MIDWEST GRAIN PRODUCTS INC
10-Q, 2000-05-15
GRAIN MILL PRODUCTS
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<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D. C. 20549


                                    FORM 10-Q

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


         For Quarter Ended March 31, 2000 - Commission File No. 0-17196


                          MIDWEST GRAIN PRODUCTS, INC.
              ----------------------------------------------------
             (Exact Name of Registrant as Specified in Its Charter)



                     KANSAS                           48-0531200
           ---------------------------             ------------------
          (State or Other Jurisdiction              of IRS Employer
         Incorporation or Organization)            Identification No.




                     130O Main Street, Atchison, Kansas 66002
              ----------------------------------------------------
              (Address of Principal Executive Offices and Zip Code)



                              (913) 367-1480
               ------------------------------------------------
              (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 the  filing
requirements for at least the past 90 days.
                                                   X   YES      NO
                                                  ---       ---

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.
792410.1

                           Common stock, no par value
                          8,869,372 shares outstanding
                               as of May 1, 2000.



<PAGE>
                                      INDEX

                                                                            Page
                                                                           ----
PART I.  FINANCIAL INFORMATION

     Item 1.   Financial Statements
               --------------------

         Independent Accountants' Review Report..................           2

         Condensed Consolidated Balance Sheets as of
         March 31, 2000 and June 30, 1999........................           3

         Condensed Consolidated Statements of Income for
         the Three Months and Nine Months Ended March 31,
         2000 and 1999...........................................           5

         Condensed Consolidated Statements of Cash Flows for
         the Nine Months Ended March 31, 2000 and 1999...........           6

         Note to Condensed Consolidated Financial Statements.....           7

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

     Item 3. Quantitative and Qualitative Disclosures about Market
             Risk ...............................................          13

PART II.  OTHER INFORMATION

      Item 6.  Exhibita and Reports on Form 8-K.................           14
               --------------------------------




<PAGE>
 [LOGO]

 Baird, Kurtz & Dobson
                                                             City Center Square
                                                          1100 Main, Suite 2700
                                                    Kansas City, Missouri 64105
                                                  816 221-6300 FAX 816 221-6380
                                                                     www.bkd.com


                 Independent Accountants' Review Report
                 --------------------------------------


Board of Directors and Stockholders
Midwest Grain Products, Inc.
Atchison, Kansas  66002


We have  reviewed the  condensed  consolidated  balance  sheets of MIDWEST GRAIN
PRODUCTS,  INC. and subsidiaries as of March 31, 2000, and the related condensed
consolidated  statements  of income for the three  month and nine month  periods
ended March 31, 2000 and 1999, and the related condensed consolidated statements
of cash flows for the nine month  periods  ended March 31, 2000 and 1999.  These
financial  statements are the  responsibility  of the Company's  management.  We
conducted our reviews in accordance  with standards  established by the American
Institute  of  Certified  Public  Accountants.  A review  of  interim  financial
information consists principally of applying analytical  procedures to financial
data and making  inquiries of persons  responsible  for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with  generally  accepted  auditing  standards,  the  objective  of which is the
expression of an opinion  regarding the financial  statements  taken as a whole.
Accordingly, we do not express such an opinion. Based on our reviews, we are not
aware of any  material  modifications  that  should be made to the  accompanying
condensed  consolidated  financial  statements for them to be in conformity with
generally  accepted  accounting  principles.  We  have  previously  audited,  in
accordance with generally accepted auditing standards,  the consolidated balance
sheet as of June 30, 1999,  and the related  consolidated  statements of income,
stockholders'  equity  and cash  flows for the year then  ended  (not  presented
herein);  and, in our report  dated July 30, 1999,  we expressed an  unqualified
opinion  on  those  consolidated  financial  statements.  In  our  opinion,  the
information set forth in the accompanying  condensed  consolidated balance sheet
as of June 30, 1999,  is fairly  stated in all material  respects in relation to
the consolidated balance sheet from which it has been derived.



