THIS CONFORMING PAPER FORMAT DOCUMENT IS BEING SUBMITTED PURSUANT TO RULE
901(D) OF REGULATION S-T
Securities and Exchange Commission
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT UNDER SECTION 13 or 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended September 30, 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 0-15339
THE STROBER ORGANIZATION, INC.
(Exact name of Registrant as specified in its charter)
DELAWARE 11-2822910
(State of Organization (IRS Employer Identification
or other Jurisdiction Number)
of Incorporation)
550 Hamilton Avenue
BROOKLYN, NEW YORK 11232
(Address of principal executive office)
(718) 832-1212
(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
filing requirements for the past 90 days.
Yes X No _____
COMMON STOCK $.01 PAR - SHARES ISSUED AND OUTSTANDING AT SEPTEMBER 30, 1995 -
5,066,259
(Number of shares outstanding of each class of the Registrant's Common Stock)
This report contains a total of 21 pages.
<PAGE>
THE STROBER ORGANIZATION, INC. AND SUBSIDIARIES
INDEX
PAGE
Face Sheet............................................................1
Index.................................................................2
Part I Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets as of
September 30, 1995 and December 31, 1994...............3
Consolidated Statements of Operations for the
Three Months Ended September 30, 1995 and 1994.........4
Consolidated Statements of Operations for
the Nine Months Ended September 30, 1995
and 1994...............................................5
Consolidated Statements of Cash Flows
for the Nine Months Ended September 30,
1995 and 1994..........................................6
Notes to Consolidated Financial Statements.............7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations............................................8-11
Part II Other Information.....................................12
Part III Exhibits..............................................13
Signature............................................................14
<PAGE>
Part 1-Financial Statements
The Strober Organization, Inc. and Subsidiaries Consolidated Balance Sheets
(In Thousands)
Sept 30, Dec. 31,
ASSETS 1995 1994
Current assets:
Cash $5,242 $3,890
Accounts receivable, net of allowance for
doubtful accounts of $3,131 and $2,320
in 1995 and 1994, respectively 17,902 16,651
Inventory 11,693 10,741
Deferred income taxes 926 926
Other current assets 325 350
Total current assets 36,088 32,558
Property and equipment, net 3,225 2,518
Goodwill, net of accumulated amortization
of $1,607 and $1,450 in 1995 and 1994,
respectively 6,778 6,936
Other assets 634 637
Total assets $46,725 $42,649
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current installments of long-term debt $1,111 $1,233
Revolving line of credit - -
Accounts payable 6,258 5,056
Accrued expenses and taxes 5,126 4,425
Total current liabilities 12,495 10,714
Long-term debt, less current installments 1,088 1,171
Deferred income taxes 77 77
Total liabilities 13,660 11,962
Stockholders' equity:
Preferred stock, $.01 par value, 1,000
shares authorized and unissued - -
Common stock, $.01 par value, 20,000
shares authorized; issued: 5,178 and outstanding
5,066 shares in 1995 and issued 5,167
and outstanding 5,055 in 1994 52 52
Additional paid-in capital 7,030 7,013
Retained earnings 26,468 24,107
Less: Treasury stock at cost, 112 shares
in 1995 and 1994 (485) (485)
Total stockholders' equity 33,065 30,687
Total liabilities and stockholders' equity $46,725 $42,649
See notes to the accompanying financial statements
<PAGE>
The Strober Organization, Inc. and Subsidiaries
Consolidated Statements of Operations
Three Months Ended September 30, 1995 and 1994
(In thousands, except per share data) 1995 1994
Net sales $33,864 $36,368
Cost of goods sold 24,821 26,851
Gross profit 9,043 9,517
Selling, general and administrative expenses 7,199 7,315
Income from operations 1,844 2,202
Interest expense (58) (256)
Interest income 135 75
Net income before income taxes 1,921 2,021
Provision for income taxes 787 707
Net income $1,134 $1,314
Net income per share $0.21 $0.25
Weighted average number of shares outstanding 5,358 5,167
The computation of fully diluted earnings per share does not materially
differ from that presented above.
See accompanying notes to consolidated financial statements.
