FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(X) QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For 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 No. 0-17757
W-W CAPITAL CORPORATION
(exact name of Registrant as specified in its charter)
Nevada 93-0967457
(State or other jurisdiction of (IRS Employer Identi-
incorporation or organization) fication Number)
11990 Grant Street, Suite 400, Northglenn, CO 80233
(Address of principal executive offices, including zip code)
(303) 452-5000
(Registrant's telephone number, including area code)
Not Applicable
(Former name, address and former fiscal year, if changed since last report)
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 the filing
requirements for the past 90 days. Yes X No
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether Registrant has filed all documents and reports
required to be filed by
Sections 12, 13 or 15 (d) of the Securities Exchange Act of 1934 subsequent to
the distribution of
securities under a plan confirmed by a court.
Yes No NOT APPLICABLE x
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the
latest practicable date.
Title of Each Class
Number of Shares
Outstanding
Common stock at February 12, 1996
$0.01 Par Value 5,530,661
W-W CAPITAL CORPORATION
Index
PART I FINANCIAL INFORMATION PAGE NO.
Item 1 Balance Sheets
December 31, 1995 and June 30, 1995 1
Statements of Operations
Three and Six Months Ended
December 31, 1995 and 1994 3
Statements of Cash Flows
Six Months Ended
December 31, 1995 and 1994 4
Notes to Financial Statements 6
Item 2 Management's Discussion and Analysis
of Financial Condition and Results
of Operations 9
PART II OTHER INFORMATION
Item 1 LEGAL PROCEEDINGS 13
Item 2 CHANGES IN SECURITIES 13
Item 3 DEFAULTS UPON SENIOR SECURITIES 13
Item 4 SUBMISSION OF MATTERS TO VOTE OF
SECURITY HOLDERS 13
Item 5 OTHER INFORMATION 13
Item 6 EXHIBITS AND REPORT ON FORM 8-K 13
SIGNATURES 14<PAGE>
Part 1-FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
W-W CAPITAL CORPORATION
<TABLE>
<CAPTION>
Balance Sheet
December 31, June 30,
1995 1995
(Unaudited)
<S> <C> <C>
Assets
Current assets:
Cash $ 9,157 $ 124,458
Trade accounts receivable 2,044,174 1,913,949
Less allowance for doubtful
accounts ( 190,361 ) ( 197,008 )
Net accounts receivable 1,853,813 1,716,941
Accounts receivable, other 6,566 18,574
Accounts receivable, employee 2,868 6,946
Accounts receivable, related
party 103,060 100,114
Inventories:
Raw materials 417,158 417,094
Work-in-process 189,642 206,817
Finished goods 2,542,680 2,827,991
Total inventories 3,149,480 3,451,902
Deferred taxes 118,829 118,350
Prepaid expenses 55,164 72,961
Current portion of
notes receivable 170,379 48,310
Total current assets 5,469,316 5,658,556
Property and equipment, at cost 4,401,533 4,327,267
Less accumulated depreciation
and amortization ( 1,732,336 ) ( 1,525,737 )
Net property and equipment 2,669,197 2,801,530
Other Assets:
Long-term notes receivable from
stockholders, net of
current portion 22,406 34,869
Long-term notes receivable from
parties, other affiliated
entities and related
net of current portion 23,374 23,027
Real Estate held for resale 378,775 373,960
Accounts and notes receivable,
other 348,026 539,151
Covenant not to compete, net of
accumulated amortization 21,616 35,268
Other assets 90,520 81,156
Total other assets 884,717 1,087,431
TOTAL ASSETS $ 9,023,230 $ 9,547,517
</TABLE>
Continued on following page
See accompanying notes to financial statements.
