TECHNE CORP /MN/
10-Q, 1998-05-14
BIOLOGICAL PRODUCTS, (NO DIAGNOSTIC SUBSTANCES)
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                     SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C.  20549
                                     
                                 FORM 10-Q

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

     For the quarterly period ended March 31, 1998, 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 0-17272
                            __________________


                            TECHNE CORPORATION
          (Exact name of registrant as specified in its charter)


          MINNESOTA                                     41-1427402
(State or other jurisdiction                         (I.R.S. Employer
of incorporation or organization)                    Identification No.)

614 MCKINLEY PLACE N.E.                               (612) 379-8854
   MINNEAPOLIS, MN         55413                   (Registrant's telephone
(Address of principal                             number including area code)
  executive offices)    (Zip Code)


Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
Yes  (X)   No  (  )

At May 1, 1998, 19,032,483 shares of the Company's Common Stock (par value
$.01) were outstanding.
                                     
                                     
                                     
                       PART I - FINANCIAL INFORMATION
                                     
                       ITEM 1 - FINANCIAL STATEMENTS
                                     
                     TECHNE CORPORATION & SUBSIDIARIES
                        CONSOLIDATED BALANCE SHEETS
                                (Unaudited)
<TABLE>                                     
<CAPTION>
                                         3/31/98        6/30/97
                                       -----------    -----------
    <S>                                <C>            <C>
    ASSETS
      Cash and cash equivalents        $12,139,591    $ 8,598,367
      Short-term investments            24,331,524     16,153,890
      Accounts receivable (net)         10,237,674      9,114,447
      Inventories                        3,886,927      4,087,161
      Deferred income taxes              1,439,000      1,322,000
      Other current assets                 529,087        521,493
                                       -----------     ----------
        Total current assets            52,563,803     39,797,358
    
      Deferred income taxes              1,769,000      1,703,000
      Fixed assets (net)                11,806,483     11,252,741
      Intangible assets (net)              303,515        365,311
      Other assets                         478,900        803,300
                                       -----------    -----------
        TOTAL ASSETS                   $66,921,701    $53,921,710
                                       ===========    ===========
    
    LIABILITIES & EQUITY
      Trade accounts payable           $ 2,394,128    $ 1,609,362
      Salary and related accruals        2,015,023      1,790,035
      Other payables                       842,440        498,873
      Income taxes payable               1,395,586      1,000,096
                                       -----------    -----------
        Total current liabilities        6,647,177      4,898,366
    
      Deferred rent                      1,476,900        942,300
    
      Common stock, par value $.01 per
        share; authorized 50,000,000;
        issued and outstanding
        19,026,233 and 18,875,456,
        respectively                       190,262        188,755
      Additional paid-in capital        13,524,588     12,653,449
      Retained earnings                 44,581,134     34,808,768
      Accumulated foreign currency
        translation adjustments            501,640        430,072
                                       -----------    -----------
        Total stockholders' equity      58,797,624     48,081,044
                                       -----------    -----------
    TOTAL LIABILITIES AND
     STOCKHOLDERS' EQUITY              $66,921,701    $53,921,710
                                       ===========    ===========
</TABLE>                                     
         See notes to unaudited Consolidated Financial Statements.
                                     
                                     
                                     
                     TECHNE CORPORATION & SUBSIDIARIES
                    CONSOLIDATED STATEMENTS OF EARNINGS
                                (Unaudited)
<TABLE>
<CAPTION>
                                 QUARTER ENDED           NINE MONTHS ENDED
                            ------------------------  ------------------------
                              3/31/98      3/31/97      3/31/98      3/31/97
                            -----------  -----------  -----------  -----------
<S>                         <C>          <C>          <C>          <C>
SALES                       $17,698,472  $16,251,827  $48,708,472  $44,688,099
Cost of sales                 5,490,966    4,979,754   14,922,728   14,329,596
                            -----------  -----------  -----------  -----------
  Gross margin               12,207,506   11,272,073   33,785,744   30,358,503