<PAGE>
The Strober Organization, Inc. and Subsidiaries
Consolidated Statements of Operations
Nine Months Ended September 30, 1995 and 1994
(In thousands, except per share data) 1995 1994
Net sales $96,066 $91,533
Cost of goods sold 70,824 67,630
Gross profit 25,242 23,903
Selling, general and administrative expenses 21,397 20,997
Income from operations 3,845 2,906
Interest expense (170) (630)
Interest income 325 248
Net income before income taxes 4,000 2,524
Provision for income taxes 1,640 883
Net income $2,360 $1,641
Net income per share $0.45 $0.32
Weighted average number of shares outstanding 5,264 5,165
The computation of fully diluted earnings per share
does not materially differ from that presented above.
See accompanying notes to consolidated financial statements.
<PAGE>
The Strober Organization, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
Nine Months Ended September 30, 1995 and 1994
(In thousands)
1995 1994
Cash flows from operating activities:
Net income $2,360 $1,641
Adjustments to reconcile net
income to net cash provided by
(used by) operating activities:
Depreciation and amortization 1,004 1,081
Provision for estimated losses
on accounts receivable 651 740
Changes in operating assets and
liabilities:
Accounts receivable (1,903) (3,165)
Inventory (952) (2,549)
Other assets 14 456
Accounts payable 1,202 1,732
Accrued expenses and taxes 702 (245)
Net cash provided by (used by) operating
activities 3,078 (309)
Cash flows from investing activities:
Additions to property and
equipment, net (465) (223)
Cash flows from financing activities:
Repayment of long-term debt (1,278) (970)
Net increase in revolving line of
credit --- 1,451
Proceeds from exercise of stock options 17 26
Net cash (used by) provided by financing
activities (1,261) 507
Net increase (decrease) in cash 1,352 (25)
Cash at beginning of period 3,890 3,082
Cash at end of period $5,242 $3,057
See accompanying notes to consolidated financial statements
<PAGE>
THE STROBER ORGANIZATION, INC AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(1) UNAUDITED STATEMENTS
The accompanying unaudited financial statements and other related
financial information furnished reflect all adjustments which are in the
opinion of management, necessary to a fair presentation of the financial
position as of September 30, 1995 and the results of operations and cash flows
for the nine months ended September 30, 1995 and 1994.
(2) PRINCIPLES OF CONSOLIDATION
The consolidated financial statements include the accounts of the Company
and its wholly owned subsidiaries. Significant intercompany balances and
transactions have been eliminated.
(3) STATEMENTS OF CASH FLOWS-SUPPLEMENTAL DISCLOSURES
Schedule of amounts paid for interest, income taxes and capital leases:
1995 1994
(In thousands)
Interest paid $ 137 $ 362
Income taxes paid $ 500 $ 1,422
Capital lease obligations
incurred for purchase of
equipment $1,074 $ -0-
(4) CONDENSED FINANCIAL STATEMENTS
Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted. It is suggested that these
consolidated condensed financial statements be read in conjunction with the
consolidated financial statements and notes thereto included in the Company's
December 31, 1994 financial statements. The results of operations for the
period ended September 30, 1995 are not necessarily indicative of the operating
results for the full year.
<PAGE>
Item 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
The following table sets forth certain statement amounts expressed as a
percentage of sales:
<TABLE>
<CAPTION>
Three Months Three Months Nine Months Nine Months
Ended Ended Ended Ended
SEPT 30, 1995 SEPT 30, 1994 SEPT 30, 1995 SEPT 30, 1994
<S> <C> <C> <C> <C>
Net sales 100.0% 100.0% 100.0% 100.0%
Cost of goods sold 73.3% 73.8% 73.7% 73.9%
Gross profit 26.7% 26.2% 26.3% 26.1%
SG&A expenses 21.2% 20.1% 22.3% 22.9%
Income from operations 5.5% 6.1% 4.0% 3.2%
Net interest income
(expense) 0.2% -0.5% 0.2% -0.4%
Net income before income
taxes 5.7% 5.6% 4.2% 2.8%
Provision for income taxes 2.3% 2.0% 1.7% 1.0%
Net income 3.4% 3.6% 2.5% 1.8%
</TABLE>
RESULT OF OPERATIONS
THIRD QUARTER ENDED SEPTEMBER 30, 1995 COMPARED TO THIRD QUARTER ENDED
SEPTEMBER 30, 1994.
