CFM TECHNOLOGIES INC
10-Q, 1997-09-12
SPECIAL INDUSTRY MACHINERY, NEC
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                         UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                    Washington, D.C.  20549
                           FORM 10-Q
(Mark One) [ X ]     Quarterly  Report pursuant to Section 13 or 15(d) of
                     the Securities Exchange Act of 1934 for the quarterly
                     period ended July 31, 1997.
                                  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. 0-27498

                     CFM Technologies, Inc.
     -----------------------------------------------------
     (Exact name of registrant as specified in its charter)

          Pennsylvania                           23-2786977
- -------------------------------           ----------------------
(State or other jurisdiction of              (I.R.S. Employer
incorporation or organization)            Identification Number)
                              
  1336 Enterprise Drive, West Chester, Pennsylvania  19380
  --------------------------------------------------------
     (Address of principal executive offices) (Zip Code)
                              
     Registrant's telephone number, including area code:
     ---------------------------------------------------
                       (610) 696-8300
                              
         ___________________N/A____________________
    (Former name, former address and former fiscal year,
                if changed since last report)
                              
      Indicate by check mark whether the Registrant (1) has filed all
reports 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


          The number of outstanding shares of the Registrant's Common
Stock, no par value per share, on September 8, 1997 was 7,890,029.


                              
                   CFM TECHNOLOGIES, INC.
                              
                            INDEX
                              
               PART 1.  FINANCIAL INFORMATION
                              
                              
    Item 1. Condensed Consolidated Financial Statements:

    Condensed Consolidated Balance Sheets (unaudited)
    July 31, 1997 and October 31, 1996  ......................  3

    Condensed  Consolidated Statements of Income (unaudited)
    Three and Nine months ended July 31, 1997 and 1996 .......  5

    Condensed  Consolidated Statements of Cash Flows (unaudited)
    Six months ended July  31, 1997 and 1996  ................  6

    Notes to Condensed  Consolidated Financial Statements ....  7

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


                 PART II.  OTHER INFORMATION


    Item 6. Exhibits and Reports on Form 8-K ................  12

            Signatures  .....................................  13

            Exhibit Index  ..................................  14


<TABLE>

PART 1.     FINANCIAL INFORMATION

Item 1.        Condensed Consolidated Financial Statements


                          CFM TECHNOLOGIES, INC. AND SUBSIDIARIES
                           CONDENSED CONSOLIDATED BALANCE SHEETS
                                     (In thousands)
                                      (unaudited)
<CAPTION>
                                                                    July 31,      October 31,
                                                                      1997           1996
                                                                  ------------   ------------
ASSETS
CURRENT ASSETS:
   <S>                                                            <C>            <C> 
   Cash and cash equivalents ..................................   $    33,540    $      9,308
   Short-term investments .....................................        17,296           2,946
   Accounts receivable ........................................        30,816          15,090
   Inventories ................................................        14,543           8,047
   Prepaid expenses and other .................................           377             362
   Deferred income taxes ......................................         1,444             641
                                                                  ------------   ------------
      Total current assets ....................................        98,016          36,394
                                                                  ------------   ------------

PROPERTY, PLANT AND EQUIPMENT:
   Land .......................................................           540            540
   Building and improvements ..................................         3,646          3,180
   Machinery and equipment ....................................         7,031          4,075
   Furniture and fixtures .....................................         1,287            934
                                                                  ------------   ------------
                                                                       12,504          8,729
   Less - Accumulated depreciation and amortization ...........        (2,952)        (1,268)
                                                                  ------------   ------------
      Net property, plant and equipment .......................         9,552          7,461
                                                                  ------------   ------------

OTHER ASSETS:
   Patents, net of accumulated amortization of $93 and $76 ....           302            266
   Other ......................................................           155            130
                                                                  ------------   ------------
      Total other assets ......................................           457            396
                                                                  ------------   ------------
                                                                  $   108,025    $    44,251
                                                                  ============   ============