<PAGE>
W-W CAPITAL CORPORATION
Balance Sheet, Continued
<TABLE>
<CAPTION>
December 31, June 30,
1995 1995
(Unaudited)
<S> <C> <C>
Liabilities
Current Liabilities:
Accounts Payable $ 1,875,155 $ 2,143,658
Revolving credit note
payable to Bank 1,811,613 1,662,613
Accrued property taxes 62,656 31,892
Accrued payroll and
related taxes 90,498 128,317
Accrued interest payable 29,758 30,656
Accrued commissions 165,327 165,327
Current portion of long-term
payables 272,615 354,710
Current portion of notes
payable to related parties 35,125 35,125
Other current liabilities 19,286 22,450
Total current liabilities 4,362,033 4,574,748
Other Liabilities:
Long-term note payable to financial
institutions net of
current portion 1,584,478 1,692,624
Deferred taxes 76,006 102,585
Other Long-term liabilities 21,770 35,521
Total other Liabilities 1,682,254 1,830,730
TOTAL LIABILITIES 6,044,287 6,405,478
Stockholders' Equity
Common stock: $.01 par value
15,000,000 shares authorized
5,530,661 shares issued and
outstanding at December
31, 1995, and June 30, 1995,
respectively 55,306 55,306
Capital in excess of par value 3,304,099 3,304,099
Accumulated Deficit ( 361,556 ) ( 198,460 )
2,997,848 3,160,945
Less 20,264 shares of treasury
stock at cost ( 18,906 ) ( 18,906 )
TOTAL STOCKHOLDERS' EQUITY 2,978,943 3,142,039
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $ 9,023,230 $ 9,547,517
</TABLE>
See accompanying notes to financial statements.
W-W CAPITAL CORPORATION
Statements of Operations
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
December 31, December 31,
<S> <C> <C> <C> <C>
1995 1994 1995 1994
Net Sales 3,526,094 3,945,386 7,593,726 8,265,797
Cost of goods sold 2,812,556 3,143,174 6,184,790 6,634,671
Gross profit 713,538 802,212 1,408,936 1,631,126
Operating expenses:
Selling expenses 341,676 274,715 695,237 606,522
General and administrative
expenses 373,306 402,623 774,530 772,490
Total operating expenses 714,982 677,338 1,469,767 1,379,012
Operating earnings(loss) ( 1,444 ) 124,874 ( 60,831 ) 252,114
Other income (expense):
Interest income 32,664 38,141 68,433 55,658
Interest expense ( 103,985 ) ( 107,148 ) ( 205,804 ) ( 188,832
)
Gain on sale of assets 1,000 - 1,000 3,000
(Loss) on sale of real
estate held for sale - ( 195,598 ) - ( 195,598 )
Other income (expense),
net 1,736 11,495 9,178 32,053
Total other income (expense) ( 68,585 ) ( 253,110 ) ( 127,193 ) ( 293,719 )
Earnings (Loss) before
income taxes ( 70,029 ) ( 128,236 ) ( 188,024 ) ( 41,605 )
Provision for deferred
income taxes ( 1,589 ) 12,220 ( 24,928 ) 22,628
Net earnings (loss) ( 68,440 ) ( 140,456 ) ( 163,096 ) ( 64,233 )
Earnings (Loss) per
common share: ( .01 ) ( .03 ) ( .03 ) ( .01 )
Weighted average number of
common shares outstanding 5,530,661 5,432,448 5,530,661 5,425,782
See accompanying notes to financial statements.<PAGE>
W-W CAPITAL CORPORATION
</TABLE>
<TABLE>
<CAPTION>
Statement of Cash Flows
(Unaudited)
Six Months Ended
December 31,
________________________________________________
<S> <C> <C>
1995 1994
Cash flows from
operating activities:
Net (loss) earnings ( 163,096 ) ( 64,233 )
Adjustments to reconcile net
earnings to net cash provided by
(used in) operating activities:
Depreciation and amortization 216,672 193,831
Loss (Gain) on property
and equipment ( 1,000 ) 192,598
Provisions for loss on
accounts and notes receivable - 35,350
Deferred income taxes 26,578 22,628
Changes in assets and liabilities:
Accounts receivable ( 130,225 ) ( 314,713 )
Inventories 302,422 ( 126,883 )
Other current and non-current
assets 21,094 ( 27,506 )
Accounts payable ( 268,503 ) 168,341
Accrued expenses
and other current liabilities ( 82,404 ) ( 66,069 )
Net cash (used in) provided
by operating activities ( 78,462 ) 13,344
Cash flows from investing activities:
Proceed from sale of property
and equipment 1,000 -
Increase in real estate held
for sale ( 4,815 ) 374,606
Purchase of property and equipment ( 72,455 ) ( 587,822 )
Increase in other notes receivable ( 71,556 ) ( 35,497 )
Proceeds from other notes
receivable 140,834 19,568
Proceeds from stockholders' notes
receivable 11,394 10,417
Net cash (used in) provided
by investing activities 4,402 ( 218,728 )
Cash flows from financing activities:
Proceeds from lines of credit 199,000 20,000
Payments on lines of credit ( 50,000 ) -
Payments on notes payable to
financial institutions and
government entities ( 219,791 ) ( 81,744
)
Payments on notes payable
to affiliates - ( 5,563 )
Proceeds from notes payable 29,550 436,465
Net cash provided by (used in)
financing activities ( 41,241 ) 369,158
Net (decrease) increase in cash ( 115,301 ) 163,774
Cash at beginning of period 124,458 52,944
Cash at end of period 9,157 216,718
Supplement schedule of non cash
investing and financing activities:
Converted accounts receivable
and related note receivable
into new secured note 150,000 -
Sold investment in real estate
held for sale:
Pay-off of Bank Debt - 241,170
Mortgage receivable - 440,219
Supplemental disclosures of cash flow
information:
Cash paid during the period
for interest 206,702 187,076
See accompanying notes to financial statements.