                                             s/Baird, Kurtz & Dobson
                                               BAIRD, KURTZ & DOBSON

Member of
Moores Rowland International

Kansas City, Missouri
April 26, 2000
                                                 Solutions for Success



<PAGE>
                          MIDWEST GRAIN PRODUCTS, INC.

                      CONDENSED CONSOLIDATED BALANCE SHEETS

                                 (In Thousands)


                                     ASSETS

                                               March 31,            June 30,
                                                2000                 1999
                                             -----------            --------
                                             (Unaudited)
CURRENT ASSETS
     Cash and cash equivalents               $    3,881           $    4,054
     Receivables                                 30,036               26,656
     Inventories                                 23,744               24,450
     Prepaid expenses                             1,399                1,174
     Deferred income taxes                        3,034                3,034
                                             ----------           ----------
                  Total Current Assets           62,094               59,368
                                             ----------           ----------

PROPERTY AND EQUIPMENT, At cost                 229,078              224,381
     Less accumulated depreciation              136,356              126,465
                                             ----------           ----------
                                                 92,722               97,916
                                             ----------           ----------

OTHER ASSETS                                        137                   86


TOTAL ASSETS                                 $  154,953           $  157,370
                                             ==========           ==========

















See Accompanying Note to Condensed Consolidated
   Financial Statements and Independent Accountants'
   Review Report
                                       -3-
<PAGE>


                          MIDWEST GRAIN PRODUCTS, INC.

                CONDENSED CONSOLIDATED BALANCE SHEETS (Continued)

                                 (In Thousands)

                      LIABILITIES AND STOCKHOLDERS' EQUITY


                                                March 31,            June 30,
                                                  2000                 1999
                                              -----------            --------
                                              (Unaudited)
CURRENT LIABILITIES
     Current maturities of long-term debt     $    2,357           $    2,433
     Accounts payable                              9,410                9,129
     Accrued expenses                              3,592                4,296
     Income taxes payable                          2,313                  457
                                              ----------           ----------
                  Total Current Liabilities       17,672               16,315
                                              ----------           ----------
LONG-TERM DEBT                                    18,681               21,099
                                              ----------           ----------
POST-RETIREMENT BENEFITS                           6,197                6,312
                                              ----------           ----------
DEFERRED INCOME TAXES                              8,199                8,199
                                              ----------           ----------
STOCKHOLDER' EQUITY
     Capital stock
         Preferred, 5% noncumulative,
           $10 par value; authorized
           1,000 shares; issued and
           outstanding 437 shares                      4                    4
         Common, no par; authorized
           20,000,000 shares; issued
           9,765,172 shares                        6,715                6,715
     Additional paid-in capital                    2,485                2,485
     Retained earnings                           103,104               99,183
                                             -----------            ---------
                                                 112,308              108,387
     Treasury stock, at cost
         Common; March 31, 2000 -
          829,600 shares
            June 30, 1999 - 239,100 shares        (8,104)              (2,942)
                                             ------------           ----------
              Total Stockholders' Equity         104,204              105,445
                                             -----------            ---------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY    $  154,953           $  157,370
                                             ===========           ==========

See Accompanying Note to Condensed Consolidated
   Financial Statements and Independent Accountants'
   Review Report
                                       -4-

<PAGE>

                          MIDWEST GRAIN PRODUCTS, INC.

                   CONDENSED CONSOLIDATED STATEMENTS OF INCOME

                                 (In Thousands)

           THREE MONTHS AND NINE MONTHS ENDED MARCH 31, 2000 AND 1999

                                   (Unaudited)

                                    Three Months           Nine Months
                                -------------------    -------------------
                                  2000        1999       2000        1999
                                 ------      ------     ------      ------
NET SALES                       $57,656     $56,958    $172,593  $ 162,813

COST OF SALES                    51,610      53,643     156,367    148,995
                                 ------      ------     -------    -------
GROSS PROFIT                      6,046       3,315      16,226     13,818