</TABLE>

<TABLE>


                    CFM TECHNOLOGIES, INC. AND SUBSIDIARIES
                     CONDENSED CONSOLIDATED BALANCE SHEETS
                       (In thousands, except share data)
                                  (unaudited)
<CAPTION>
                                                                            July 31,      October 31,
                                                                              1997           1996
                                                                           -----------    -----------
LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABIlTIES:
   <S>                                                                     <C>            <C>
   Current portion of long-term debt ...................................   $      620     $      489
   Accounts payable ....................................................        5,347          4,211
   Accrued expenses ....................................................       10,005          4,147
   Customer deposits ...................................................          199
                                                                           -----------    -----------
      Total current liabilities ........................................       16,171          8,869
                                                                           -----------    -----------

LONG-TERM DEBT .........................................................        2,731          2,525
                                                                           -----------    -----------
DEFERRED INCOME TAXES ..................................................          281            146
                                                                           -----------    -----------

COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' EQUITY:
   Preferred stock, no par value; 1,000,000 authorized shares; no shares
       issued or outstanding ...........................................
   Common stock, no par value; 30,000,000 authorized shares; 7,885,029
      and 6,052,924 shares issued and outstanding ......................       80,243         29,592
   Deferred compensation ...............................................         (255)
   Retained earnings ...................................................        8,854          3,119
                                                                           -----------    -----------
      Total shareholders' equity .......................................       88,842         32,711
                                                                           -----------    -----------
                                                                           $  108,025     $   44,251
                                                                           ===========    ===========

<TABLE/>


</TABLE>
<TABLE>


                            CFM TECHNOLOGIES, INC. AND SUBSIDIARIES
                          CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                            (In thousands, except per share data)
                                        (unaudited)

<CAPTION>
                                                            Three Months Ended       Nine Months Ended
                                                                July 31,                 July 31,
                                                    --------------------------   ---------------------------
                                                          1997          1996           1997           1996
                                                    ------------  ------------   ------------   ------------
                                                                                
<S>                                                 <C>           <C>            <C>            <C>
NET SALES .......................................   $    22,914   $    11,096    $    57,854    $    30,793
COST OF SALES ...................................        11,973         5,841         30,715         16,478
                                                    ------------  ------------   ------------   ------------
       Gross profit .............................        10,941         5,255         27,139         14,315
                                                    ------------  ------------   ------------   ------------
                                                                                
OPERATING EXPENSES:                                                             
   Research, development and engineering ........         2,468           881          6,665          2,973
   Seling, general and administrative ...........         5,920         3,366         13,626          8,041
                                                    ------------  ------------   ------------   ------------
       Total operating expenses .................         8,388         4,247         20,291         11,014
                                                    ------------  ------------   ------------   ------------
       Operating income .........................         2,553         1,008          6,848          3,301
                                                                                
INTEREST (INCOME) EXPENSE, NET ..................          (634)           34         (1,345)           249
                                                    ------------  ------------   ------------   ------------
       Income before income taxes ...............         3,187           974          8,193          3,052
                                                                                
INCOME TAXES ....................................           806           341          2,458          1,068
                                                    ------------  ------------   ------------   ------------
NET INCOME ......................................   $     2,381   $       633    $     5,735    $     1,984
                                                    ============  ============   ============   ============
                                                                                
NET INCOME PER SHARE ............................   $      0.28   $      0.13    $      0.76    $      0.46
                                                    ============  ============   ============   ============
                                                                                
WEIGHTED AVERAGE COMMON AND COMMON
   EQUIVALENT SHARES ............................         8,354         5,016          7,570          4,339
                                                    ============  ============   ============   ============

<TABLE/>


</TABLE>
<TABLE>

                          CFM TECHNOLOGIES, INC. AND SUBSIDIARIES
                           CONSOLIDATED STATEMENTS OF CASH FLOWS
                                       (In thousands)
                                        (unaudited)
<CAPTION>
                                                                   Nine Months Ended
                                                                        July 31,
                                                             ---------------------------
                                                                 1997           1996
                                                             ------------    -----------

