended March 31, 1995, the Company issued 744 shares of
common stock pursuant to the exercise of employee stock options for net proceeds
of $4,845.  The Company also issued 13,545 shares of common stock to the
Employee Stock Purchase Plan for net proceeds of $148,624,.  The Company
repurchases its common shares in the open market under a plan approved by the
Board of Directors.  In the three months ended March 31, 1995, a total of 1,200
shares were repurchased at a cost of $13,500 or $11.25 per share.  At March 31,
1995, the Company had remaining authority to repurchase 131,800 shares.  All per
share items for the current and comparative prior periods have been adjusted to
reflect the effect of a 6:5 stock split which was distributed as a 20% stock
dividend to shareholders on August 26, 1994.

4. LEGAL PROCEEDINGS
   The Company and its subsidiaries are from time to time named as defendants in
legal actions incidental to its securities brokerage and investment banking
activities.  Management believes that all pending claims and lawsuits of which
it has knowledge will be resolved with no material adverse effect on the overall
financial condition of the Company, although the resolution of such matters
might have a material adverse impact on the operating results for any given
quarterly accounting period.

<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

GENERAL

The Company's primary subsidiary, S&S, conducts a full-service, securities
brokerage and investment banking business through 26 branch offices located in
Virginia, North Carolina and West Virginia.  Its primary business is retail
securities brokerage with an emphasis on equity securities, municipal bonds and
mutual funds.  Other significant activities and services include institutional
securities brokerage, management of and participation in the underwriting of
corporate and municipal securities, investment management services through SSCM,
corporate and municipal financial advisory services, trading of fixed income and
equity securities, primary investment research and money market cash management
services.

The Company's profitability, to a large degree, is sensitive to the volume of
trading in securities and the volatility and general level of securities' market
prices.  Approximately 78% of the Company's total revenue is generated by
commissions and sales credits, or mark-ups, on securities transactions.  While
the Company places emphasis on controlling fixed costs and building non-sales
revenue, many of its activities have high operating costs which do not decrease
proportionately with reduced levels of activity and may even increase during
such period.  Sustained periods of reduced transaction volume, or loss of
clients, would have adverse effects upon profitability.

RESULTS OF OPERATIONS 

THREE MONTHS ENDED MARCH 31, 1995 

Net income for the three months ended March 31, 1995 was $424,249, representing
a decline of 22% from $546,587 reported for the same period last year.  Although
total revenues increased by 7% compared to the year-earlier quarter, total
expenses were 9% higher, continuing a trend of sharply higher operating expenses
incurred thus far in fiscal 1995.  Earnings per share also declined by 22% to
$.20 from $0.26 as average outstanding shares and common stock equivalents were
virtually unchanged from one year ago.

The increase in total revenues was primarily attributable to an increase in
revenue from principal transactions  of $624,650, or 30%, and an increase in
interest and dividend income of $648,972, or 72%. The Company's largest source
of revenue, commission revenue from securities sold on an agency basis, declined
by 2% from the third quarter of fiscal 1994.  The increase in revenue from
principal transactions was due primarily to $351,131 in net trading profits
compared to net trading losses totalling $128,290, experienced during the 1994
quarter. Otherwise,  sales credits on principal  transactions were up only
slightly from the year-earlier quarter. The decline in investment banking
revenues of $345,899, or 19%, was due primarily to a significant decline of
$405,077, or 90%, in concessions from underwritten municipal bond offerings,
while investment banking fees increased by 3% from 1994.

The Company's largest expense item, compensation and benefits, increased by
$124,915, or 1%.  While commissions and other compensation to Investment Brokers
increased by 6% and administrative and professional salaries increased by 8%,
discretionary compensation declined by 71%, reflecting the Company's lower level
of overall profitability.   While compensation increased by only 1%,  certain
categories of operating expense increased sharply from the year-earlier quarter.
Notably, communications expense increased by 20% from $620,310 to $746,264 due
entirely to increases in quotation services, the result of a 19% increase in the
number of quotation machines employed in 1995 versus 1994 and the installation
of a new over-the-counter trading system which added approximately $28,000 to
the quarterly expense.  Postage, stationery and supplies increased by $102,191,
or 29%, due to an 8% increase in the number of client statements mailed each
month compounded by a 10% increase U.S. postal rates.  In addition,
approximatley $24,000 of the increase was due to a change in the method of
accrual for annual client tax statement mailings. Other operating expenses
increased by $180,096, or 22%, due partially to $93,000 higher legal fees
associated with customer litigation and other legal matters and a $58,000
increase in the reserve for losses associated with such customer cases.
Overall, non-interest, non-compensation expenses increased by $623,231 or 20%.

Interest and dividend revenues increased by 30% to $1,551,950 reflecting a 12%
increase in customer receivable balances and higher market interest rates
compared to the prior fiscal period. Interest expense increased by 151% from
$207,457 to $520,351, reflecting both higher average borrowing levels used to
finance higher customer receivable balances and higher interest rates as
compared to the prior period.  Overall, interest and dividend income net of
interest expense increased by $340,078 or 34% from 1994 and represented a
significant contribution to the Company's continued profitability.

