AMERICAN LOCKER GROUP INC
10QSB, 1998-07-23
PARTITIONS, SHELVG, LOCKERS, & OFFICE & STORE FIXTURES
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                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-QSB
(Mark one)
(X)   QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE ACT
      OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1998 OR
( )   TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE  EXCHANGE  ACT FOR THE
      TRANSITION PERIOD FROM           TO
                             ---------   --------

Commission file number  0-439


                       AMERICAN LOCKER GROUP INCORPORATED
- --------------------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

        DELAWARE                                 16-0338330
    (State or other                   (IRS Employer Identification Number)
jurisdiction of incorporation         
 or organization)

                      608 ALLEN STREET, JAMESTOWN, NY 14701
                    (Address of principal executive offices)


                                 (716)664-9600
              (Registrant's telephone number, including area code)


             (Former name, former address and former fiscal year, if
                           changed since last report)

      Check whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act during the past 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.
 Yes   / X /  No  /  /

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS:

     Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange  Act after the  distribution of
securities under a plan confirmed by a court.
Yes /  /  No  /  /     Not Applicable

                      APPLICABLE ONLY TO CORPORATE ISSUERS:
State the number of shares  outstanding  of each of the issuer's class of common
stock equity as of the latest practicable date: July 20, 1998

                    Common Stock $1.00 par value - 2,418,772
Transitional Small Business Disclosure (check one)   Yes  /   /     No / X /


<PAGE>

See accompanying notes.

Part I - Financial Information

Item 1 - Financial Statements

             American Locker Group Incorporated and Subsidiaries

                           Consolidated Balance Sheets
<TABLE>
<CAPTION>


                                                  June 30,     December 31,
                                                    1998           1997
                                                    ----           ----
<S>                                               <C>           <C>       
Assets
Current assets:
   Cash and cash equivalents                      $1,108,707    $1,154,045
   Accounts and notes receivable, less
     allowance for doubtful accounts 
     (1998 $70,673; 1997 $423,733)                 5,949,834     4,519,710
   Inventories                                     5,840,756     3,636,528
   Prepaid expenses                                  211,918        89,656
   Prepaid federal, state and           
    foreign income taxes                                   0        32,515
   Deferred income taxes                             576,861       576,861
                                                     -------       -------
Total current assets                              13,688,076    10,009,315

Property, plant and equipment:
   Land                                                  500           500
   Buildings                                         390,721       511,649
   Machinery and equipment                         8,097,046     8,004,338
                                                   ---------     ---------
                                                   8,488,267     8,516,487

   Less allowances for depreciation and 
     amortization                                  7,446,829     7,267,199
                                                   ---------     ---------
                                                   1,041,438     1,249,288

Deferred income taxes                                 85,122         5,122
                                                      ------         -----

Total assets                                     $14,814,636   $11,263,725
                                                  ==========    ==========

</TABLE>

 

                                      2
<PAGE>



             American Locker Group Incorporated and Subsidiaries

                           Consolidated Balance Sheets

<TABLE>
<CAPTION>

                                                  June 30,     December 31,
                                                    1998           1997
                                                    ----           ----
<S>                                                 <C>           <C>  
Liabilities and stockholders' equity 
 Current liabilities:
   Demand note payable                              $750,000      $850,000
   Accounts payable:
     Trade                                         2,659,666       737,467
     Related party                                   247,510       434,565
                                                     -------       -------
                                                   2,907,176     1,172,032
   Commissions, salaries, wages 
     and taxes thereon                               204,096       330,956

   Other accrued expenses                            413,963       435,232
   Current portion of long-term debt                 663,000       663,000
                                                     -------       -------
Total current liabilities                          4,938,235     3,451,220

Long-term obligations:
   Long-term debt                                  2,099,500     2,431,000
   Pension benefits                                  522,521       322,521
   Postretirement benefits                           139,839       139,839
                                                     -------       -------
                                                   2,761,860     2,893,360

Stockholders' equity:
   Common stock, $1 par value:
     Authorized shares -- 4,000,000
     Issued and outstanding shares --
      2,418,772 in 1998 and 2,405,780
      in 1997                                      2,418,772     2,405,780
   Other capital                                      36,067             0
   Retained earnings                               4,829,004     2,662,445
   Foreign currency translation adjustment          (169,302)     (149,080)
                                                    ---------     ---------
Total stockholders' equity                         7,114,541     4,919,145
Total liabilities and stockholders' equity       $14,814,636   $11,263,725


See accompanying notes.