SELLING, GENERAL AND ADMINIS-
         TRATIVE EXPENSES         3,154       2,512       8,835      8,680
                                  -----       -----       -----      -----
                                  2,892         803       7,391      5,138
OTHER OPERATING INCOME                1          40          45        145
                                  -----       -----       -----      -----
INCOME FROM OPERATIONS            2,893         843       7,436      5,283

OTHER INCOME (LOSS)
     Interest                      (354)       (467)     (1,115)    (1,553)
     Other                          119           7         161        117
                                   ----        -----     ------      -----
INCOME BEFORE INCOME TAXES        2,658         383       6,482      3,847

PROVISION FOR INCOME TAXES        1,051         151       2,561      1,519
                                  -----         ---       -----      -----
NET INCOME                     $  1,607    $    232   $   3,921  $   2,328
                                  =====         ===       =====      =====
EARNINGS PER COMMON SHARE      $    .18    $    .02   $     .43  $     .24
                                    ===         ===         ===        ===


See Accompanying Note to Condensed Consolidated
   Financial Statements and Independent Accountants'
   Review Report


                                       -5-

<PAGE>
                          MIDWEST GRAIN PRODUCTS, INC.

                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                                 (In Thousands)

                    NINE MONTHS ENDED MARCH 31, 2000 AND 1999

                                   (Unaudited)

                                                   2000                  1999
                                                   ----                  ----
CASH FLOWS FROM OPERATING ACTIVITIES
     Net income                                   $ 3,921           $    2,328
     Items not requiring (providing) cash:
        Depreciation                               10,095               10,197
        (Gain) loss on sale of equipment                6                  (19)
     Changes in:
        Accounts receivable                        (3,380)               1,780
        Inventories                                   706               (7,637)
        Prepaid expenses and other assets            (276)                (385)
        Accounts payable                              (38)               1,123
        Accrued expenses                             (819)                 (75)
        Income taxes receivable/payable             1,856                2,521
                                                    -----                -----
         Net cash provided by operating activities 12,071                9,833
                                                   ------                -----
CASH FLOWS FROM INVESTING ACTIVITIES
     Additions to property and equipment           (4,594)              (5,071)
     Proceeds from sale of equipment                    6                   31
                                                   ------               ------
      Net cash used in investing activities        (4,588)              (5,040)
                                                   ------               ------
CASH FLOWS FROM FINANCING ACTIVITIES
     Purchase of treasury stock                    (5,162)              (1,704)
     Net payments on long-term debt                (2,494)              (2,322)
     Net proceeds from issuance of long-term debt       -                2,000
                                                   ------               ------
      Net cash used in financing activities        (7,656)              (2,026)
                                                   ------               ------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS     (173)               2,767
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD      4,054                4,723
                                                    -----                -----
CASH AND CASH EQUIVALENTS, END OF PERIOD          $ 3,881           $    7,490
                                                  =======           ==========

See Accompanying Note to Condensed Consolidated
   Financial Statements and Independent Accountants'
   Review Report


                                        6
<PAGE>
                          MIDWEST GRAIN PRODUCTS, INC.

               NOTE TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                        NINE MONTHS ENDED MARCH 31, 2000

                                   (Unaudited)

NOTE 1:  GENERAL

     In  the  opinion  of  management,   the  accompanying  unaudited  condensed
consolidated  financial statements contain all adjustments  necessary to present
fairly the Company's condensed  consolidated  financial position as of March 31,
2000,  and the condensed  consolidated  results of its  operations  and its cash
flows  for the  periods  ended  March  31,  2000 and  1999,  and are of a normal
recurring nature.

     The  condensed  consolidated  balance  sheet as of June  30,  1999 has been
derived from the audited consolidated balance sheet as of that date.

























See Independent Accountants' Review Report

                                        7

<PAGE>
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                THREE MONTHS AND NINE MONTHS ENDED MARCH 31, 2000
Item 2.