Operating expenses
  (income):
  Selling, general and
    administrative            3,748,958    4,114,790   11,602,557   11,089,559
  Research and development    2,725,251    2,940,709    7,706,757    8,770,804
  Amortization expense            9,662       58,877       61,796      176,631
  Interest expense                    -          731            -       29,255
  Interest income              (314,023)    (188,936)    (844,390)    (511,408)
                            -----------  -----------  -----------  -----------
                              6,169,848    6,926,171   18,526,720   19,554,841
                            -----------  -----------  -----------  -----------
Earnings before
  income taxes                6,037,658    4,345,902   15,259,024   10,803,662
Income taxes                  2,015,000    1,394,000    4,846,000    3,399,000
                            -----------  -----------  -----------  -----------
NET EARNINGS                $ 4,022,658  $ 2,951,902  $10,413,024  $ 7,404,662
                            ===========  ===========  ===========  ===========

BASIC EARNINGS PER SHARE    $      0.21  $      0.16  $      0.55  $      0.39

DILUTED EARNINGS PER SHARE  $      0.20  $      0.15  $      0.53  $      0.38
 
</TABLE> 
         See notes to unaudited Consolidated Financial Statements.
                                     
                                     

                                     
                     TECHNE CORPORATION & SUBSIDIARIES
                   CONSOLIDATED STATEMENTS OF CASH FLOWS
                                (Unaudited)

<TABLE>                                     
<CAPTION>
                                                      NINE MONTHS ENDED
                                                 -------------------------
                                                   3/31/98       3/31/97
                                                 -----------   -----------
<S>                                              <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES:

  Net earnings                                   $10,413,024   $ 7,404,662
  Adjustments to reconcile net earnings to
    net cash provided by operating activities:
      Depreciation and amortization                1,699,813     1,683,709
      Deferred income taxes                         (181,000)     (363,000)
      Deferred rent                                  534,600       305,550
      Tax benefit from exercise of options           127,000             -
      Other                                          205,900       126,705
  Change in current assets and current
    liabilities:
      (Increase) decrease in:
        Accounts receivable                       (1,152,283)     (596,832)
        Inventories                                  192,467      (298,033)
        Other current assets                          (7,503)      (82,138)
      Increase (decrease) in:
        Trade account/other payables               1,131,345      (353,579)
        Salary and related accruals                  225,532      (431,358)
        Income taxes payable                         392,725      (165,457)
                                                 -----------   -----------
  NET CASH PROVIDED BY OPERATING ACTIVITIES       13,581,620     7,230,229

CASH FLOWS FROM INVESTING ACTIVITIES:

  Purchase of short-term investments             (20,145,831)  (11,324,586)
  Proceeds from sale of short-term investments    11,968,197     8,945,000
  Additions to fixed assets                       (2,443,887)   (3,876,338)
  Proceeds from sale of fixed assets                 246,503             -
  Increase in other long term assets                (150,000)     (250,000)
                                                 -----------   -----------
  NET CASH USED BY INVESTING ACTIVITIES          (10,525,018)   (6,505,924)

CASH FLOWS FROM FINANCING ACTIVITIES:

  Issuance of common stock                           653,488       115,096
  Repurchase of common stock                        (280,000)   (2,976,452)
                                                 -----------   -----------
  NET CASH PROVIDED (USED) BY FINANCING
    ACTIVITIES                                       373,488    (2,861,356)

EFFECT OF EXCHANGE RATE CHANGES ON CASH              111,134       106,272
                                                 -----------   -----------
NET CHANGE IN CASH AND EQUIVALENTS                 3,541,224    (2,030,779)

CASH AND EQUIVALENTS AT BEGINNING OF PERIOD        8,598,367     7,422,084
                                                 -----------   -----------
CASH AND EQUIVALENTS AT END OF PERIOD            $12,139,591   $ 5,391,305
                                                 ===========   ===========
</TABLE>
         See notes to unaudited Consolidated Financial Statements.
                                     