</TABLE>

                                       3

<PAGE>



             American Locker Group Incorporated and Subsidiaries

                        Consolidated Statements of Income

<TABLE>
<CAPTION>

                                                 Six Months Ended June 30,
                                                    1998           1997
                                                    ----           ----

<S>                                              <C>           <C>        
Net sales                                        $21,394,533   $13,006,573
Cost of products sold                             14,701,805     9,054,907
                                                  ----------     ---------
                                                   6,692,728     3,951,666
Selling, administrative and general 
 expenses                                         3,170,805     2,620,542
                                                  ---------     ---------
                                                   3,521,923     1,331,124

Interest income                                       36,131        15,346
Other (expense) income--net                          131,883        74,397
Interest expense                                    (130,723)      (60,787)
                                                    ---------      --------
Income before income taxes                         3,559,214     1,360,080
Income taxes                                       1,382,910       582,301
                                                   ---------       -------
Net Income                                        $2,176,304      $777,779
                                                   =========       =======


Earnings per share of common stock:
   Basic                                               $0.90         $0.24
                                                        ====          ====
   Diluted                                              0.86          0.24
                                                        ====          ====
Dividends per share of common stock:                   $0.00         $0.00
                                                       =====         =====
                                                                      
See accompanying notes.

</TABLE>


                                       4


<PAGE>





             American Locker Group Incorporated and Subsidiaries

                        Consolidated Statements of Income

<TABLE>
<CAPTION>


                                                Three Months Ended June 30,
                                                    1998           1997
                                                   ----           ----

<S>                                              <C>            <C>       
Net Sales                                        $11,604,876    $7,722,976
Cost of products sold                              7,958,748     5,389,235
                                                   ---------     ---------
                                                   3,646,128     2,333,741
Selling, administrative and general expenses       1,678,064     1,419,902
                                                   1,968,064       913,839


Interest income                                       19,293         8,137
Other (expense) income--net                           67,020        43,629
Interest expense                                     (64,055)      (30,254)
                                                     --------      --------
Income before income taxes                         1,990,322       935,351
Income taxes                                         743,914       381,378
                                                     -------       -------
Net Income                                        $1,246,408      $553,973
                                                   =========       =======


Earnings per share of common stock:
   Basic                                               $0.52          $0.17
                                                        ====           ====
   Diluted                                              0.49           0.17
                                                        ====           ====
Dividends per share of common stock:                   $0.00           0.00
                                                        ====           ====


See accompanying notes.

</TABLE>

                                       5


<PAGE>

             American Locker Group Incorporated and Subsidiaries

                    Consolidated Statements of Cash Flows

<TABLE>
<CAPTION>

                                                 Six Months Ended June 30,
                                                    1998           1997
                                                    ----           ----
<S>                                               <C>             <C>     
Operating activities
Net income                                        $2,176,304      $777,779
Adjustments to reconcile net income to
   net cash provided by operating activities:
     Depreciation and amortization                   344,259       296,317
     Loss (gain) on disposition of property,
      plant and equipment                                  0           992
     Deferred income taxes (credits)                 (80,000)            0
     Pension benefits                                200,000             0
     Change in assets and liabilities:
      Accounts and notes receivable               (1,430,124)     (843,229)
      Inventories                                 (2,204,228)       84,939
      Prepaid expenses                              (122,262)       58,242
      Accounts payable and accrued expenses        1,612,615       274,326
      Prepaid income taxes                            32,515             0
                                                      ------             -
Net cash provided by operating activities            529,079       649,366