RESULTS OF OPERATIONS
General

The  Company's  net income of  $1,607,000  in the third  quarter of fiscal  2000
represented a significant  improvement  over the net income of $232,000 that was
experienced  in the third quarter of fiscal 1999.  The increase was  principally
due to the effects of heightened  demand for the  Company's  vital wheat gluten,
specialty and modified wheat proteins and wheat  starches.  Lower per unit costs
for grain also contributed to the increase.  These  conditions  partially offset
the  impact  of  reduced  selling  prices  for the  Company's  alcohol  products
resulting  from the  continuation  of excess  alcohol  supplies  throughout  the
industry.  To improve alcohol  production  efficiencies  long-term,  the Company
currently is installing new  distillation  equipment at its Atchison plant.  The
project is scheduled  for  completion in the first quarter of fiscal 2001 and is
expected to further  enhance the Company's high quality food grade  alcohol.  In
addition,  the Company  currently is experiencing  increased demand for its fuel
grade alcohol.

While the nearly  two-year-old  quota on imports  of  foreign  wheat  gluten has
helped  reduce  some of the  severe  effects of  excessive,  artificially-priced
gluten  shipments  from the European  Union,  the Company has seen a substantial
increase in shipments from other parts of the world,  particularly Poland. Also,
with the  opening  of the third  year of the quota on June 1, the  market  could
experience a rapid influx of imports as individual foreign producers  accelerate
efforts  to move  product  into the U.S.  before  quota  limits  placed on their
respective  countries  are met.  With the  realization  of stable to lower wheat
prices in the  months  ahead,  the  Company  would  expect  the  impact of these
conditions to be partially offset.  In addition,  the Company expects to realize
continued  growth in sales of its specialty  wheat  proteins,  which are derived
from wheat  gluten and  marketed  for use in a variety of  value-added  food and
non-food applications.

Third  quarter sales of wheat starch were boosted  largely by heightened  demand
for the Company's modified and specialty  starches.  To further serve customers'
requirements for these unique  ingredients,  the Company recently  completed the
installation of additional production capacity at its Atchison plant.

Sales

Net sales in the third quarter of fiscal 2000  increased  nearly  $700,000 above
net sales in the third quarter of fiscal 1999. The increase resulted principally
from higher sales of wheat gluten and premium wheat starch.

Growth in wheat  gluten  sales in the third  quarter  occurred  as the result of
higher unit sales of wheat gluten and specialty  wheat proteins  together with a
modest improvement in selling prices.

Sales of wheat  starch  increased  as the  result of higher  unit  sales,  while
selling  prices for this product were slightly below selling prices in the third
quarter of fiscal 1999.  The lower selling  prices  occurred with a reduction in
raw material prices for wheat.

                                        8
<PAGE>
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                THREE MONTHS AND NINE MONTHS ENDED MARCH 31, 2000

Third quarter  alcohol sales dropped below the level reached a year ago due to a
decrease  in total unit sales  along  with lower  selling  prices for fuel grade
alcohol and food grade alcohol for beverage applications. The decline in alcohol
selling  prices was due to lower demand  caused  mainly by the  continuation  of
excess  supplies  throughout the industry.  In the final quarter of fiscal 2000,
however,  fuel alcohol prices have taken an upturn as demand has risen. Sales of
distillers' feed, the principal  by-product of the alcohol  production  process,
dropped  below  sales of a year  ago.  This was due to lower  unit  sales as the
selling price was approximately even with the same period the prior year.

Net sales for the first nine months of fiscal 2000  increased  by  approximately
$9. 8 million  above net sales for the first  nine  months of fiscal  1999.  The
majority of this increase occurred in the second quarter for the same reasons as
cited above.

Cost of Sales

The cost of sales in the third quarter of fiscal 2000 decreased by approximately
$2.0 million  compared to cost of sales in the third quarter of fiscal 1999. The
decrease was  principally  due to lower  alcohol  sales and lower per unit grain
costs.

The cost of sales for the first nine months of fiscal 2000 rose by approximately
$7.4  million  above the cost of sales for the first nine months the prior year.
This was due to higher  energy  and  manufacturing  costs  together  with  costs
associated with increased volume sales,  largely of gluten and alcohol products.
Lower per unit grain prices  partially  offset the higher costs  resulting  from
increased volumes.