OPERATING ACTIVITIES:
   <S>                                                       <C>             <C>  
   Net income                                                $     5,735     $     1,984
   Adjustments to reconcile net income to net cash
     used in operating activities -
      Depreciation and amortization ........................       1,697             509
      Deferred compensation ................................          62
      Deferred income tax benefit ..........................        (668)           (329)
      (Increase) decrease in -
         Accounts receivable ...............................     (15,726)         (6,752)
         Inventories .......................................      (6,496)         (3,770)
         Prepaid expenses and other current assets .........         (15)            (42)
         Other assets ......................................         (73)            (31)
      Increase (decrease) in -
         Accounts payable ..................................       1,136           1,423
         Accrued expenses ..................................       5,858           1,981
         Customer deposits .................................         177             (53)
                                                             ------------    ------------
             Net cash used in operating activities .........      (8,313)         (5,080)
                                                             ------------    ------------

INVESTING ACTIVITIES:
   Purchases of short-term investments .....................    (125,397)
   Proceeds from short-term investments ....................     111,047
   Purchases of property, plant and equipment ..............      (3,025)         (2,204)
                                                             ------------    ------------
             Net cash used in investing activities .........     (17,375)         (2,204)
                                                             ------------    ------------

FINANCING ACTIVITIES:
   Payments on long-term debt ..............................        (413)         (1,462)
   Proceeds from sale of common stock, net   ...............      49,288          20,023
   Proceeds from exercise of stock options .................         427
   Tax benefits from exercise of stock options .............         619                     
             Net cash provided by financing activities .....      49,921          18,561
                                                             ------------    ------------

NET INCREASE IN CASH AND CASH EQUIVALENTS ..................      24,233          11,277
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD .............       9,308             408
                                                             ------------    ------------
CASH AND CASH EQUIVALENTS, END OF PERIOD ................... $    33,541       $  11,685
                                                             ============    ============

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
   Cash paid for interest expense ..........................  $        202   $       370
   Cash received for interest income .......................         1,331            18
   Cash paid for income taxes ..............................         1,647         1,449
SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND
   FINANCING ACTIVITIES:
   Machinery acquired under capital leases .................  $        750   $       976

<TABLE/>


                              
           CFM TECHNOLOGIES, INC. AND SUBSIDIARIES
    NOTES TO CONDENSED CONSOLIDATED  FINANCIAL STATEMENTS
          

       (1) Basis of Presentation:
       
          The condensed consolidated financial statements
       included herein have been prepared by  CFM
       Technologies, Inc. without audit, pursuant to the rules
       and regulations of the Securities and Exchange
       Commission.  Certain information and footnote
       disclosures normally included in financial statements
       prepared in accordance with generally accepted
       accounting principles have been condensed or omitted
       pursuant to such rules and  regulations.  These
       statements include all adjustments that, in the opinion
       of  management, are necessary to provide a fair
       statement of the results for the periods covered.
       These financial statements should be read in
       conjunction with the audited financial statements and
       the notes thereto included in the Company's Annual
       Report on Form 10-K for the fiscal year ended October
       31, 1996.  The results of operations for the interim
       periods presented are not necessarily indicative of the
       results for the full year.
       
       (2) Follow-on Public Offering of Common Stock:

          The Company consummated a follow-on public offering
       on February 19, 1997.  The net proceeds from the
       offering of 1,750,500 shares of common stock were
       approximately $49,000,000.
       
       (3) Accounts Receivable:
       
                                            July 31,    October 31,
                                              1997         1996
                                           -----------  -----------
             Billed .....................  $20,451,000  $10,558,000
             Unbilled ...................   10,365,000    4,532,000
                                           -----------  -----------
                                           $30,816,000  $15,090,000
                                           ===========  ===========

         Unbilled receivables represent final retainage amounts to
       be billed upon completion of the installation process.
       