</TABLE>
W-W CAPITAL CORPORATION
NOTES TO FINANCIAL STATEMENTS
NOTE 1 - BASIS OF PRESENTATION
The accompanying unaudited financial statements include the accounts of W W
Capital
Corporation (the Company) and its three wholly-owned subsidiaries W-W
Manufacturing
Co., Inc., Titan Industries, Inc., and Eagle Enterprises, Inc. All
significant intercompany
accounts and transactions have been eliminated.
The accompanying unaudited financial statements have been prepared in
accordance
with generally accepted accounting principles for interim financial
information and with the
instructions to Form 10-Q and Rule 10-01 of Regulation S-X. They do not
include all
information and footnotes necessary for a fair presentation of financial
position, results of
operations and changes in cash flows in conformity with generally accepted
accounting
principles for full-year financial statements. However, except as disclosed
herein, there has
been no material change in the information disclosed in the notes to W W
Capital
Corporation's financial statements included in its Annual Report on Form 10-K
for the year
ended June 30, 1995. In the opinion of management, all adjustments
(consisting of normal
recurring accrual basis adjustments) considered necessary for a fair
presentation have been
reflected in the accompanying financial statements. Operating results for the
three and six
month periods ended December 31, 1995, are not necessarily indicative of the
result that
may be expected for the year ended June 30, 1996.
NOTE 2 - NET EARNINGS PER SHARE
The net earnings (loss) per share amount included in the accompanying
statement of
operations have been computed using the weighted average number of shares of
common
stock outstanding and the dilative effect, if any, of common stock equivalents
existing during
the applicable three and six month periods.
NOTE 3 - RELATED PARTY TRANSACTION
The Company has a number of related party transactions. See the
footnotes to W W
Capital Corporation financial statements for the year ended June 30, 1995,
included in its
Annual Report on Form 10-K for the nature and type of related party
transactions.
The related party transactions include sales commission paid to
Agri-Sales Associates
which had entered into a sales and marketing agreement with the Company. The
former
owner of Eagle Enterprises is also the principal owner of Agri-Sales and
holder of the
Company's restricted common stock, as more fully discussed in the Annual
Report on Form
10-K for the year ended June 30, 1995.
A summary of the related party transactions that effect the Company's
statement of
operations for the three months ended September 30, 1995, and 1994,
respectively, is as
follows:
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
December 31, December 31,
<S> <C> <C> <C> <C>
Transactions with
Related Parties 1995 1994 1995 1994
Rent expense 15,000 15,000 30,000 30,000
Interest income 1,098 2,181 2,939 4,403
Interest expense 881 1,855 1,759 3,902
Commission expense -0- 68,920 -0- 234,886
</TABLE>
ITEM 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
The business of the Company is carried on within two segments by a
number of operating units. The livestock handling equipment segment is
composed of W-W Manufacturing (W-W Manufacturing) and Eagle Enterprises
(Eagle), and the water and environmental product segment is represented by
Titan Industries (Titan).
(A) Analysis of Results of Operations
The Company incurred net losses of $68,440 and $163,096, for the three
and six month period ended December 31, 1995, as compared to net losses of
$140,456 and $64,233 in 1994 which included a one time loss on sale of real
estate of $195,598.