Net sales for the quarter ended September 30, 1995 decreased by $2.5 million
(7%) compared to the same period in 1994. Reductions in new residential housing
starts and lower lumber prices contributed to the current sales decline.
Gross profit decreased by $474,000 (5%) in the third quarter of 1995 as
compared to the same period in 1994 due to the lower sales volume. Gross
profit as a percentage of sales increased from 26.2% to 26.7% in the third
quarter of 1995 compared to the same period in 1994.
Selling, general and administrative expenses decreased by $116,000 (2%) in the
third quarter of 1995 compared to the same period in 1994.
<PAGE>
The following table shows the components of the SG&A expenses:
THREE MONTHS ENDED
IN THOUSANDS 9/30/95 9/30/94
Delivery $ 2,784 $ 2,944
Selling 1,078 1,043
Administrative 3,337 3,328
$ 7,199 $7,315
The decrease in delivery expenses of $160,000 resulted from reductions in
delivery labor and trucking costs.
Interest expense decreased by $198,000 in the third quarter of 1995 compared to
the same period in 1994. This decrease results from lower outstanding loan
balances on financing debt, as the Company did not incur any borrowings on its
working capital facility during the third quarter of 1995 and continued to
reduce its subordinated debt obligation.
Income from operations decreased $358,000 in the third quarter of 1995 to
$1,844,000 compared to $2,202,000 in the same period in 1994. This decrease
resulted primarily from lower gross margin dollars resulting from lower sales
volume and partially offset by lower operating expenses. Net income before
taxes decreased $100,000 in the 1995 third quarter to $1,921,000 compared to
$2,021,000 in the same period in 1994 due to decreased operating income
partially offset by lower net interest costs.
The net income for the third quarter of 1995 reflects an income tax provision
of $787,000 compared to a provision of $707,000 for same period in 1994.
Certain federal income tax benefit carryovers have been exhausted as of
December 31, 1994, resulting in an increase in the effective income tax rate
from 35% in 1994 to 41% in 1995. Net income for the third quarter ended
September 30, 1995 decreased $180,000 to $1,134,000 compared to $1,314,000 in
the same period in 1994.
NINE MONTH PERIOD ENDED SEPTEMBER 30, 1995 COMPARED TO NINE MONTH PERIOD ENDED
SEPTEMBER 30, 1994.
Net sales for the nine month period ended September 30, 1995 increased by $4.5
million (5%) compared to the same period in 1994. The increase in sales is
primarily due to better weather conditions experienced in the Northeast this
winter during the first quarter ended March 31, 1995 as compared to the
extremely severe winter weather conditions endured during the first quarter of
1994. Reduction in housing starts and lower lumber prices have reduced the
overall sales gains achieved in the nine month period ended September 30, 1995
compared to the same period in 1994.
Gross profit increased by $1.3 million (6%) in the first nine months of 1995 as
compared to the same period in 1994 due to the higher sales volume. Gross
profit as a percentage of sales was 26.3% during the 1995 first nine month
period compared to 26.1% in the same period in 1994.
Selling, general and administrative expenses increased by $400,000 (2%). The
following table shows the components of the SG&A expenses.
NINE MONTHS ENDED
IN THOUSANDS
9/30/95 9/30/94
Delivery $ 8,236$ 8,167
Selling 3,117 3,054
Administrative 10,044 9,776
$ 21,397 $20,997
Delivery expenses increased by $69,000 due primarily to higher variable
delivery labor costs offset partially by reductions in truck repairs. Selling
expenses increased by $63,000 due to higher selling salaries. Administrative
expenses increased by $268,000 due to higher administrative salaries,
insurance, employee benefits and legal fees.
Interest expense decreased by $460,000 in the nine month period ended September
30, 1995 compared to the same period in 1994. This decrease results from lower
outstanding loan balances on financing debt, as the Company did not incur any
borrowings on its working capital facility during the first nine months of 1995
and continued to reduce its outstanding subordinated debt obligation.