        (4) Inventories:
       
                                              July 31,   October 31,
                                               1997         1996
                                            ----------   ----------
             Raw materials ..............   $8,495,000   $4,267,000
             Work in progress............    6,048,000    3,780,000
                                           -----------   ----------
                                           $14,543,000   $8,047,000
                                           ===========   ==========
       (5) Earnings Per Share (EPS):
       
              In February 1997, the Financial Accounting
       Standards Board ("FASB") issued Statement of Financial
       Accounting Standards ("SFAS") No. 128, "Earnings per
       Share", which the Company is required to adopt for both
       interim and annual periods ending after December 15, 1997.
       SFAS No. 128 simplifies the EPS calculation by replacing
       primary EPS with basic EPS and replacing fully diluted EPS
       with diluted EPS.  Basic EPS is computed by dividing
       reported earnings available to common shareholders by the
       weighted average shares outstanding.  Diluted EPS reflects
       the potential dilution from the exercise or conversion of
       securities into common stock, such as stock options.
       Early application is prohibited, although footnote
       disclosure of pro forma EPS amounts are required.  Pro
       forma basic EPS and diluted EPS would have been $0.30 and
       $0.28, respectively, for the three months ended July 31,
       1997 and $0.80 and $0.76, respectively, for the nine
       months ended July 31, 1997.  Pro forma basic EPS and diluted
       EPS would have been $0.13 and $0.13, respectively for the
       three months ended July 31, 1996 and $0.47 and $0.46,
       respectively, for the nine months ended July 31, 1996,
       respectively.
  

                            
                              
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                              
        FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                              
Overview

    CFM designs, manufactures and markets advanced wet processing
equipment for sale to the worldwide semiconductor and flat panel
display manufacturing industries.  The Company was founded in 1984
and began commercial operations in 1990 following a period of
technology and product development, during which time the Company's
patented Full-Flow enclosed processing and Direct-Displace drying
technologies were developed.

    The Company has derived substantially all of its revenues from
the sale of a relatively small number of its systems, which range
in price from approximately $1.0 million to $2.7 million.  The
Company sells its systems worldwide and records a significant
portion of its sales to customers outside the United States.  The
Company's international sales have occurred in Europe, Korea,
Japan, Taiwan and Israel. The Company anticipates that
international sales will continue to account for a significant
portion of net sales, although the percentage of international
sales is expected to fluctuate from period to period.

Results of Operations

    The following table sets forth certain financial data for the
periods indicated, expressed as a percentage of net sales:
 
                                 Three Months          Nine Months
                                     Ended                Ended
                                    July 31,             July 31,
                             -------------------    ------------------
                                1997       1996       1997       1996
                               ------     ------     ------     ------                                     
Net sales                      100.0%     100.0%     100.0%     100.0%
Gross profit                    47.7%      47.4%      46.9%      46.5%
Research, development and      
engineering                     10.8%       7.9%      11.5%       9.7%
Selling, general and            
administrative                  25.8%      30.3%      23.6%      26.1%
Income from operations          11.1%       9.1%      11.8%      10.7%
Income before income taxes      13.9%       8.8%      14.2%       9.9%
Net income                      10.4%       5.7%       9.9%       6.4%
                                                                    
    Net Sales.  Net sales for the three month period ended July 31,
1997 of $22.9 million increased 106.5% from $11.1 million in the
third quarter of fiscal 1996. This increase resulted primarily from
deliveries of Full-Flow systems for use in flat panel
manufacturing. For the first three quarters of fiscal 1997 
net sales of $57.9 million increased 87.9% from
$30.8 million during the first three quarters of fiscal 1996.
International sales represented 64.1% and 70.1% of total net sales
in the three months ended July 31, 1997 and 1996, respectively.
International sales continue to represent approximately two-thirds
of total net sales, as was the case during the full 1996 fiscal
year and the first half of fiscal 1997. Because of continuing
international marketing efforts, the Company expects international
sales to represent a significant portion of its future net sales.
International orders accounted for approximately 66% of the
Company's backlog at July 31, 1997.