                    TECHNE CORPORATION & SUBSIDIARIES
                NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                (Unaudited)

A.   BASIS OF PRESENTATION:

The unaudited Consolidated Financial Statements have been prepared in
accordance with generally accepted accounting principles and with
instructions to Form 10-Q and Article 10 of Regulation S-X.   The
accompanying unaudited Consolidated Financial Statements reflect all
adjustments which are, in the opinion of management, necessary to a fair
presentation of the results for the interim periods presented.  All such
adjustments are of a normal recurring nature.

A summary of significant accounting policies followed by the Company is
detailed in the Annual Report to Shareholders for Fiscal 1997.  The Company
follows these policies in preparation of the interim 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 the
Consolidated Financial Statements be read in conjunction with the Company's
Consolidated Financial Statements and Notes thereto for the fiscal year
ended June 30, 1997 included in the Company's Annual Report to Shareholders
for Fiscal 1997.

Certain Consolidated Balance Sheet captions appearing in this interim
report are as follows:

<TABLE>
<CAPTION>
                                              3/31/98       6/30/97
                                            -----------   -----------
<S>                                         <C>           <C>
ACCOUNTS RECEIVABLE
  Accounts receivable                       $10,283,674   $ 9,166,447
    Less reserve for bad debts                   46,000        52,000
                                            -----------   -----------
      NET ACCOUNTS RECEIVABLE               $10,237,674   $ 9,114,447
                                            ===========   ===========
INVENTORIES
  Raw materials                             $ 2,221,142   $ 2,105,836
  Work in process                                     -        89,100
  Supplies                                      129,525       121,483
  Finished goods                              1,536,260     1,770,742
                                            -----------   -----------
      TOTAL INVENTORIES                     $ 3,886,927   $ 4,087,161
                                            ===========   ===========
FIXED ASSETS
  Laboratory equipment                      $ 9,653,781   $ 9,513,329
  Office equipment                            2,849,483     2,671,947
  Leasehold improvements                     10,244,340     9,063,354
                                            -----------   -----------
                                             22,747,604    21,248,630
    Less accumulated depreciation
      and amortization                       10,941,121     9,995,889
                                            -----------   -----------
      NET FIXED ASSETS                      $11,806,483   $11,252,741
                                            ===========   ===========
INTANGIBLE ASSETS
  Customer list                             $ 1,010,000   $ 1,010,000
  Technology licensing agreements               500,000       500,000
  Goodwill                                    1,225,547     1,225,547
                                            -----------   -----------
                                              2,735,547     2,735,547
    Less accumulated amortization             2,432,032     2,370,236
                                            -----------   -----------
      NET INTANGIBLE ASSETS                 $   303,515   $   365,311
                                            ===========   ===========
</TABLE>

In June 1997, the Financial Accounting Standards Board issued SFAS No. 131,
"Disclosures about Segments of an Enterprise and Related Information,"
which will be effective for the Company beginning July 1, 1998.  SFAS No.
131 redefines how operating segments are determined and requires disclosure
of certain financial and descriptive information about a company's
operating segments.  The Company believes that this statement will not have
a material impact on results reported in its consolidated financial statements.

In June 1997, the Financial Accounting Standards Board issued SFAS No. 130,
"Reporting Comprehensive Income," which will be effective for the Company
beginning July 1, 1998.  SFAS No. 130 requires the disclosure of
comprehensive income and its components in the Company's financial
statements.  The Company anticipates the effect of SFAS No. 130 will result
in disclosure of unearned compensation on stock options and foreign
currency translation adjustments on the face of the comprehensive income
statement.


B.  STOCK SPLIT:

On October 23, 1997, the Company declared a two-for-one stock split in the
form of a 100% stock dividend payable to shareholders of record on November
10, 1997.  The payment date for the stock split was November 17, 1997.  All
earnings per share and share amounts included in these financial statements
have been restated to reflect the stock split.


C.  EARNINGS PER SHARE:

Effective for the quarter ended December 31, 1997, the Company adopted
Statement of Financial Accounting Standards No. 128 (SFAS 128), "Earnings
Per Share".  All prior period earnings per share amounts have been restated
to conform to the new standard.