Investing activities
Purchase of property, plant and equipment           (136,410)      (95,962)
Proceeds from sale of property, plant 
 and equipment                                           0           208
                                                         -           ---
Net cash used in investing activities               (136,410)      (95,754)


Financing activities
Net (repayment) borrowings under line of credit     (100,000)   (1,125,000)
Debt repayment                                      (331,500)     (300,000)
Common stock purchased and retired                       (98)      (59,711)
Stock options exercised                               13,813             0
                                                      ------             -
New cash used in financing activities               (417,785)   (1,484,711)
Effect of exchange rate changes on cash              (20,222)       (6,397)
                                                     --------       -------
Net increase (decrease) in cash                      (45,338)     (937,496)
Cash and cash equivalents at 
 beginning of period                               1,154,045     1,229,222
                                                   ---------     ---------
Cash and cash equivalents at end of period        $1,108,707      $291,726
                                                   =========       =======

Supplemental cash flow information:
  Cash paid during the period for:
     Interest                                       $130,723       $60,787
                                                     =======        ======
     Income Taxes                                 $1,247,592      $453,556
                                                   =========       =======



See accompanying notes.

</TABLE>

                                       6

<PAGE>


Notes to Consolidated Financial Statements

American Locker Group Incorporated and Subsidiaries


1. The accompanying  unaudited  consolidated condensed financial statements have
   been  prepared in  accordance  with  instructions  to Form 10-QSB and, in the
   opinion  of the  Company,  include  all  adjustments,  consisting  of  normal
   recurring  accruals,  considered  necessary for a fair  presentation  of such
   condensed financial  statements.  The condensed  financial  statements do not
   include all information and footnotes normally  associated with statements of
   results  of  operations,  financial  condition,  and cash flows  prepared  in
   conformity with generally accepted accounting principles.


2. Provision for income taxes is based upon the estimated  annual  effective tax
   rate.


3. Net  income  per  common  share is  computed  by  dividing  net income by the
   weighted  average number of shares  outstanding,  plus,  when  dilutive,  the
   common  stock  equivalents  which  would  arise  from the  exercise  of stock
   options, during the periods.

   The Company  instituted  a  four-for-one  stock  distribution  whereby  three
   additional  shares  were  distributed  on June 25,  1998 for  every one share
   outstanding on the June 4, 1998 record date. All share and per-share  amounts
   in the accompanying  unaudited  consolidated  financial  statements have been
   retroactively  adjusted to reflect this distribution and the total shares now
   outstanding   and  subject  to  option.   After   accounting  for  the  stock
   distribution,  basic and diluted  weighted  average shares  outstanding  were
   2,417,261  (3,188,518 in 1997) and 2,544,943  (3,264,662 in 1997) for the six
   month period ended June 30, 1998, respectively.

4. Inventories are valued at the lower of cost or market.  Cost is determined by
   using the last-in, first-out method for substantially all of the inventories.


<TABLE>
<CAPTION>

                                              June 30,              December 31,
                                                1998                    1997
                                                ----                    ----
                                                                         
                     <S>                     <C>                      <C>        
                     Raw materials           $2,302,070               $1,041,732 
                     Work-in-process          1,760,569                1,559,037 
                     Finished goods           2,611,934                1,869,576          
                                              ---------               ----------
                                             $6,674,573               $4,470,345
                                                                           
                     Less allowance to                                           
                      reduce carrying                                            
                      value to LIFO           (833,817)                  833,817
                      basis                  ---------                   -------
                                             $5,840,756               $3,636,528
                                             ==========               ==========               
                                                                       
</TABLE>

                                       7

<PAGE>


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

                American Locker Group Incorporated and Subsidiaries


LIQUIDITY AND SOURCES OF CAPITAL

The Company  continues to have adequate  resources and liquidity to maintain and
expand its  operations.  Working  capital,  or the excess of current assets over
current liabilities, at June 30, 1998 was $8,749,841, up $2,191,746 over working
capital of  $6,558,095  at December  31, 1997.  The  increased  working  capital
resulted  primarily from  profitable  operations  during the first six months of
1998.  The ratio of current assets to current  liabilities  was 2.8 to 1 at June
30, 1998, as compared to a ratio of 2.9 to 1 at December 31, 1997. The Company's
$3,000,000  line of credit is available to assist in satisfying  future  working
capital needs, if required.