Income from operations increased by $939,000 in the nine month period ended
September 30, 1995 to $3,845,000 compared to $2,906,000 in the same period in
1994. This increase is attributable to higher gross margin dollars resulting
from the increased sales volume and reduced by increases in operating expenses.
Net income before taxes increased $1.5 million in the nine month period ended
September 30, 1995 to $4 million compared to $2.5 million in the same period in
1994 due to increased operating income and lower net interest costs.
The net income for the nine month period ended September 30, 1995 reflects an
income tax provision of $1,640,000 compared to $883,000 in the same period of
1994. Net income for the nine month period ended September 30, 1995 increased
by $719,000 to $2,360,000 compared to $1,641,000 in the same period in 1994.
LIQUIDITY AND CAPITAL RESOURCES
The Company financed its operations in the first nine month period of 1995 with
cash generated from operations. The Company also maintains a revolving working
capital line of credit in the amount of $10,000,000 with the Chase Manhattan
Bank, N.A. Borrowings under the credit facility are made as needed, up to a
maximum of 75% of eligible accounts receivable and bear interest at the prime
rate plus 1/2 a percentage point or at the option of the Company at various
fixed LIBOR interest rates.
The Company pledged as collateral for the credit facility its accounts
receivable and is required to maintain certain financial covenants. At
September 30, 1995 and December 31, 1994, there were no balances owed under
this credit line.
Capital expenditures, net of dispositions and including capital leases,
amounted to $1.5 million in the nine month period ended September 30, 1995,
compared to $223,000 in the same period in 1994. The 1995 acquisitions were
for replacement of delivery equipment and facility improvements. The Company
is utilizing capital lease arrangements to finance the acquisition of new
delivery equipment.
In June 1995, the Company relocated its Farmingdale, New York facility to a
larger Farmingdale location. Facility improvements and fixtures associated
with the relocation was approximately $350,000.
<PAGE>
PART II - OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS.
The Company is not a party to any material legal proceedings. It is,
however, involved in litigation relating to claims arising out of its
operations in the normal course of business. Such claims against the Company
are generally covered by insurance. It is the opinion of management that any
uninsured liability resulting from such litigation would not have a material
adverse effect on the Company's business, financial position or earnings.
<PAGE>
PART III - EXHIBITS
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits:
27 Financial Data Schedule
(b) Reports on Form 8-K:
There were no Reports on Form 8-K filed during the quarter.
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
THE STROBER ORGANIZATION, INC.
By: /S/ DAVID J. POLISHOOK
-----------------------------
David J. Polishook
Chief Financial Officer
and Treasurer
<PAGE>
EXHIBIT INDEX
EXHIBIT SEQUENTIALLY
NUMBER DESCRIPTION NUMBERED PAGE
3(i) Amended and Restated Certificate of Incorporation of Company
incorporated by reference to Exhibit 3(i) to Quarterly Report
on Form 10-Q for the three months ended June 30, 1995.
3(ii) Amended and Restated By-Laws of Company incorporated by
reference to Exhibit 3(ii) to Quarterly Report on Form 10-Q for
the three months ended June 30, 1995..
4(a) Form of Common Stock Certificate incorporated by reference to
Exhibit 4(a) to Annual Report on Form 10-K for the year ended
December 31, 1986.
4(b) Amendatory Agreement dated December 14, 1990 together with
Amended and Restated Subordinated Note Due January 15, 1994,
incorporated by reference to Exhibit 4(b) to Annual Report for
the year ended December 31, 1990 incorporated by reference to
Exhibit 4(b) to Annual Report on Form 10-K for the year ended
December 31, 1990.
4(c) Warrant to Purchase 300,000 Common Shares dated December 14,
1990 incorporated by reference to Schedule 13D filed by Sue
Strober on December 22, 1990.
4(d) Reserved
4(e) Form of Warrant Extension Amendment between Strober and David
W. Bernstein amending the Warrant Agreement between Strober and
David W. Bernstein dated November 6, 1988, incorporated by
reference to Exhibit 4(e) to Annual Report on Form 10-K for the
year ended December 31, 1991.