Shares used in the earnings per share computations are as follows:

<TABLE>
<CAPTION>
                                      QUARTER ENDED        NINE MONTHS ENDED
                                 ----------------------  ----------------------
                                   3/31/98     3/31/97     3/31/98     3/31/97
                                 ----------  ----------  ----------  ----------
<S>                              <C>         <C>         <C>         <C> 
Weighted average common shares   
  outstanding--basic             19,005,562  18,888,756  18,923,525  18,934,536
Dilutive effect of stock
  options and warrants              637,260     550,182     668,917     550,286
                                 ----------  ----------  ----------  ----------
Average common shares 
  outstanding--diluted           19,642,822  19,438,938  19,592,442  19,484,822
                                 ==========  ==========  ==========  ==========
</TABLE>




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

    Results of Operations Quarter and Nine Months Ended March 31, 1998
             vs. Quarter and Nine Months Ended March 31, 1997

Techne Corporation (Techne) has two operating subsidiaries:  Research and 
Diagnostic Systems, Inc. (R&D Systems) located in Minneapolis, Minnesota and 
R&D Systems Europe Ltd. (R&D Europe) located in Abingdon, England.  R&D Systems
has two divisions:  Biotechnology and Hematology.  The Biotechnology Division 
manufactures purified cytokines (proteins), antibodies and assay kits which 
are sold primarily to biomedical researchers and clinical research 
laboratories.  The Hematology Division develops and manufactures whole blood 
hematology controls and calibrators which are sold to hospital and clinical 
laboratories to check the performance of their hematology instruments to assure 
the accuracy of hematology test results.  R&D Europe sells R&D Systems' 
biotechnology products in Europe, both directly and through a sales subsidiary 
in Germany.  The Company has a foreign sales corporation, Techne Export Inc.

In November 1997 and January 1998, Techne purchased $1 million of preferred
stock of ChemoCentryx, Inc. (CCX), respectively, representing approximately
28% of issued and outstanding voting shares.  In addition, Techne is
obligated to purchase a projected $3 million of preferred stock over the
next two years upon CCX's achievement of certain milestones.  After
purchase of the additional preferred shares, Techne will own approximately
49% of the issued and outstanding voting shares (assuming no investment by
other parties).  Techne has consolidated CCX into its financial statements
due to the limited amount of cash consideration provided by the holders of
the common shares of CCX.  CCX is a new technology and drug development
company working in the area of chemokines.  Chemokines are cytokines which
regulate the trafficking patterns of leukocytes, the effector cells of the
human immune system.  In conjunction with the equity investment and joint
research efforts, Techne obtains exclusive worldwide research and
diagnostic marketing rights to chemokine proteins, antibodies and receptors
discovered or developed by CCX or R&D Systems.


Net Sales

Net sales for the quarter ended March 31, 1998 were $17,698,472, an
increase of $1,446,645 (9%) from the quarter ended March 31, 1997.  Sales
for the nine months ended March 31, 1998 increased $4,020,373 (9%) from
$44,688,099 to $48,708,472.  R&D Systems sales increased $1,694,851 (15%)
and $4,885,888 (16%) for the quarter and nine months ended March 31, 1998,
respectively.  R&D Europe sales decreased $248,206 (5%) and $865,515 (6%)
for the quarter and nine months ended March 31, 1998, respectively.  The
decrease in R&D Europe sales was not unexpected due to the discontinuance
of the molecular biology product line.  R&D Europe sales of continuing
product lines increased 25% from the third quarter and first nine months of
last year.

The increase in consolidated sales for the quarter and nine months was due,
in part, to increased sales of R&D Systems' cytokines and antibodies.
Sales of cytokines and antibodies by R&D Systems and R&D Europe for the
quarter and nine months ended March 31, 1998 were $6,672,281 and
$17,519,404 compared to $5,033,963 and $13,586,958 for the quarter and nine
months ended March 31, 1997.