Net sales decreased to $ 7,593,726 for the six months ended December 31,
1995, compared to $ 8,265,797 for 1994. The following table represents
actual sales by segment group.
<TABLE>
<CAPTION>
Sales by segment group: Three Months Ended Six Months Ended
December 31 December 31
<S> <C> <C> <C> <C>
1995 1994 1995 1994
Livestock Handling Equipment 1,949,639 2,230,969 4,218,952 4,628,775
Water and Environmental Products 1,576,455 1,714,417 3,374,774 3,637,022
Total Sales 3,945,386 3,945,386 7,593,726 8,265,797
</TABLE>
The sales in the water and environmental product segment decreased $262,248
or 7.2%
during the six month period as compared to corresponding period in 1994. This
decrease
can be attributed to the Governmental Agencies cutting back funds for ground
water
monitoring and remediation. This has impacted the sale of various
environmental products
produced by the Company. While the unit sales in PVC pipe remain at similar
levels to
1994, a decrease in plastic commodity prices of 8% to 10% has contributed to
the lower
sales levels. In addition extreme wet and cold weather conditions in some
market areas had
an adverse effect on the water supplies aspect of the business. While these
factors
contributed to a decline in sales the Company has taken steps to gain market
share and
increase sales. The Company has and will continue to introduce new products
to the market
place. The most recent introduction is high density polyethylene slotted
screen (HDPE).
This product has gained strong acceptance in applications such as land fills,
mines,
environmental remediation, industrial screening and leachate collection
systems. This
product has many advantages over more traditional piping. The most notable
being its ability
to withstand soil loading and resistance to cracking under high pressure The
Company is
anticipating strong sales with this product as it continues to grow in
acceptance and other
applications are found for it. The Company continues its efforts to establish
new distributors
and manufacturer's representatives on both the east and west coasts to expand
its market area
so that weather and economics in a certain area will not have a major impact
on sales.
During the six months ended December 31, 1995, sales in the livestock
handling
equipment segment declined $409,823 or 8.8%. The decline in sales are due to
a concern in
the cattle industry about beef prices, and the extreme hot weather experienced
all across the
United States in the late summer and fall, thereby, creating a weaker demand
for the
traditional W-W Manufacturing equipment. A decline in sales was felt most
strongly in July
and August of 1995, but improved as the Company moved into its fall and
winter selling
season, with a normal drop during the holiday season. While traditional lines
of cattle
livestock systems remains sluggish the special horse stall, versa stall and
rodeo sales division
remain strong. During the quarter ended September 30, 1995, W-W Manufacturing
had a
special order which accounted for approximately $533,000 of the total sales in
this segment.
While these special sales helped offset the lower demand for the standard line
of product the
production cost on the sales in higher therefore, reducing gross profit and
net profit margins.
The Company expects sales in the livestock handling equipment to remain soft
as long as
beef prices remain low and some experts in the cattle industry predict beef
prices to remain
low for the next twelve to eighteen months. However, during this period the
Company is
taking steps to maintain and gain market share by expanding its sales and
marketing efforts
to the upper midwest and western United States areas that have not been
traditionally strong
markets for the Company in the past.
Historically, W-W Manufacturing has sold its equipment to the larger
ranchers and not to
smaller operators because along with higher quality and durability comes
higher prices.
Therefore, smaller operators opted for lower priced equipment because the size
of their herd,
they could not justify the price for W-W Manufacturing equipment. In order to
meet the
needs of the smaller price conscious operator, the Company has designed a new
line of <PAGE>
quality equipment which will be priced lower than the traditional
equipment. Additionally, the Company reintroduced a line of feed equipment
and gates in January 1996.
This line of
equipment will enable the Company to enter the high volume aspect of the gate
and panel
market. These products will not only increase sales levels, but will give the
Company a
lead-in-product to open markets to new customers who have not handled W-W
Manufacturing livestock systems. The Company will use the late winter and
spring months
to introduce these new products not only to its traditional market but to
distributors and
dealers being in new market areas discussed previously. The Company does not
expect big
increases in sales from these new products until the fall market after
customers have had a
chance to test the products and see acceptance by the end users. Early
indications from trade
shows and dealers is that the Company can anticipate increases in sales levels
and market
share from these new and reintroduced products.