In connection  with the purchase of raw materials,  principally  corn and wheat,
for  anticipated  operating  requirements,  the Company  enters  into  commodity
contracts  to  reduce or hedge the risk of future  grain  price  increases.  The
contracts  are accounted  for as hedges and,  accordingly,  gains and losses are
deferred and recognized in cost of sales as part of contract costs when contract
positions are settled and as related products are sold. For the third quarter of
fiscal 2000, no contracts settled during the quarter while a net hedging loss of
approximately $836,000 was experienced for the third quarter of fiscal 1999. For
the first nine months of fiscal 2000,  raw material costs included a net hedging
loss of $1,204,000 on contracts compared to a net hedging loss of $2,908,000 for
the first nine months the prior year.

Selling General and Administrative Expenses

Selling, general and administrative expenses in the third quarter of fiscal 2000
increased by approximately  $642,000 above selling,  general and  administrative
expenses in the third  quarter of fiscal  1999.  The increase was due largely to
employee-related costs, industry association fees and costs related to increased
marketing  activities.  These same factors,  along with higher technology costs,
resulted  in an  increase of  approximately  $155,000  in  selling,  general and
administrative expenses for the first nine months of fiscal 2000 compared to the
first nine months of fiscal  1999. A sizeable  reduction in bad debts  partially
offset this  increase.
The  consolidated  effective income tax rate is consistent
for all periods. The general effects of inflation were minimal.
                                        9
<PAGE>

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                THREE MONTHS AND NINE MONTHS ENDED MARCH 31, 2000

Net Income

As the result of the foregoing  factors,  the Company  experienced net income of
$1,607,000  in the  third  quarter  of fiscal  2000  compared  to net  income of
$232,000  in the third  quarter of fiscal  1999.  For the first  nine  months of
fiscal  2000,  the  Company  had net income of  $3,921,000  versus net income of
$2,328,000 for the first nine months of fiscal 1999.



























                                       10

<PAGE>

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                THREE MONTHS AND NINE MONTHS ENDED MARCH 31, 2000

LIQUIDITY AND CAPITAL RESOURCES

The  following  table is presented as a measure of the  Company's  liquidity and
financial condition:

                                                     March 31,        June 30,
                                                       2000             1999
                                                     --------         -------
                                                           (in thousands)

        Cash and cash equivalents                  $    3,881      $    4,054
        Working capital                                44,422          43,053
        Amounts available under lines of credit        23,000          33,000
        Notes payable and long-term debt               21,038          23,532
        Stockholders' equity                          104,204         105,445

Short-term liquidity continues to be impacted by the high inventory requirements
to meet anticipated customer needs for wheat gluten. While still at high levels,
gluten  inventories have moderated  somewhat during the past two quarters due to
higher  sales  volumes and lower  costs.  As expected,  the  increased  customer
requirements  result from the three-year  import quota to create a more fair and
stable competitive  environment.  The Company anticipates  maintaining this high
level to satisfy customer needs throughout  fiscal 2000.  Additionally,  alcohol
inventories  have  remained  level as sales have  approximated  production,  but
excess supplies still exist throughout the industry.

Short-term  liquidity  was also  impacted  by open market  purchases  of 590,500
shares of the Company's  common  stock.  These  purchases  were made to fund the
Company's stock option plans and for other corporate purposes.

At March 31, 2000,  the Company had $6.8 million  committed to  improvements  in
production  efficiencies and replacements of existing equipment,  which includes
the equipment described in the first and third paragraphs on page 8.

 The Company  continues to maintain a strong working capital  position and a low
 debt-to-equity  ratio while generating  strong earnings before interest,  taxes
 and  depreciation.  Management  believes  this strong  financial  position  and
 available  lines of credit  will allow the  Company to  effectively  supply the
 increased  customer needs for vital wheat gluten as market demand increases due
 to the effects of the quotas on imports of foreign wheat gluten, as well as its
 other products.