In addition, sales of hematology products increased $183,432 and $1,023,817
for the quarter and nine months ended March 31, 1998, due largely to
increased sales to an OEM customer and the addition of two OEM customers in
fiscal 1998.

Gross Margins

Gross margins, as a percentage of sales, were slightly less for the third
quarter, but increased from the first nine months of the prior year.
Margins for the third quarter of fiscal 1998 were 69.0% compared to 69.4%
for the same quarter in fiscal 1997.  Margins for the nine months ended
March 31, 1998 were 69.4% compared to 67.9% for the same period in fiscal
1997.

R&D Europe gross margins decreased from 53.0% to 42.8% for the quarter and
from 52.9% to 47.8% for the nine months ended March 31, 1998 as a result of
changes in product mix and exchange rates.  Hematology Division gross
margins decreased from 46.1% to 44.4% for the quarter, but increased from
42.7% to 45.1% for the nine months ended March 31, 1998.  Biotechnology
Division gross margins increased from 71.5% to 72.5% for the quarter and
from 70.6% to 72.2% for the nine months ended March 31, 1998 as a result of
changes in product mix.

Selling, General and Administrative Expenses

Selling, general and administrative expenses decreased $365,832 (9%) from
the third quarter of fiscal 1997 to the third quarter of fiscal 1998.
These expenses increased $512,998 (5%) for the first nine months of fiscal
1998.  Included in third quarter fiscal 1997 selling, general and
administrative expenses was approximately $450,000 related to R&D Europe
restructuring charges.  The majority of the increase for the nine months
was due to additional occupancy costs at R&D Systems, plus increased
advertising and promotion costs by R&D Systems.  These increased costs were
partially offset by decreased personnel costs at R&D Europe as a result of
the restructuring in the third quarter of fiscal 1997.

Research and Development Expenses

Research and development expenses decreased $215,458 (7%) and $1,064,047
(12%) for the quarter and nine months ended March 31, 1998, respectively.
R&D Europe research and development expenses decreased $699,080 and
$2,037,186 for the quarter and nine months, respectively, as a result of a
decrease in payments under the Joint Biological Research Agreement with
British Bio-technology Group, plc. and a decrease in personnel as a result
of the restructuring and the transfer of the majority of research and
development activities to R&D Systems.  R&D Systems' research and
development expenses increased $252,576 and $742,093 for the quarter and
nine months ended March 31, 1998, respectively.  The increase related to
products currently under development, many of which have been or will be
released in fiscal 1998.  Products currently under development include both
biotechnology and hematology products.

Net Earnings

Earnings before income taxes increased $1,691,756 from $4,345,902 in the
third quarter of fiscal 1997 to $6,037,658 in the third quarter of fiscal
1998.  Earnings before taxes for the nine months increased $4,455,362 from
$10,803,662 to $15,259,024.  The increase in earnings before income taxes
was due mainly to an increase in Biotechnology Division earnings of
$885,088 and $2,451,034 and an increase in Hematology Division earnings of
$119,561 and $651,072 for the quarter and nine months ended March 31, 1998,
as a result of increased sales and gross margins.  In addition R&D Europe's
earnings before taxes increased $877,774 and $1,792,066 for the quarter and
nine months as a result of a decrease in sales and gross margin offset by
decreased selling, general and administrative and research and development
expenses.

Income taxes for the quarter and nine months ended March 31, 1998 were
provided at a rate of approximately     33% and 32% of consolidated pretax
earnings compared to 32% and 31% for the prior year.  U.S. federal taxes
have been reduced by the credit for research and development expenditures
and the benefit of the foreign sales corporation.  Foreign income taxes
have been provided at rates which approximate the tax rates in the United
Kingdom and Germany.
                                     
                                     
                      Liquidity and Capital Resources

At March 31, 1998, cash and cash equivalents and short-term investments
were $36,471,115 compared to $24,752,257 at June 30, 1997.  The Company has
been accumulating cash and short-term investments for future expansion
purposes.  The Company believes it can meet its future cash, working capital 
and capital addition requirements through currently available funds, cash 
generated from operations and maturities of short-term investments.  The 
Company has an unsecured line of credit of $750,000.  The interest rate on 
the line of credit is at prime.  There were no borrowings on the line in the 
prior or current fiscal years.