    Gross Profit.  Gross profit as a percentage of net sales
increased from 47.4% in the three month period ended July 31, 1996
to 47.7% for the same period in fiscal 1997.  Gross profit for the
third quarter also increased from the 46.5% reported in the second
quarter of fiscal 1997.  During the first three quarters of fiscal
1997, gross profits increased to 46.9% from 46.5% reported for the
first three quarters of fiscal 1996 and reflect  improvements in
manufacturing productivity, labor efficiency and continuing
material cost reductions.  The Company's gross profits have varied
significantly from quarter to quarter and will continue to be
affected by a variety of factors, including the geographic mix and
average selling prices of systems, sales of Original Equipement
Manufacturer ("OEM") automation and other equipment which yield
relatively lower gross profits and costs associated with new system
introductions and enhancements.

    Research, Development and Engineering.  Research, development
and engineering expenses for the quarter ended July 31, 1997
increased by 180.1 % to $2.5 million from $0.9 million recorded in
the same period during fiscal 1996.  Expenses for the nine months
ended July 31, 1997 increased by 124.2% to $6.7 million, or 11.5%
of net sales, from $3.0 million, or 9.7% of net sales, for the
corresponding period during fiscal 1996.  Production release of new
Flat Panel Display ("FPD") Full Flow tools, 300mm platform
development, advanced automation integration and expansion of
current system functionality accounted for a major portion of these
costs during the quarter.  The Company anticipates further increases
in spending in support of research, development and engineering as
the Company's 300mm semiconductor platform moves toward production
release, increased productivity developments enter the testing
phase  and new processes are developed for existing and new
equipment.

    Selling, General and Administrative.  Selling, general and
administrative expenses increased from $3.4 million or 30.3% of net
sales in the quarter ended July 31, 1996 to $5.9 million or 25.8%
of net sales in the quarter ended July 31, 1997. Such expenses
decreased as a percentage of net sales to 25.% for the quarter
ended July 31, 1997 from 30.3% fro the quarter ended July 31,
1996.  A significant portion of total net sales for both the third
quarter of fiscal 1996 and 1997 were made into East Asia where
commission expenses are higher than on sales into Europe or the
United States.  For the nine months ended July 31, 1997, selling,
general and administrative expenses increased to $13.6 million,
or 23.6% of net sales, from $8.0 million, or 26.1% of net sales,
for the nine months ended July 31, 1996.  Such expenses decreased
as a percentage of net sales to 23.6% for the quarter ended July 31,
1997 from 86.1% for the quarter ended July 31, 1996.  The Company
believes that selling, general and administrative expenses, including
legal expenses related to certain patent litigation currently
scheduled for trial during the first half of fiscal 1998, personnel,
sales and support expenses in connection with the Company's efforts
to increase its net sales, and commission expenses due to sales to
East Asia will continue to increase throughout fiscal 1997 and beyond.

    Interest Expense.  Interest expense, net of interest income,
was $34,000 in the quarter ended July 31, 1996 while interest
income, net of interest expense was $633,000 in the quarter ended
July 31, 1997.  Interest expense, net of interest income, was
$249,000 for the three quarters ended July 31, 1996 while interest
income, net of interest expense was $1,344,000 for the three
quarters ended July 31, 1997.  The net interest income recorded
during fiscal 1997 was the result of interest income earned by the
Company from investment of funds not immediately needed to support
the Company's operations.  The Company anticipates that the
investment of such funds will continue to generate interest income,
net of interest expense, during the remainder of fiscal 1997.

    Income Taxes.  The Company provided for income taxes during the
quarter ended July 31, 1997 at a rate which caused the Company's
effective tax rate for the first three quarters of fiscal 1997 to
be 30.0%.  This rate is lower than the 34.0% effective rate for
fiscal 1996 because of the favorable impact of increased export
sales recorded by the Company's Foreign Sales Corporation and from
tax credits generated by the Company's increased spending on
Research Development and Engineering.