The Company  anticipates  that its  requirements  for funds for  operations  and
capital  expenditures  will be provided  principally  from cash  generated  from
future operations.

FIRST SIX MONTHS 1998 VS FIRST SIX MONTHS 1997

Sales for the first six  months of 1998 of  $21,394,533  were up  $8,387,960  or
64.5% compared to sales of $13,006,573  during the same period in 1997.  Plastic
locker sales to the United States Postal Service (USPS) accounted for $7,599,194
of increased  sales and totaled  $15,072,663  compared to $7,473,469  during the
first half of 1997. Cluster Box Units (CBU's) sales were $13,983,872 compared to
$5,488,958  during  the first  half of 1997.  Sales of  Outdoor  Parcel  Lockers
(OPL's) were $1,088,791  compared to $1,984,511 in the first six months of 1997,
a decline of $895,720 or 45.1%.  This  decline was  anticipated  and  previously
disclosed  as all three model CBU's have  parcel  compartments  built in thereby
reducing the demand for separate parcel lockers.

The growth in sales of CBU's,  $8,494,914  or 154.8% over last year's  first six
months,  is directly related to the  implementation  of USPS procurement  policy
that limits  purchase of NDCBU's (the steel  predecessor  to plastic or aluminum
CBU's) in relation to the new CBU's and the  Company's  ability to maintain  its
dominant market share position.  As previously  reported,  the USPS has extended
the Company's  national  contract  through April 14, 1999. Terms of the contract
extension  were finalized on April 14, 1998 and  established  prices and minimum
quantities for the period April 15, 1998 through October 15, 1998.

Under this  contract  extension,  the Company  extended  lower prices on CBUs in
return for guaranteed minimum shipments of 15,000 CBU's.  However,  the contract
extension stipulated that the minimum quantity, 15,000 CBU's, must be shipped by
August 1, 1998. The Company  increased  production  rates and inventories on its
CBU product line in order to meet the contract extension stipulation. As of June
30, 1998, the Company has shipped  approximately  6,800 CBU's against the 15,000
unit minimum, leaving a balance of approximately 8,200 CBU's to ship against the
minimum.  Through continuing  discussions with the USPS, the Company anticipates
that all the  remaining  8,200  CBU's  will be shipped  in the  Company's  third
quarter. By way of comparison,  approximately 6,600 and 8,600 CBU's were shipped
in the first and second quarters of 1998, respectively.  After completion of the
15,000 minimum, the USPS may purchase additional CBU's at the prices established
in the contract  extension,  however it is not obligated  beyond the 15,000 unit
minimum.

                                       8

<PAGE>


Contract  terms for the period  October 16, 1998 through  April 14, 1999 will be
negotiated  prior to October 16, 1998. The Company believes that its CBU pricing
is  competitive  and that its CBU product line  continues to represent  the best
value when all factors, including quality of design and construction,  long term
durability and service are considered.

All other sales,  metal and electronic  were $6,321,870 for the first six months
of 1998 compared to $5,533,104  for the first six months of 1997.  This increase
of $788,766 or 14.3% relates to a general  increase in demand across all markets
served by the Company.

Cost of products  sold as a  percentage  of sales was 68.7% during the first six
months of 1998 compared to 69.6% in the first quarter of 1997.  Increased  gross
margins are directly  related to increased  sales volumes  although  tempered by
previous price concessions.