NINE MONTHS ENDED MARCH 31, 1995

Net income for the nine months ended March 31, 1995 was $1,522,978, a 38%
decrease from $2,457,711 reported for the first nine months of fiscal
1994.  Earnings per share declined by 38% from $1.16 to $0.72.   While total
revenues declined by only $551,068, or 1%,  total expenses increased by
$949,125, or 3%, reflecting the fact that many of the Company's costs are fixed
in nature and  do not vary proportionately with the level of revenues.  In
addition, the average revenue generated per Investment Broker has declined
somewhat in the past year due to market conditions and the addition of a number
of broker trainees.

The decline in total revenues for the nine month period ended March 31, 1995 was
due to a much lower level of equity and municipal bond underwritings as compared
to the 1994 period as reflected by the decline in investment banking revenues of
$3,181,684, or 41%.  Although financial markets have performed very well in
recent months, the market for new issues remains less than robust. The decline
in investment banking revenues was partially offset by a net increase in other
revenue categories.  In particular, higher sales credits on principal
transactions resulted in an increase of $2,033,189 or 32% in revenue from
principal transactions as compared to the first nine months of fiscal 1994.
While commissions on agency transactions declined by  $971,061, or 5%, the
overall net increase in revenue from commissions and sales credits on secondary
market trades reflects the continued satisfactory performance in the Company's
core retail brokerage operations.

The overall increase in total operating expenses was marked by a 4% decline in
compensation and benefits while virtually all other operating expense categories
increased at double-digit rates from the year-earlier period.  The decline in
compensation expense was associated with declines in variable compensation due
to the reduced levels of overall revenue and profitability.  On the other hand,
non-interest, non-compensation operating expenses increased by 13% or $1,251,413
for the nine month period.  Despite the decline in revenues, the Company has
continued to grow in terms of numbers of Investment Brokers and client accounts
and has continued making selected investments in new technology and other
projects in order to maintain and improve the level of service to our clients.
The Company had 213 full-time Investment Brokers as of March 31, 1995, an
increase of 8% from 197 one year ago.  These activities, together with some cost
price increases and other special factors, have resulted in increases in
operating expense categories such as communications, occupancy and equipment,
postage,  stationery and supplies and other operating expenses. The specific
reasons for these increases have been detailed in the discussion of quarterly
results in this and prior filings.

Net interest and dividend revenue has been a significant source of profitability
for the Company  during the current fiscal year. Interest and dividend revenue
increased by $1,355,892, or 47%, from 1994 while interest expense increased by
$653,241, or 101%, reflecting higher interest rates and higher receivable from
customer balances in margin accounts and corresponding bank borrowings used to
partially finance such receivables.


LIQUIDITY AND CAPITAL RESOURCES

As set forth in the Consolidated Statement of Cash Flows contained in this
report, the Company's primary sources of cash flow are the net cash provided
from the earnings of the Company and from increases in the amounts payable to
customers and other short-term indebtedness incurred in the normal course of the
Company's securities brokerage business.

For the nine month period ended March 31, 1995, net cash from operations before
changes in operating assets and liabilities was $2,066,423.  Cash flow from
operations was also provided by an increase of $7,407,039 in amounts payable to
customers, representing a 19% increase in credit balances in customer brokerage
accounts.  The largest use of cash in operating activities was an increase of
$3,082,246 in customer receivables reflecting a higher level of margin interest
borrowings by the Company's customers. After the net change in all other
operating asset and liability accounts,  net cash provided by operating
activities was $2,994,781.  Because of the nature of the Company's business, the
changes in operating asset and liability account balances relative to net income
for any particular accounting period can be quite large and somewhat arbitrary
and therefore are not very useful indicators of long-term trends in the
Company's cash flow from operations.  Net cash flow was also provided by
financing activities, principally including short term bank borrowings of
$8,400,000 and issuance of common stock of $390,053,  partially offset by a
decline in drafts payable of $6,863,048, cash dividends paid to shareholders of
$611,859 and repurchase of the Company's common stock of $358,191.  Investing
activities during the period used net cash of $192,651 as $468,145 in purchases
of equipment and leasehold improvements and $789,286 in new loans were partially
offset by proceeds from  the disposition of an investment real estate property
of $804,638 and loan repayments of $289,900.  Over the nine month period, the
Company's overall net cash position improved by $3,737,835.

At March 31, 1995, approximately 90% of the Company's assets were liquid,
consisting mainly of cash or assets readily convertible into cash.  The
Company's largest asset is its receivable from customers, representing
borrowings from the Company by customers to finance the purchase of securities
on margin.  Such receivables from customers are substantially financed by
customer credit balances (excess funds kept by customers with the Company),
short-term bank borrowings and equity capital.  The Company utilizes short-term
bank borrowings under established lines of credit with several banking
institutions.  A total of $58,000,000 in approved lines of credit was available
to the Company at March 31, 1995, of which $10,500,000 was outstanding.  The
Company had no other debt obligations outstanding at that date.

