IN HOME HEALTH INC /MN/
10-Q/A, 1995-10-06
HOME HEALTH CARE SERVICES
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                          UNITED STATES
                SECURITIES AND EXCHANGE COMMISSION
                      WASHINGTON, D.C. 20549

                           FORM 10-Q/A
                   AMENDMENT NO. 2 TO FORM 10-Q

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

             For quarterly period ended June 30, 1995

                  COMMISSION FILE NO. 0-17490


                      IN HOME HEALTH, INC.
     (Exact name of registrant as specified in its charter)


             Minnesota                            41-1458213
       (State or other jurisdiction of            (I.R.S. Employer 
       incorporation or organization)             Identification No.)
                                                                        

                     601 Lakeshore Parkway
                           Suite 500
               Minnetonka, Minnesota  55305-5214
            (Address of principal executive offices)
                           (Zip Code)


                           612-449-7500
      (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 (1) No    

     As of July 31, 1995, the number of shares outstanding of the
registrant's common stock, $.01 par value was 16,142,980 shares. <PAGE>
<PAGE> 2
                   PART II.  OTHER INFORMATION



ITEM 6.   "Item 6" is hereby amended to read as follows:

     EXHIBITS AND REPORTS ON FORM 8-K

             (a)  Exhibits

                  (11)   Computation of Per Share Earnings
                  
                  (27)   Financial Data Statement

             (b)  Reports on Form 8-K

                  (1)    Securities Purchase and Sale Agreement
                         between In Home Health, Inc. and Manor
                         Healthcare Corp. dated May 2, 1995. 
                         Filed on May 4, 1995.
<PAGE>
<PAGE> 3                    SIGNATURES



Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this Amendment No. 2 on Form
10-Q/A to Form 10-Q to be signed on its behalf by the undersigned
thereunto duly authorized.


                                           In Home Health, Inc.  
                                                 Registrant      




Date:  October 5, 1995                     /s/Judy M. Figge      
                                              Judy M. Figge      
                                                President        
                                          Chief Executive Officer





Date:  October 5, 1995                    /s/Kenneth J. Figge    
                                             Kenneth J. Figge    
                                         Executive Vice President 
                                         Chief Financial Officer 


<PAGE>
<PAGE> 4                                             EXHIBIT (11)

                        IN HOME HEALTH, INC.
                 COMPUTATION OF PER SHARE EARNINGS
     For the Three and Nine Months Ended June 30, 1995 and 1994
          (Amounts in thousands except per share amounts)
<TABLE>
<CAPTION>
                                      Three Months Ended    Nine Months Ended
                                             June 30              June 30    
                                        ----------------      ---------------
                                          1995      1994       1995      1994
                                         -----     -----      -----     -----
<S>                                        <C>       <C>        <C>       <C>
Primary:
Net Income                             $   347   $   152    $ 1,190   $ 1,208
                                        ======    ======     ======    ======
Shares:
 Weighted average number of 
   shares outstanding during 
   the period                           16,120    15,611     16,020    15,561
 Shares issuable in connection 
   with stock options and 
   warrants less shares 
   assumed purchased from
   proceeds                                281       310        240       450
                                        ------    ------     ------    ------
Total shares                            16,401    15,921     16,260    16,011
                                        ======    ======     ======    ======
Net income per share                   $   .02   $   .01    $   .07   $   .08
                                        ======    ======     ======    ======

Assuming Full Dilution:

Net Income                             $   347   $   152    $ 1,190   $ 1,208
                                        ======    ======     ======    ======
Shares:                                       
 Weighted average number of 
   shares outstanding during 
   the period                           16,120    15,611     16,020    15,561
 Shares issuable in connection 
   with stock options and 
   warrants less shares
   assumed purchase from 
   proceeds                                302       310        324       450
                                        ------    ------     ------    ------
Total shares                            16,422    15,921     16,344    16,011
                                        ======    ======     ======    ======
Net income per share                   $   .02   $   .01    $   .07   $   .08
                                        ======    ======     ======    ======
</TABLE>

<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE
SHEETS, THE STATEMENTS OF INCOME AND THE STATEMENTS OF CASH FLOWS AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1000
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          SEP-30-1995
<PERIOD-END>                               JUN-30-1995
<CASH>                                           1,951
<SECURITIES>                                         0
<RECEIVABLES>                                   17,761
<ALLOWANCES>                                     1,150
<INVENTORY>                                          0
<CURRENT-ASSETS>                                21,987
<PP&E>                                          18,190
<DEPRECIATION>                                   6,877
<TOTAL-ASSETS>                                  57,536
<CURRENT-LIABILITIES>                           21,705
<BONDS>                                              0
<COMMON>                                           161
                                0
                                          0
<OTHER-SE>                                      29,589
<TOTAL-LIABILITY-AND-EQUITY>                    57,536
<SALES>                                              0
<TOTAL-REVENUES>                                97,166
<CGS>                                                0
<TOTAL-COSTS>                                   55,364
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                 182
<INCOME-PRETAX>                                    646
<INCOME-TAX>                                       299
<INCOME-CONTINUING>                                347
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                       347
<EPS-PRIMARY>                                      .02
<EPS-DILUTED>                                      .02
        

</TABLE>


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