Backlog

    As of July 31, 1997, the Company's backlog of orders was $17.1
million, compared to $17.2 million as of July 31, 1996.  The
Company believes that the majority of these orders will ship during
the fourth quarter of fiscal 1997.  During the third quarter of
fiscal 1997, orders from the U.S. accounted for 65% of total orders
with the balance coming from East Asia (18%) and Europe (17%).  All
of the orders received during the third quarter of fiscal 1997 were
for semiconductor production equipment.  Ending order backlog at
July 31, 1997 represents approximately 31% FPD systems and 69%
semiconductor systems; with 45% of total backlog due to be shipped
to East Asia and the balance to the U.S. (34%) and Europe (21%).
It has been the experience of the Company that neither reported
backlog at a particular date nor the pattern of receipt of orders
is necessarily indicative of shipments during any particular future
period.

Liquidity and Capital Resources

    At July 31, 1997, the Company had $33.5 million in cash and
cash equivalents, $17.3 million in short-term investments and $81.8
million in working capital.  At October 31, 1996 the Company had
$9.3 million in cash and cash equivalents, $2.9 million in short-
term investments and $27.5 million in working capital.  The
increase in cash, cash equivalents and short-term investments is a
result of the proceeds from a follow-on public offering completed
on February 19, 1997 which raised approximately $49.0 million, net
of expenses of approximately $0.6 million.

    Approximately $8.3 million was used in operating activities
during the nine months ended July 31, 1997, as compared to $5.1
million during the nine months ended July 31, 1996.  Accounts
receivable increased by $15.7 million during the
first nine months of fiscal 1997.  While the majority of the
increase in accounts receivable was the result of increased net
sales, collection of certain accounts related to the sale of 
products has been delayed pending completeion of certain events
related to installation and process validation.  Management
believes that such events will occur and that such accounts are
fully realizable.  During the first nine months of fiscal 1997
inventories increased by $6.5 million.  This increase was due
to the increase in net sales as well as to a management decision
to increase geographically dispersed inventories of spare parts in
order to improve delivery performance and increase customer satisfaction.
Acquisitions of property, plant and equipment were $3.8 million for
the first nine months of fiscal 1997 and $3.2 million for the first
nine months of fiscal 1996.  Fiscal 1997 acquisitions included
equipment for use in customer and employee training, improvements
to the Company's applications laboratory and additions of metrology
equipment to that facility and information systems in support of
improved engineering design infrastructure.  Expenditures during
the first three quarters of fiscal 1996 were primarily related to
facility improvements and the initial establishment of the
Company's applications laboratory.

    During the third fiscal quarter, the Company entered into an
agreement to lease a 60,000 square foot production facility and an
80,000 square foot office facility to be built for the Company in
Exton, Pennsylvania.  This operating lease has an initial minimum
term of 20 years and minimum annual rental payments of $1,482,250
for each year of the initial term.  Options to extend the term of
the lease for a total of 9.5 additional years at minimum annual rental
payments of not more than $1,518,037 and a subsequent additional
5.5 years at fair market value are included in the lease.
Occupancy will be late in fiscal 1998.  Lease obligations on
facilities which will be vacated following occupancy of these new
facilities are either coterminous or, in the opinion of management,
can be sublet without material added cost.

    The Company has a relationship with a commercial bank which
includes a mortgage on the Company's manufacturing facility in the
amount of $.9 million and a $7.5 million revolving demand line of
credit.  The mortgage bears interest at an annual rate of 8.9%.
During the quarter ended January 31, 1997, the line of credit
became unsecured and interest on any outstanding balance was
reduced to an interest rate equal to the bank's overnight borrowing
rate plus 1/4 percent.  As of July 30, 1997, no balance was
outstanding undre the Company's line of credit.

    The Company believes that existing cash balances and its
available line of credit will be sufficient to meet the Company's
cash requirements during the next 12 months.  However, depending
upon its rate of growth and profitability, the Company may require
additional equity or debt financing to meet its working capital
requirements or capital expenditure needs.  There can be no
assurance that additional financing, if needed, will be available
when required or, if available, will be on terms satisfactory to
the Company.