The Company is subject to the net capital requirements of the Securities and
Exchange Commission ("SEC") and the New York Stock Exchange which are designed
to measure the general financial soundness and liquidity of broker-dealers.  The
Company has consistently operated well in excess of the minimum requirements. At
March 31, 1995, the Company's net capital of $17,350,329 exceeded the minimum
requirement by $16,077,800.  Net capital was comprised entirely of stockholders'
equity less certain regulatory adjustments.

Management believes that funds provided by earnings combined with its existing
liquid capital base and its present lines of credit, are fully adequate to meet
the Company's financing needs for the foreseeable future.

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings - None Reportable

Item 2.  Changes in Securities - None Reportable

Item 3.  Defaults upon Senior Securities - None Reportable

Item 4.  Submission of Matters to a Vote of Security Holders - None Reportable

Item 5.  Other Information - None Reportable

Item 6:  Exhibits and Reports on 8-K

  (a)  Exhibits

    Exhibit 11 - Statement Re:  Computation of Per Share Earnings - See
        Separate Document

    Financial Data Schedule BD - See Separate Document

  (b)  Reports on Form 8-K 
  
  There were no reports on Form 8-K filed during the quarter ended March 31,
        1995.
<PAGE>

SIGNATURES

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

SCOTT & STRINGFELLOW FINANCIAL, INC.
(Registrant)

Signatures                                Date

/S/ William P. Schubmehl                  May  15, 1995
- - - - - - - ------------------------------
William P. Schubmehl         
President and Chief Executive Officer      
(Principal Executive Officer)

/S/ Steven C. DeLaney                     May 15, 1995
- - - - - - - ------------------------------
Steven C. DeLaney
First Vice President and Chief Financial Officer
(Principal Financial Officer)



EXHIBIT 11

SCOTT & STRINGFELLOW FINANCIAL, INC.
STATEMENT RE: COMPUTATION OF EARNINGS PER SHARE
<TABLE>
<CAPTION>
                                   For the Three Months Ended         For the Three Months Ended
                                        March 31, 1995                     March 25, 1994
                                                      Fully                              Fully
                                   Primary            Diluted         Primary            Diluted
<S>                                <C>                <C>             <C>                <C>
Weighted average shares
  outstanding:
    Common shares                  2,097,776          2,097,776       2,101,454          2,101,454
    Dilutive shares available
        under stock options           13,419             16,962           9,702             10,279

Weighted average common shares
    and common stock equivalents
        outstanding                2,111,195          2,114,738       2,111,156          2,111,734

Net earnings applicable to
    common shares                   $424,249           $424,249        $546,587           $546,587

Earnings per share                     $0.20              $0.20           $0.26              $0.26


                                   For the Nine Months Ended         For the Nine Months Ended
                                        March 31, 1995                    March 25, 1994
                                                      Fully                             Fully
                                   Primary            Diluted        Primary            Diluted
<S>                                <C>                <C>            <C>                <C>
Weighted average sahres
  outstanding:
    Common shares                  2,092,814          2,092,814      2,107,963          2,107,963
    Dilutive shares available
        under stock options           11,569             16,962          9,476             10,279

Weighted average common shares
    and common stock equivalents
        outstanding                2,104,383          2,109,776      2,117,440          2,118,242

Net earnings applicable to
    common shares                 $1,522,978         $1,522,978     $2,457,711         $2,457,711

Earnings per share                     $0.72              $0.72          $1.16              $1.16
</TABLE>



<TABLE> <S> <C>

<ARTICLE> BD
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          JUN-30-1995
<PERIOD-END>                               MAR-31-1995
<CASH>                                         6154464
<RECEIVABLES>                                 63435137
<SECURITIES-RESALE>                                  0
<SECURITIES-BORROWED>                          1360214
<INSTRUMENTS-OWNED>                            9012835
<PP&E>                                         2144405
<TOTAL-ASSETS>                                88535975
<SHORT-TERM>                                  10500000
<PAYABLES>                                    51871935
<REPOS-SOLD>                                         0
<SECURITIES-LOANED>                             211900
<INSTRUMENTS-SOLD>                             1005368
<LONG-TERM>                                          0
<COMMON>                                        211163
                                0
                                          0
<OTHER-SE>                                    24735609
<TOTAL-LIABILITY-AND-EQUITY>                  88535975
<TRADING-REVENUE>                             19770473
<INTEREST-DIVIDENDS>                           4239535
<COMMISSIONS>                                 19770473
<INVESTMENT-BANKING-REVENUES>                  4648197
<FEE-REVENUE>                                  1993461
<INTEREST-EXPENSE>                             1298444
<COMPENSATION>                                24745866
<INCOME-PRETAX>                                2382978
<INCOME-PRE-EXTRAORDINARY>                     1522978
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   1522978
<EPS-PRIMARY>                                     0.72
<EPS-DILUTED>                                     0.72
        

</TABLE>


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