                                       11

<PAGE>
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                THREE MONTHS AND NINE MONTHS ENDED MARCH 31, 2000


 FORWARD-LOOKING INFORMATION

This  report   contains   forward-looking   statements  as  well  as  historical
information. Forward-looking statements are identified by or are associated with
such words as "intend," "believe," "estimate," "expect," "anticipate," "hopeful"
and similar expressions. They reflect management's current beliefs and estimates
of future economic circumstances,  industry conditions,  Company performance and
financial   results  and  are  not   guarantees  of  future   performance.   The
forward-looking  statements are based on many assumptions and factors  including
those  relating to grain prices,  energy  costs,  product  pricing,  competitive
environment and related market  conditions,  operating  efficiencies,  access to
capital and actions of  governments.  Any changes in the  assumptions or factors
could produce materially different results than those predicted and could impact
stock values.






























                                       12

<PAGE>


                          MIDWEST GRAIN PRODUCTS, INC.
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                THREE MONTHS AND NINE MONTHS ENDED MARCH 31, 2000


Item 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

      The Company produces its products from wheat,  corn and milo and, as such,
is sensitive to changes in commodity  prices.  Grain futures  and/or options are
used as a hedge to protect against  fluctuations in the market.  The information
regarding  inventories  and futures  contracts at June 30, 1999, as presented in
the annual report, is not significantly different from March 31, 2000.





























                                       13

<PAGE>




                          MIDWEST GRAIN PRODUCTS, INC.

                                     PART II

                                OTHER INFORMATION




Item 6.    Exhibits and Reports on Form 8-K

         (a)      Exhibits

               15.1 Letter  from  independent  public  accountants  pursuant  to
                    paragraph (d) of Rule 10-01 of Regulation S-X  (incorporated
                    by reference to  Independent  Accountants'  Review Report at
                    page 2 hereof.)

               15.2 Letter from independent  public  accountants  concerning the
                    use of its  Review  Report  in  the  Company's  Registration
                    Statement No. 333-51849.

               27   Financial  Data  schedule  for the quarter  ending March 31,
                    2000

               99   Press Release dated May 9, 2000 (w/o financial statements).

         (b)      Reports on Form 8-K

               The  Company  has filed no reports on Form 8-K during the quarter
ended March 31, 2000.





















                                       14

<PAGE>



                          MIDWEST GRAIN PRODUCTS, INC.

                                   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.


                                            MIDWEST GRAIN PRODUCTS, INC.


                                             s/Ladd M. Seaberg
Date:  May  11, 2000                    By________________________________
                                            Ladd M.  Seaberg, President
                                            and Chief Executive Officer


                                             s/Robert G. Booe
Date:  May  11, 2000                    By________________________________
                                            Robert G.  Booe, Vice President
                                            and Chief Financial Officer























                                       15

<PAGE>


                                 EXHIBIT INDEX

              Exhibit
                No.                     Description
              -------                   -----------
               15.1 Letter  from  independent  public  accountants  pursuant  to
                    paragraph (d) of Rule 10-01 of Regulation S-X  (incorporated
                    by reference to  Independent  Accountants'  Review Report at
                    page 2 hereof.)

               15.2 Letter from independent  public  accountants  concerning the
                    use of its  Review  Report  in  the  Company's  Registration
                    Statement No. 333-51849.

               27   Financial  Data  schedule  for the quarter  ending March 31,
                    2000

               99   Press Release dated May 9, 2000 (w/o financial statements).



<PAGE>
                                                                   Exhibit 15.2


 [LOGO]

Baird, Kurtz & Dobson
                                                              City Center Square
                                                          1100 Main,  Suite 2700
                                                     Kansas City, Missouri 64105
                                                  816 221-6300  FAX 816 221-6380
                                                                     www.bkd.com






Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549


         We are aware that our report  dated April  26,2000 on our review of the
interim  financial  information of Midwest Grain Products,  Inc. for the periods
ended March 31, 2000 and 1999 is incorporated by reference in this  registration
statement. Pursuant to Rule 436(c) under the Securities Act of 1933, this report
should  not  be  considered  part  of the  registration  statement  prepared  or
certified by us within the meaning of Sections 7 and 11 of that Act.