Cash Flows From Operating Activities

The Company generated cash of $13,581,620 from operating activities in the
first nine months of fiscal 1998 compared to $7,230,229 for the first nine
months of fiscal 1997.  The increase was mainly the result of increased net
earnings and increased current liabilities.

Cash Flows From Investing Activities

During the nine months ended March 31, 1998 and 1997, the Company increased
short-term investments $8,177,634 and $2,379,586, respectively.  The
Company's investment policy is to place excess cash in short-term tax-
exempt bonds.  The objective of this policy is to obtain the highest
possible return with the lowest risk, while keeping the funds accessible.

Capital additions were $2,443,887 for the first nine months of fiscal 1998,
compared to $3,876,338 for the first nine months of fiscal 1997.  Included
in the fiscal 1998 and 1997 additions were $1,180,110 and $2,825,226 for
leasehold improvements related to expansion and remodeling of facilities by
R&D Systems.  The remaining additions in fiscal 1998 and 1997 were for
laboratory and computer equipment.  Total expenditures for capital
additions planned for the remainder of fiscal 1998 are expected to cost
approximately $.6 million and are expected to be financed through currently
available funds and cash generated from operating activities.

Cash Flows From Financing Activities

Cash of $653,488 and $115,096 was received during the nine months ended
March 31, 1998 and 1997, respectively, for the exercise of options for
73,791 and 17,000 shares of common stock.  During the first nine months of
fiscal 1998, options for 55,835 shares of common stock were exercised by
the surrender of 20,624 shares of the Company's common stock with a fair
market value of $360,194.  During the first nine months of fiscal 1998, a
warrant for 61,775 shares of common stock was exercised in a cashless
transaction.

During the first nine months of fiscal 1998 and 1997, the Company purchased
and retired 20,000 and 234,600 shares, respectively, of Company common
stock at market values of $280,000 and $2,976,452.  In May 1995, the
Company announced a plan to purchase and retire up to $5,000,000 of its
common stock.  Through May 1, 1998, 437,000 shares have been purchased at a
market value of $4,812,164.  Subject to market conditions and share price,
the Company has extended its stock repurchase program and plans to purchase
and retire up to an additional $5,000,000 of common stock.

During the first nine months of fiscal 1998, the Company granted stock
options with a fair value of $200,500 to a consultant for services to be
rendered to the Company, pursuant to the Company's 1988 Nonqualified Stock
Option Plan.  During the first nine months of fiscal 1998, the Company
canceled all non-vested stock options granted to consultants.  The total
fair value, at the dates of grant, of the options canceled was $469,000.

The Company has never paid cash dividends and has no plans to do so in
fiscal 1998.
                                     
                                     

             ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES
                             ABOUT MARKET RISK


Not applicable.

                                     
                        PART II - OTHER INFORMATION

ITEM 1 - LEGAL PROCEEDINGS

     No change.


ITEM 2 - CHANGES IN SECURITIES

     On January 5, 1998, the Company issued 61,775 shares of Common Stock
     to British Bio-technology plc in connection with the cashless exercise
     of a warrant initially issued in July 1993 to purchase 100,000 shares
     at an exercise price of $6.8805 per share.  The issuance of such
     securities was deemed to be exempt from registration under the
     Securities Act of 1933 by virtue of Sections 3(a)(9) and 4(2) thereof.
                                                                           

ITEM 3 - DEFAULTS UPON SENIOR SECURITIES

     None


ITEM 4 - SUBMISSION OF MATTERS TO VOTE OF SHAREHOLDERS

     None.