Selling,  general  and  administrative  costs for the  first six  months of 1998
increased $550,263 over the same period in 1997 due to increased freight, legal,
and pension expenses.  Selling,  general and administrative expense as a percent
of sales was 14.8%  down from 20.1%  during  the first six  months of 1997.  The
decrease as a percentage of sales relates primarily to increased sales volume.

Other  income-net of $131,883 in the first half of 1998 was up $57,486  from the
same period in 1997.

Interest  expense  in the first  half of 1998  increased  $69,936  from the same
period in 1997 as a result of higher outstanding debt.


SECOND QUARTER 1998 VS SECOND QUARTER 1997

Second  quarter  sales were  $11,604,876  up  $3,881,900  or 50.3% from the same
period in 1997.  Plastic locker sales of $8,366,664  were up 87.3% or $3,899,612
over  1997's  second  quarter.  Sales of other  products,  metal and  electronic
lockers,  were  $3,238,212  during the second  quarter of 1998,  0.5% lower than
1997's.

Cost of  products  sold as a  percentage  of sales was 68.6%  during  the second
quarter of 1998 down from 69.8% during the second quarter of 1997.

Selling, administrative and general expenses as a percent of net sales was 14.5%
during the second  quarter of 1998  compared  to 18.4% in the second  quarter of
1997.

Other income-net of $67,020 in the second  quarter of 1998 was up slightly  from
$43,629 in the second quarter 1997.

Interest expense in the second quarter of $64,055  increased from $30,254 in the
second quarter of 1997.

                                       9

<PAGE>


SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

Forward-looking   statements  in  this  report,  including  without  limitation,
statements   relating   to  the   Company's   plans,   strategies,   objectives,
expectations,  intentions  and adequacy of  resources,  are made pursuant to the
Safe Harbor Provisions of the Private Securities  Litigation Reform Act of 1995.
Investors are cautioned that such  forward-looking  statements involve risks and
uncertainties  including  without  limitation the  following:  (i) the Company's
plans,  strategies,  objectives,  expectations,  and  intentions  are subject to
change at any time at the  discretion of the Company,  (ii) the Company's  plans
and results of operations  will be affected by the  Company's  ability to manage
its growth and inventory, and (iii) other risks and uncertainties indicated from
time  to  time  in the  Company's  filings  with  the  Securities  and  Exchange
Commission.



Part II


Item 1.  Legal Proceedings

As  previously  reported,  four female  employees of the Company have alleged in
suits entitled DERR ET AL V. AMERICAN LOCKER GROUP,  INC.,  94-CV-0515S(M),  (US
District  Court for Western  District of New York) that they were the victims of
sex  discrimination  in  their  terminations  and/or  compensation  and  seeking
unspecified  damages.  On March 25, 1998, the Court granted summary  judgment in
favor of the Company and dismissed  the claims of three of the four  plaintiffs.
The appeal period with respect to the dismissals  has expired.  On June 4, 1998,
the Company entered into a settlement with the remaining  plaintiff  whereby the
Company  agreed to pay a monetary  sum of  $400,000  in full  settlement  of all
claims of the  remaining  plaintiff.  The  amount of such  settlement  was fully
reserved on the books of the Company.


Item 5.  Other Information

As  previously  reported,  on June  25,  1998,  the  Company  distributed  stock
certificates  to implement the stock dividend  declared on May 19, 1998 pursuant
to which  holders of common stock on June 4, 1998 (the "Record  Date")  received
three additional shares of Company common for each share of Company common stock
held by such holder on the Record Date.  As a result of such  distribution,  the
Company has been  advised by NASDAQ  that it now  satisfies  the minimum  public
float requirements of NASDAQ. In addition,  the Company has been advised that in
the period of time  following  such share  distribution  on June 25, 1998 it has
satisfied the NASDAQ  requirement  that at least two market makers make a market
in the Company  common  stock.  So long as the Company  continues to meet NASDAQ
listing  criteria,  it is expected  that the Company  will remain  listed on the
NASDAQ National Market List.