                                                  s/ Baird, Kurtz & Dobson
                                                  BAIRD, KURTZ & DOBSON

Member of
Moores Rowland International

Kansas City, Missouri
April 26, 2000
                                                        Solutions for Success








<TABLE> <S> <C>


<ARTICLE> 5
<LEGEND>
                            Exhibit 27
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
MIDWEST GRAIN PRODUCTS, INC. CONSOLIDATED STATEMENT OF INCOME FOR
THE NINE MONTHS ENDED MARCH 31, 2000 AND CONSOLIDATED BALANCE
SHEET AS AT MARCH 31, 2000, AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000835011
<NAME> MIDWEST GRAIN PRODUCTS, INC.
<MULTIPLIER> 1,000

<S>                                       <C>
<PERIOD-TYPE>                                    9-MOS
<FISCAL-YEAR-END>                          JUN-30-2000
<PERIOD-START>                              JUL-1-1999
<PERIOD-END>                               MAR-31-2000
<CASH>                                           3,881
<SECURITIES>                                         0
<RECEIVABLES>                                   30,036<F1>
<ALLOWANCES>                                       285
<INVENTORY>                                     23,744
<CURRENT-ASSETS>                                62,094
<PP&E>                                         229,078
<DEPRECIATION>                                 136,356
<TOTAL-ASSETS>                                 154,953
<CURRENT-LIABILITIES>                           17,672
<BONDS>                                         18,681
<COMMON>                                         6,715
                                0
                                          4
<OTHER-SE>                                      97,485<F2>
<TOTAL-LIABILITY-AND-EQUITY>                   154,953
<SALES>                                        172,593
<TOTAL-REVENUES>                               172,593
<CGS>                                          156,367
<TOTAL-COSTS>                                  165,202<F3>
<OTHER-EXPENSES>                                   (45)
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                              (1,115)
<INCOME-PRETAX>                                  6,482
<INCOME-TAX>                                     2,561
<INCOME-CONTINUING>                              3,921
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     3,921
<EPS-BASIC>                                        .43
<EPS-DILUTED>                                      .43

<FN>
<F1> Reflects Receivables less Allowances.
<F2> Reflects retained earnings and additional paid in captial
     less cost of Treasury Stock.
<F3> Reflects cost of sales and selling, general &
     administrative expenses.
</FN>


</TABLE>

<PAGE>
                                                                     Exhibit 99

[Midwest Grain Products Logo and Address]

News Release

FOR IMMEDIATE RELEASE:  MIDWEST GRAIN REPORTS SIGNIFICANT  INCREASE
                        IN THIRD QUARTER EARNINGS

         ATCHISON, Kan., May 8, 2000--Midwest Grain Products, Inc. (MWGP), today
reported  that the  company's  net income for the third  quarter of fiscal  2000
climbed to $1,607,000,  or 18 cents per share,  significantly  overshadowing the
prior year's third quarter net income of $232,000,  or 2 cents per share.  Sales
for the period,  which ended March 31, 2000, were $57,656,000  compared to sales
of $56,958,000 for the third quarter of fiscal 1999.

         For the first nine months of fiscal 2000, the company had net income of
$3,921,000,  or 43 cents per share,  on sales of  $172,593,000,  compared to net
income of $2,328,000,  or 24 cents per share, on sales of  $162,813,000  for the
first nine months of fiscal 1999.

         According to Ladd Seaberg,  president and chief executive officer,  the
third quarter earnings  improvement resulted primarily from increased demand for
vital wheat  gluten,  specialty  wheat  proteins and wheat  starches.  Lower raw
material costs for grain on a per unit basis also had a favorable  impact on the
quarter's  results,  he  noted.  The  company's  third  quarter  alcohol  sales,
meanwhile,  continued  to be subjected  to tight  market  conditions,  squeezing
selling prices below levels of a year ago. However,  Seaberg  reported,  alcohol
sales currently are benefitting  from increased  demand and improved  pricing in
the fuel grade sector.