ITEM 5 - OTHER INFORMATION

    Forward Looking Information and Cautionary Statements:  Statements in
    this filing, and elsewhere, which look forward in time involve risks
    and uncertainties which may affect the actual results of operations.
    The following important factors, among others, have affected and, in
    the future, could affect the Company's actual results:  the
    introduction and acceptance of new biotechnology and hematology
    products, the levels and particular directions of research into
    cytokines by the Company's customers, the impact of the growing number
    of producers of cytokine research products and related price
    competition, the retention of hematology OEM and proficiency survey
    business, the Company's expansion of marketing efforts in Europe, and
    the costs and results of research and product development efforts of
    the Company and of companies in which the Company has invested or with
    which it has formed strategic relationships.


ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K

     A.  EXHIBITS

           See exhibit index immediately following signature page.

     B.  REPORTS ON FORM 8-K

           None
                                     
                                     
                                 SIGNATURE


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.



                                TECHNE CORPORATION
                                (Company)




Date:  May 14, 1998             Thomas E. Oland
                                ----------------------------------
                                Thomas E. Oland
                                President, Chief Executive and
                                Financial Officer



                               EXHIBIT INDEX
                                    TO
                                 FORM 10-Q
                                     
                            TECHNE CORPORATION
<TABLE>
<CAPTION>

     Exhibit #            Description                     Restated
     ----------           ------------------              --------
         <S>              <C>                             <C>
         27.1             Financial Data Schedule--
                          March 31, 1998                      NO

         27.2             Financial Data Schedule--
                          June 30, 1997, March 31, 1997,
                          December 31, 1996, September
                          30, 1996                            YES

         27.3             Financial Data Schedule--
                          June 30, 1996, March 31,
                          1996, June 30, 1995                 YES
</TABLE>

                                     


<TABLE> <S> <C>

<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          JUN-30-1998
<PERIOD-END>                               MAR-31-1998
<CASH>                                      12,139,591
<SECURITIES>                                24,331,524
<RECEIVABLES>                               10,283,674
<ALLOWANCES>                                    46,000
<INVENTORY>                                  3,886,927
<CURRENT-ASSETS>                            52,563,803
<PP&E>                                      22,747,604
<DEPRECIATION>                              10,941,121
<TOTAL-ASSETS>                              66,921,701
<CURRENT-LIABILITIES>                        6,647,177
<BONDS>                                              0
                                0
                                          0
<COMMON>                                       190,262
<OTHER-SE>                                  58,607,362
<TOTAL-LIABILITY-AND-EQUITY>                66,921,701
<SALES>                                     48,708,472
<TOTAL-REVENUES>                            48,708,472
<CGS>                                       14,922,728
<TOTAL-COSTS>                               14,922,728
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                             15,259,024
<INCOME-TAX>                                 4,846,000
<INCOME-CONTINUING>                         10,413,024
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                10,413,024
<EPS-PRIMARY>                                      .55
<EPS-DILUTED>                                      .53
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 5
       