Litigation

    The Company has filed complaints alleging infringement and
contributory infringement of one or more of its patents in
Chancellery court in Delaware, naming two competitors and certain
users of equipment manufactured and sold by those parties The
complaints seek compensatory damages in unspecified amounts and
costs and expenses relating to the complaints, including reasonable
attorneys' fees.  Jury trials in these two matters have been
scheduled for the first half of fiscal 1998.  The Company has been
notified that complaints related to a requested declaratory
judgment of patent noninfringement and invalidity of one of the
Company's patents in an action filed against it by another
competitor in the United States District Court for the  Northern
District of California, San Jose Division will be dismissed for
lack of jurisdiction.  The Company has been further notified that
the competitor did not elect to file an amended complaint based
upon the remaining claims and that such claims will be dismissed
without prejudice to their being refiled at another time or place.
The Company has been prosecuting these lawsuits vigorously and
intends to continue such actions with regard to these litigants and
any other parties whose actions may threaten to expropriate the
intellectual property of the Company.


       
       PART II.  OTHER INFORMATION
       
       
       ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K
       
           (a)   Exhibits

              11   Statement re: computation of per share
                   earnings.
       
              27   Financial Data Schedule
       
           (b)   Reports on Form 8-K
       
              None.
       
       
       
          
          
          
          
                              
                         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.
 
 
 Dated:  September 11, 1997
 
 

                                 CFM Technologies, Inc.
                                     (Registrant)


                              By: \s\Roger A. Carolin
                              ------------------------
                                Roger A. Carolin
                                Chief Executive Officer



                              By: : \s\Lorin J.Randall
                              ------------------------
                                Lorin J. Randall
                                Chief Financial Officer
          


                        EXHIBIT INDEX
                              
                              
                              
          Exhibit
                            
          11   Statement re: computation of per share
               earnings.
          
          27   Financial Data Schedule.
        

</TABLE>


<TABLE>

EXHIBIT 11

        CFM TECHNOLOGIES, INC.

       EARNINGS PER COMMON SHARE

        (Amounts in thousands,
         except per share data)
              (unaudited)
<CAPTION> 
                                                 Three Months Ended          Nine Months Ended
                                                     July 31,                    July 31,
                                              ---------------------       ---------------------
                                                1997         1996           1997           1996
                                              ---------    ---------      ---------      ---------

<S>                                           <C>          <C>            <C>            <C>             
Net income                                    $  2,381     $     633      $   5,735      $   1,984
                                              =========    =========      =========      =========

Average number of common shares outstanding      7,867         4,844          7,123          4,143

Adjustment for assumed conversion 
   of stock options                                487           180            447            157
Adjustment for cheap stock (treasury method)                      25

                                              ---------     ---------      ---------      ---------
Average number of common shares outstand         8,354         5,016          7,570          4,339
                                              =========     =========      =========      =========

Earnings per common share                      $  0.29      $  0.13         $  0.76        $  0.46
                                              =========    =========       =========      =========


</TABLE>

<TABLE> <S> <C>

<ARTICLE> 5
<MULTIPLIER> 1,000	
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          OCT-31-1997
<PERIOD-END>                               JUL-31-1997
<CASH>                                           33540
<SECURITIES>                                     17296
<RECEIVABLES>                                    30816
<ALLOWANCES>                                         0
<INVENTORY>                                      14543
<CURRENT-ASSETS>                                 98016
<PP&E>                                           12504
<DEPRECIATION>                                  (2952)
<TOTAL-ASSETS>                                  108025
<CURRENT-LIABILITIES>                            16171
<BONDS>                                              0
                                0
                                          0
<COMMON>                                         80243
<OTHER-SE>                                       (255)
<TOTAL-LIABILITY-AND-EQUITY>                    108025
<SALES>                                          57854
<TOTAL-REVENUES>                                 57854
<CGS>                                            30715
<TOTAL-COSTS>                                    20291
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                              (1345)
<INCOME-PRETAX>                                   8193
<INCOME-TAX>                                      2458
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                      5735
<EPS-PRIMARY>                                      .80
<EPS-DILUTED>                                      .76
        

</TABLE>


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