Gross profit margins decreased from 19.73% in 1994 to 18.55% in 1995 on an
overall
Company basis. The gross profit margin in the livestock handling equipment
decreased from
20% in 1994 to 19.27% in 1995. As discussed earlier this decline is
principally a result of
lower gross profit margin on "specials" which accounted for approximately
12.63% of total
sales in the livestock handling equipment segment during the period. Eagle
continued to
show improvement in its operating results. Eagle had a operating loss of
$140,047 during
the six months ended December 31, 1995, as compared to an operating loss of
$252,287 in
corresponding period in 1994. Product sales shipped out of the Eagle
manufacturing facility
totaled $1,103,552 in 1995 or an average of $183,925 per month. Management
has
estimated Eagle's breakeven point to be approximately $200,000 in shipments
per month. It
is anticipated that Eagle's shipments will increase as orders for the
reintroduced feed
equipment, gates and new lower priced cattle handling equipment continue. The
Company
believes as these new products gain an acceptance in the market place, that by
the 1996 fall
season Eagle should be profitable on a consistent basis.
Gross profit margins in the water and environmental product segment
decreased from
19.39% in 1994 to 17.65% in 1995. This decline corresponds to higher
depreciation and
other costs associated with the new manufacturing facility which was completed
in December
1994. Presently, this facility is not being utilized to its fullest capacity
due to sluggish sales.
The selling expenses as a percent of sales increased to 9.15% in 1995 as
compared to
7.33% in 1994. The increase is a function of the cost of the establishing
sales force in the
livestock handling equipment segment, while sales have declined. During
December and
January, the Company restructured its salesmen responsibility and eliminated
two salesmen.
It is anticipated that only one of the salesmen terminated will be replaced.
In January 1996,
the sales manager of the livestock handling equipment segment replaced the
general manager
of W-W Manufacturing. This person will be handling both the responsibility of
sales
manager and general manager. Additionally, the Company terminated its sales
and
marketing agreement with Agri-Sales Associates on October 25, 1994, and
therefore did not
pay any sales commissions on the majority of the sales in November and
December 1994
which commission would have amounted to approximately $50,000 to $60,000 if
paid. The <PAGE>
Company has been successful in establishing new dealers and
distributors in
areas where the
Company has not had a strong presence. It is anticipated that as cattle
prices improve and
the new dealers and distributors reduce their inventories, that they will
start ordering W-W
livestock handling equipment and selling expenses as a percent of sales will
decline.
General and administrative expenses increased $2,040 in 1995 as compared to
1994.
This increase is a combination of higher legal fees involving lawsuits and
higher corporate
travel costs incurred. Corporate management has spent a majority of their
time assisting
management of the subsidiaries in developing new product lines, sales force
and marketing
plans.
Interest expense increased $16,972 during the six months ended December 31,
1995, as
compared to the corresponding period in the prior year. This increase can be
attributed to
increase in borrowing on the lines of credit and interest incurred on the
funds borrowed to
build Titan's new facility which was completed in December 1994. During the
quarter ended
December 31, 1995, the Company received principal and interest payments of
$128,394 on
its note receivable which part of the proceeds from its December 1994 sale of
real estate.
The Company used approximately $62,045 of these funds to prepaid an Eagle bank
loan. On
February 12, 1996, the remaining balance of this note receivable was prepaid
and the
Company applied $225,000 of the said funds to reduce the Company's debt.
These
reductions in debt, along with a reduction in interest rates will reduce the
Company's interest
expense during the last six months of fiscal 1996. Inflation has not had a
significant effect
on operations in the recent years because of the relatively modest rate of
price increases in
the United States.
(B) Liquidity and Capital Resources
The Company used $78,462 cash in operating activities in 1995 as compared to
generating $13,344 from operations in 1994. The Company has reduced inventory
levels by
$302,422 since June 30, 1995, and used these funds to reduce accounts payable.
Management anticipates that overall inventory levels to remain constant, while
reductions in
its current inventory will be offset by increases in inventory of the new
feed equipment and
gates.
As referred to above, the Company received $323,412 on February 12, 1996,
which paid
the entire outstanding balance of its note receivable net of a prepaid
discount of $11,000.
The funds will be used to reduce the Company's debt by $225,000 and remaining
funds will
be used in operations.