10(a) Non-Qualified Stock Option Plan incorporated by reference to
Exhibit 10(a) to Amendment No. 2 to the Company's Registration
Statement on Form S-1 (Commission File No. 33-9348), filed on
November 7, 1986, as amended on August 13, 1991, which
amendment is incorporated by reference to Quarterly Report on
Form 10-Q for the three months ended September 30, 1991.
10(b) Form of Profit-Sharing Plans incorporated by reference to
Exhibit 10(b) to the Company's Registration Statement on Form
S-1 (Commission File No. 33-9348), filed on October 8, 1986 and
Exhibit 10(b) to Amendment No. 2 to the Company's Registration
Statement on Form S-1 (Commission File No. 33-9348), filed on
November 7, 1986.
10(c) Form of Target Benefit Plan incorporated by reference to
Exhibit 10(c) to the Company's Registration Statement on Form
S-1 (Commission File No. 33-9348), filed on October 8, 1986.
10(d) Restricted Stock Plan incorporated by reference to Exhibit
10(d) to Amendment No. 2 to the Company's Registration
Statement on Form S-1 (Commission File No. 33-0348), filed on
November 7, 1986.
10(e) Form of Lease between: (i) JNR Realty Company and Strober -
L.I. Bldg. - Supply Centers, Inc.; (ii) Strober Realty Company
and Strober Bros. Inc. Bldg. Supply Centers, Inc.; (iii) SCONN
Realty and Strober Connecticut Bldg. Supply Centers, Inc.; and
(iv) SY Realty Corp. and Strober- King Bldg. Supply Centers,
Inc. incorporated by reference to Exhibit 10(f) to Amendment
No. 1 to the Company's Registration Statement on Form S-1
(Commission File No. 33-9348), filed on November 4, 1986 and
Exhibit 10(f) to Amendment No. 2 to the Company's Registration
Statement on Form S-1 (Commission File No. 33-9348), filed on
November 7, 1986.
10(f) Form of Lease between: (i) General Realty Associates and
General Building Supply Company, (ii) P&Z Realty and General
Building Company; (iii) 3IS Associates and General Building
Supply Company; and (iv) Peter L. Churilo and General Building
Supply Company incorporated by reference to Exhibit 10(f) to
Annual Report on Form 10-K for the year ended December 31,
1987.
10(g) Form of Lease between: (i) SAY Realty Corp. and Strober-King
Bldg. Supply Centers, Inc.; (ii) P&Z Realty and General
Building Supply Company; and (iii) SG Realty Corp. and Strober
New Jersey Building Supply Center, Inc. incorporated by
reference to Exhibit 10(g) to Annual Report on Form 10-K for
the year ended December 31, 1988.
10(h) Form of Lease between Strober Bros. Inc. Building Supply
Centers and Elstro Company incorporated by reference to Exhibit
10(h) to Annual Report on Form 10-K for the year ended December
31, 1989.
10(i) Form of Agreement and Plan of Reorganization among the Company
and certain of its affiliates incorporated by reference to
Exhibit 2 to the Company's Registration Statement on Form S-1
(Commission File No. 33-9348), filed on October 8, 1986.
10(j) Amendment to Agreement and Plan of Reorganization dated January
25, 1988 incorporated by reference to Exhibit 4(d) to Current
Report on Form 8-K filed by the Company to report an event of
January 25, 1988.
10(k) Purchasers' Purchase Agreement between the Company and certain
of its affiliates incorporated by reference to Exhibit 4(e) to
Current Report on Form 8-K filed by the Company to report an
event of January 25, 1988.
10(l) Amendment to Purchasers' Purchase Agreement dated January 25,
1988 incorporated by reference to Exhibit 4(v) to Current
Report on Form 8-K filed by the Company to report an event of
January 25, 1988.
10(m) Corporate Purchase Agreement dated November 7, 1986
incorporated by reference to Exhibit (g) to Current Report on
Form 8-K filed by the Company to report an event of January 25,
1988.