                                       10

<PAGE>



Item 6.  Exhibits and Reports on Form 8-K

      (a)  Exhibits

            Exhibit 10.1 Second  Amendment dated May 19, 1998 to Agreement dated
            as of May 21, 1996 between  American Locker Group  Incorporated  and
            Edward F. Ruttenberg.

            Exhibit 10.2  Fifth  Amendment  dated May 19, 1998 to Manufacturing
            Agreement dated December 28, 1989  between American  Locker Security
            Systems, Inc. and Signore, Inc.

            Exhibit 27.1  Financial Data Schedule dated June 30, 1997

            Exhibit 27.2  Financial Data Schedule dated June 30, 1998

      (b)  Reports on Form 8-K

         On May 20, 1998, the Company filed a Report on Form 8-K with respect to
         the declaration of the stock  distribution to holders of record on June
         4, 1998 described in Item 5 above.


                                       11


<PAGE>



                                S I G N A T U R E






 In accordance  with the  requirements  of the Exchange Act, the  registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.



                                    AMERICAN LOCKER GROUP INCORPORATED
                                    (Registrant)




                                    /S/HAROLD J. RUTTENBERG
                                    --------------------------------------------
                                    Harold J. Ruttenberg Chairman, Chief
                                    Executive Officer, Treasurer and Principal
                                    Accounting Officer







Date: JULY 23, 1998



                                       12

<PAGE>


                                  EXHIBIT INDEX


                                                              Prior Filing
                                                              or Sequential 
              Exhibit No.           Exhibit Index             Page No. Herein
              -----------           -------------             ----------------

              10.1        Second Amendment dated May 19,
                          1998 to Agreement dated as of
                          May 21, 1996 between American
                          Locker Group Incorporated and
                          Edward F. Ruttenberg

              10.2        Fifth Amendment dated May 19,
                          1998 to Manufacturing Agreement
                          dated December 28, 1989 between
                          American Locker Security Systems,
                          Inc. and Signore, Inc.

              27.1        Financial Data Schedule dated
                          June 30, 1997

              27.2        Financial Data Schedule dated
                          June 30, 1998


                                       13
<PAGE>

<PAGE>






                          SECOND AMENDMENT TO AGREEMENT


            This Second  Amendment  made as of May 19, 1998, to Agreement  dated
May 21, 1996 between  AMERICAN  LOCKER GROUP  INCORPORATED  (the  "Company") and
EDWARD F. RUTTENBERG ("Mr. .Ruttenberg")

            WHEREAS,  the Company and Mr. Ruttenberg are parties to an Agreement
dated May 21, 1996, as amended, (the "Agreement"); and

            WHEREAS,  the  Company  and Mr.  Ruttenberg  wish  to  make  certain
amendments to the Agreement.

            NOW, THEREFORE, for good and valuable consideration and intending to
be legally bound hereby, the Company and Mr. Ruttenberg agree as follows:

                  1. All  defined   terms   used  herein  shall  have  the  same
                     definitions set forth in the Agreement.

                  2. Section 1.5 is hereby amended and restated as follows:

                     "Term"  shall mean the period from the date hereof  through
                     June 30, 1999.

                  3. Section 3.1 is hereby  amended to delete the phrase "$4,170
                     per month" and to insert in lieu thereof the phrase "$5,417
                     per month."

                  4. Except as expressly  provided  herein,  the Agreement shall
                     remain unamended and in full force and effect.

            WITNESS the due execution hereof.



                              AMERICAN LOCKER GROUP INCORPORATED

                              By  /s/ Harold J. Ruttenberg
                                 -------------------------------------
                              Title: Chairman, Chief Executive Officer
                                     and Treasurer

                                 /s/ Edward Ruttenberg
                                 -------------------------------------
                                         Edward F. Ruttenberg

<PAGE>


                                  

                  FIFTH AMENDMENT TO MANUFACTURING AGREEMENT


            This  Fifth  Amendment  made as of May 19,  1998,  to  Manufacturing
Agreement dated December 29, 1989 between SIGNORE,  INC., a Delaware corporation
("Seller") and AMERICAN LOCKER SECURITY SYSTEMS, INC., a Delaware
corporation ("Buyer").