The Company renewed its banking arrangements with its primary lender on
terms similar
to which is presently in effect in December 1995. Currently, Eagle is in
violation of certain
loan covenants with both First American National Bank and Bank IV, Kansas due
to prior
net operating losses, even though the reduction in the outstanding balance of
the line of credit
cured certain other violations. Management has discussed these violations
with the Banks
and neither Bank indicated that they would accelerate payment of the
respective loans.
<PAGE>
During the six months ended December 31, 1995, the Company made capital
additions of
$72,455 down from $587,822 in 1994. W-W Manufacturing is currently in
discussions with
the City of Dodge City, Kansas regarding the issuance of $1,400,000 of
Industrial Revenue
Bonds. Said proceeds would be used to acquire the Dodge City Manufacturing
facility and
provide funds for additions, improvements and remodeling. These facility
improvements will
allow the Company to consolidate operations, and improve production
efficiencies and the
paint quality with a new paint system. Under the terms of the indenture, W-W
Manufacturing would lease the facility from the City of Dodge City for monthly
pro-raga
amounts sufficient to pay all principal and interest due on said bonds. W-W
Manufacturing
has an option to purchase property at any time for an amount equal to full
amount required
to pay-in-full or redeem all outstanding bonds plus $10.00.
Management believes with net cash provided from operations, available lines
of credit
and the Company's ability to obtain additional long-term financing, the
Company will have
adequate sources to meet its current obligations.
<PAGE>
PART II
OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Daniel R. Beaton and Rocky Mountain Realty, Inc. ("Beaton") filed a law suit
in the
District Court, County of Adams, State of Colorado against W W Capital
Corporation.
Beaton was asserting a claim against the Company for a claimed real estate
commission
in the amount of $87,218 plus interest and attorney fees due from the
Company's sale of
certain real property located in Grand County Colorado, pursuant to a
listing agreement.
The Company's position was that the listing agreement was intended to
exclude any buyer
that was referred to the Company through several listed individuals. A
trail date was set
for March 4, 1996. Effective January 23, 1996, the Company settled this
lawsuit by
paying Beaton $3,500.
ITEM 2. CHANGES IN SECURITIES
Not Applicable
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not Applicable
ITEM 4. SUBMISSION OF MATTER TO A VOTE OF SECURITY HOLDERS
Not Applicable
ITEM 5. OTHER INFORMATION
Not Applicable
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
Exhibit 27 Financial Data Schedule<PAGE>
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.
W W CAPITAL CORPORATION
(Registrant)
Dated: February 15, 1996 By:________________________________
Robert W. Claar, Chief Financial Officer
Dated: February 15, 1996 By:________________________________
Steve D. Zamzow, President & CEO
<PAGE>
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.
W W CAPITAL CORPORATION
(Registrant)
Dated: February 15, 1996 By: /s/ Robert W. Claar
Robert W. Claar, Chief Financial Officer
Dated: February 15, 1996 By: /s/ Steve D. Zamzow
Steve D. Zamzow, President & CEO
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEETS AND CONSOLIDATED STATEMENTS OF OPERATIONS FOUND ON
PAGES 1,2 AND 3 OF THE COMPANY'S FORM 10-Q FOR THE YEAR-TO-DATE, AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1996
<PERIOD-END> DEC-31-1995
<CASH> 9,157
<SECURITIES> 0
<RECEIVABLES> 2,044,174
<ALLOWANCES> 190,361
<INVENTORY> 3,149,480
<CURRENT-ASSETS> 5,469,316
<PP&E> 4,401,533
<DEPRECIATION> 1,732,336
<TOTAL-ASSETS> 9,023,230
<CURRENT-LIABILITIES> 4,362,033
<BONDS> 1,584,478
0
0
<COMMON> 55,306
<OTHER-SE> 2,923,636
<TOTAL-LIABILITY-AND-EQUITY> 2,978,943
<SALES> 7,593,726
<TOTAL-REVENUES> 7,593,726
<CGS> 6,184,780
<TOTAL-COSTS> 1,469,767
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 205,804
<INCOME-PRETAX> (188,024)
<INCOME-TAX> (24,928)
<INCOME-CONTINUING> (163,096)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (163,096)
<EPS-PRIMARY> (.03)
<EPS-DILUTED> (.03)
</TABLE>