10(n) Metal and Roofing Contract between Strober-Price Building
Supply Corp. and Local 282 effective January 1, 1991,
incorporated by reference to Exhibit 10(v) to Annual Report for
the year ended December 31, 1990.
10(o) Lease dated June 14, 1991 between The Chapin Trust and Strober
Building Supply Center, Inc., incorporated by reference to
Exhibit 10(w) to Annual Report on Form 10-K for the year ended
December 31, 1991.
10(p) Agreements between The General Building Supply Company and
Grocery, Bakery, Construction Drivers and Helpers, Teamsters
Local Union 559 for the years 1995 through 1998.
10(q) Form of Senior Subordinated Note due September 1, 1996 and form
of Employment Agreement incorporated by reference to Exhibit
10(q) to Annual Report on Form 10-K for the year ended December
31, 1993.
10(r) Credit Agreement dated as of December 9, 1994 between and among
the Company, certain of its subsidiaries and The Chase
Manhattan Bank (National Association).
10(s) Form of Agreement between the Marda Group of Building Materials
Distributors, Inc. and International Brotherhood of Teamsters,
Chauffeurs, Warehousemen of Local 807 and Helpers of America
for the Period Ending December 3, 1995, incorporated by
reference to Exhibit 10(s) to Annual Report on Form 10-K for
the year ended December 31, 1992.
10(t) Form of The Strober Organization, Inc. Fiduciary Reimbursement
and Indemnification Agreement incorporated by reference to
Exhibit 10(t) to Annual Report on Form 10-K for the year ended
December 31, 1992.
10(u) Addendum to Lease dated December 23, 1993 by and between The
Chapin Trust and Strober Building Supply Center, Inc.
incorporated by reference to Exhibit 10(u) to Annual Report on
Form 10-K for the year ended December 31, 1993.
10(v) Memorandum of Agreement by and between Local 282, IBT and
Strober Price Incorporated, incorporated by reference to
Exhibit 10(v) to Annual Report on Form 10-K for the year ended
December 31, 1993.
10(w) 1993 Outside Director Stock Option Plan incorporated by
reference and Exhibit 4.1 to the Company's Registration on Form
S-8 (Commission File No. 33-71766), filed November 16, 1993.
10(x) Form of 1994 Non-Qualified Stock Option Agreement between the
Company and each of its outside directors incorporated by
reference to Exhibit 10(x) to Annual Report on Form 10-K for
the year ended December 31, 1993.
10(y) Lease effective as of May 1, 1995 by and among Carman Road
Realty Inc., Broad Properties, Inc. and Strober Long Island
Building Material Centers, Inc. incorporated by reference to
Exhibit 10(y) to Annual Report on Form 10-K for the year ended
December 31, 1994.
10(z) Form of Master Lease Agreement dated as of March 24, 1995
between the Company and Chase Equipment Leasing, Inc.
incorporated by reference to Exhibit 10(z) to Quarterly Report
of Form 10-Q/A for the quarter ended March 31, 1995.
22(a) List of Subsidiaries of the Company.
24(a) Consent of Independent Auditors.
27 Financial Data Schedule for the three and nine months ended
September 30, 1995.
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
The schedule contains summary financial information extracted
from the balance sheet and income statement of The Strober
Organization, Inc. for the nine months ended September 30, 1995
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> QTR-3
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> SEP-30-1995
<CASH> 5,242
<SECURITIES> 0
<RECEIVABLES> 21,033
<ALLOWANCES> 3,131
<INVENTORY> 11,693
<CURRENT-ASSETS> 36,088
<PP&E> 12,329
<DEPRECIATION> 9,104
<TOTAL-ASSETS> 46,725
<CURRENT-LIABILITIES> 12,495
<BONDS> 0
<COMMON> 33,065
0
0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 46,725
<SALES> 96,066
<TOTAL-REVENUES> 96,066
<CGS> 70,824
<TOTAL-COSTS> 92,221
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (155)
<INCOME-PRETAX> 4,000
<INCOME-TAX> 1,640
<INCOME-CONTINUING> 2,360
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,360
<EPS-PRIMARY> .45
<EPS-DILUTED> .45
</TABLE>