<S>                          <C>          <C>          <C>          <C>
<PERIOD-TYPE>                YEAR         9-MOS        6-MOS        3-MOS
<FISCAL-YEAR-END>            JUN-30-1997  JUN-30-1997  JUN-30-1997  JUN-30-1997
<PERIOD-END>                 JUN-30-1997  MAR-31-1997  DEC-31-1996  SEP-30-1996
<CASH>                        8,598,367    5,391,305    6,953,881    5,615,788
<SECURITIES>                 16,153,890   14,207,037   12,862,451   12,307,451
<RECEIVABLES>                 9,166,447    9,117,432    7,606,049    8,140,408
<ALLOWANCES>                     52,000       51,000       52,000       51,000
<INVENTORY>                   4,087,161    4,001,990    4,101,966    3,720,477
<CURRENT-ASSETS>             39,797,358   34,757,903   33,496,918   31,781,632
<PP&E>                       21,248,630   20,986,390   20,643,995   19,167,935
<DEPRECIATION>                9,995,889    9,529,901    9,069,573    8,436,254
<TOTAL-ASSETS>               53,921,710   48,638,980   47,596,405   45,092,855
<CURRENT-LIABILITIES>         4,898,366    4,155,050    5,063,172    4,969,552
<BONDS>                               0            0            0            0
                 0            0            0            0
                           0            0            0            0
<COMMON>                        188,755      188,215      188,985      189,235
<OTHER-SE>                   47,892,289   43,499,965   41,695,048   39,364,368
<TOTAL-LIABILITY-AND-EQUITY> 53,921,710   48,638,980   47,596,405   45,092,855
<SALES>                      60,923,750   44,688,099   28,436,272   14,026,978
<TOTAL-REVENUES>             60,923,750   44,688,099   28,436,272   14,026,978
<CGS>                        19,094,827   14,329,596    9,349,842    4,778,130
<TOTAL-COSTS>                19,094,827   14,329,596    9,349,842    4,778,130
<OTHER-EXPENSES>                      0            0            0            0
<LOSS-PROVISION>                      0            0            0            0
<INTEREST-EXPENSE>               29,357       29,255       28,524       28,083
<INCOME-PRETAX>              15,987,662   10,803,662    6,457,760    3,120,269
<INCOME-TAX>                  5,106,000    3,399,000    2,005,000      945,000
<INCOME-CONTINUING>          10,881,662    7,404,662    4,452,760    2,175,269
<DISCONTINUED>                        0            0            0            0
<EXTRAORDINARY>                       0            0            0            0
<CHANGES>                             0            0            0            0
<NET-INCOME>                 10,881,662    7,404,662    4,452,760    2,175,269
<EPS-PRIMARY>                       .58          .39          .23          .11
<EPS-DILUTED>                       .56          .38          .23          .11
        


</TABLE>

<TABLE> <S> <C>

<ARTICLE> 5
       
<S>                             <C>              <C>              <C>
<PERIOD-TYPE>                   YEAR             9-MOS            YEAR
<FISCAL-YEAR-END>               JUN-30-1996      JUN-30-1996      JUN-30-1995
<PERIOD-END>                    JUN-30-1996      MAR-31-1996      JUN-30-1995
<CASH>                           7,422,084        5,732,203        5,317,493
<SECURITIES>                    11,827,451       10,846,290       10,627,730
<RECEIVABLES>                    8,492,531        8,612,399        7,528,783
<ALLOWANCES>                       113,000          124,000          143,000
<INVENTORY>                      3,653,117        3,329,907        3,265,840
<CURRENT-ASSETS>                33,289,007       30,004,817       27,805,919
<PP&E>                          16,994,973       16,100,228       10,668,253
<DEPRECIATION>                   7,949,706        7,421,536        6,339,824
<TOTAL-ASSETS>                  44,393,293       40,336,005       34,062,275
<CURRENT-LIABILITIES>            5,029,022        4,420,841        4,118,980
<BONDS>                                  0                0                0
                    0                0                0
                              0                0                0
<COMMON>                           190,391          189,040          187,507
<OTHER-SE>                      38,683,680       32,242,974       29,332,588
<TOTAL-LIABILITY-AND-EQUITY>    44,393,293       35,432,014       34,062,275
<SALES>                         54,589,054       40,022,138       47,716,166
<TOTAL-REVENUES>                54,589,054       40,022,138       47,716,166
<CGS>                           18,998,931       14,315,169       18,463,547
<TOTAL-COSTS>                   18,998,931       14,315,169       18,463,547
<OTHER-EXPENSES>                         0                0                0
<LOSS-PROVISION>                         0                0                0
<INTEREST-EXPENSE>                   2,242              717            8,641
<INCOME-PRETAX>                 12,591,870        8,677,831        9,648,042
<INCOME-TAX>                     3,954,000        2,694,000        2,942,000
<INCOME-CONTINUING>              8,637,870        5,983,831        6,706,042
<DISCONTINUED>                           0                0                0
<EXTRAORDINARY>                          0                0                0
<CHANGES>                                0                0                0
<NET-INCOME>                     8,637,870        5,983,831        6,706,042
<EPS-PRIMARY>                          .46              .32              .36
<EPS-DILUTED>                          .44              .31              .35
        


</TABLE>


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