         Seaberg  also  reported  that steady  growth is expected to continue in
sales of the company's value-added wheat-based  ingredients,  which are produced
and  marketed  for use in a variety of food and  non-food  applications.  "These
products,  consisting  of specialty  and modified  proteins and  starches,  hold
tremendous promise and are the focal point of our long-term growth  strategies,"
Seaberg  said.  "They  continue to  effectively  prove their  ability to satisfy
evolving needs in the marketplace such as helping  customers meet growing demand
for products that offer greater consumer convenience, selection and quality."

         To strengthen the company's sales capabilities,  "we are fortifying our
marketing operations with an enhanced organizational structure that should allow
us to more effectively and rapidly move our products, particularly our specialty
proteins and starches, into a higher growth mode," Seaberg stated.  "Measures we
are taking  include the creation of an executive  vice  president's  position to
oversee the development and  implementation of all marketing and sales programs,
and the  addition  of  experienced  formulation  scientists  to assist our sales
personnel  in  providing  enhanced  technical  support  services  to  customers.
Additionally,   we  intend  to  actively   explore   possibilities   for  future
acquisitions  and/or  relationships that would complement our growth strategies,
add to our profitability and help strengthen stockholder value," he said.

         "In the immediate future," Seaberg  continued,  "we expect fuel alcohol
demand to remain at or near the current  higher level  through the summer months
when  motor  fuel  usage  in this  country  typically  climbs."  He  added  that
grain-based fuel alcohol, or ethanol as it is commonly known, has

<PAGE>
recently gained  increased favor in the marketplace as "the safe,  effective and
logical answer" to the nation's gasoline oxygenate needs. This has resulted from
the  Environmental  Protection  Agency's  recent  proposal to phase-out  MTBE, a
synthetically-derived  oxygenate, as the result of health-related  environmental
concerns.  Seaberg also  pointed out that prices for corn,  which is used in the
alcohol production process, have nudged up due mainly to concerns about dry soil
conditions in sections of the nation's grain belt. As a result,  improvements in
fuel alcohol prices could be partially offset, he noted.

While  continuing at a higher rate than was experienced a year ago, sales of the
company's  vital  wheat  gluten have  slackened  some since the end of the third
quarter, Seaberg reported. "Although the nearly two-year-old quota on imports of
foreign  gluten has helped  alleviate  some of the severe  effects of excessive,
artificially-priced   shipments  from  the  European   Union,  we  have  seen  a
substantial rise in gluten shipments from other parts of the world, most notably
Poland," he said. "Furthermore,  with the opening of the third year of the quota
on June 1, the market could be immediately  inundated with imports as individual
producers  race to beat  quota  limits  placed on their  respective  countries."
Seaberg  indicated that a stabilization  or lowering of grain raw material costs
could help counter these conditions in the gluten market.

Seaberg added that actions to improve the  effectiveness  of the quota presently
are being pursued in  Washington.  "While there is no certainty as to when or to
what extent additional steps might be taken,  further action on this issue would
reinforce the intent of the quota to help create a more level and stable playing
field in the gluten market," Seaberg stated.  "Additionally," he said, "it would
demonstrate to the American public and to current and future trade partners that
the United States is sincere about  enforcing  necessary  safeguard  measures to
preserve fair trade.


This news release  contains  forward-looking  statements  as well as  historical
information.  Forward-  looking  statements  are identified by or are associated
with such words as  "intend,"  "believe,"  "estimate,"  "expect,"  "anticipate,"
"hopeful,"  "should," "may" and similar  expressions.  They reflect management's
current  beliefs  and  estimates  of  future  economic  circumstances,  industry
conditions,  company performance and financial results and are not guarantees of
future performance. The forward-looking statements are based on many assumptions
and factors,  including those relating to grain prices,  gasoline prices, energy
costs,   product  pricing,   competitive   environment  and  related   marketing
conditions,   operating   efficiencies,   access  to  capital   and  actions  of
governments.  Any changes in the assumptions or factors could produce materially
different results than those predicted and could impact stock values.

                                       ###

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