            WHEREAS,  Seller and Buyer are parties to a Manufacturing  Agreement
dated  December 29,  1989,  as amended by the First  Amendment to  Manufacturing
Agreement dated as of May 3, 1995, as further amended by the Second Amendment to
Manufacturing  Agreement  dated as of March 15, 1996, as further  amended by the
Third  Amendment  to  Manufacturing  Agreement  dated as of May 21,  1996 and as
further amended by the Fourth Amendment to  Manufacturing  Agreement dated as of
May  20,  1997  (such  Manufacturing  Agreement,  as so  amended,  the  "Amended
Agreement"); and

            WHEREAS,  Seller and Buyer wish to make  certain  amendments  to the
Amended Agreement.

            NOW, THEREFORE, for good and valuable consideration and intending to
be legally bound hereby, Seller and Buyer agree as follows:


            1.    All defined terms used herein shall have the  definitions  set
                  forth in the Amended Agreement.

            2.    Buyer and Seller acknowledge that as of December 31, 1997, the
                  Remaining  Inventory Value of Locker  Inventory (as defined in
                  Section 3(f) of the Amended Agreement) was  $1,301,339.19.  In
                  accordance  with the provisions of Section 3(f) of the Amended
                  Agreement,  Buyer  has paid to Seller  the sum of  $41,753.19,
                  receipt of which is acknowledged by Seller.


            Such $41,753.19 payment is calculated as follows:

            Actual Inventory 12/31/97                            $1,301,339.19
            Remaining Inventory Value 1/1/97                      1,259,586.00
                                                                 -------------
            Payment Due from Buyer to Seller                   $     41,753.19
                                                               ===============


            3.    Buyer  and Seller  agree  that Locker Inventory  determined on
                  a pro forma basis as of December  31, 1997 as if all  payments
                  required  under Section 2 hereof had been made as of that date
                  was  $1,301,339.19  (i.e.  Remaining  Locker  Inventory  as of
                  January 1, 1997 of $1,259,586 plus the $41,753.19 payment made
                  by Buyer under Section 2 hereof).


            4.    Except as  expressly  provided  herein, the  Amended Agreement
                  shall remain unamended and in full force and effect.

<PAGE>

            WITNESS the due execution hereof.

                                          SIGNORE, INC.


                                          By  /s/ Alexander Ditonto
                                             ----------------------------------
                                          Title: Chairman and Chief Executive
                                                 Officer


                                          AMERICAN LOCKER SECURITY SYSTEMS, INC.


                                          By  /s/ Harold J. Ruttenberg
                                             ---------------------------------
                                          Title: Chairman, Chief Executive 
                                                 Officer and
                                                 Treasurer


                                      -2-

<TABLE> <S> <C>


<ARTICLE>                     5
<LEGEND>
                                   Exhibit 27.1

                       American Locker Group Incorporated
                             Financial Data Schedule
                                  June 30, 1997

This schedule  contains summary  financial  information  extracted from SEC Form
10-QSB  and  is  qualified  in its  entirety  by  reference  to  such  financial
statements.

</LEGEND>
<CIK>                    0000008855     
<NAME>                   AMERICAN LOCKER GROUP INCORPORATED     
<MULTIPLIER>                                   1
<CURRENCY>                                     U.S. DOLLARS
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                              DEC-31-1997
<PERIOD-START>                                 JAN-01-1997
<PERIOD-END>                                   JUN-30-1997
<EXCHANGE-RATE>                                1.0000
<CASH>                                         291,726   
<SECURITIES>                                   0
<RECEIVABLES>                                  4,206,506 
<ALLOWANCES>                                   425,058   
<INVENTORY>                                    3,254,729 
<CURRENT-ASSETS>                               8,440,718 
<PP&E>                                         8,194,665 
<DEPRECIATION>                                 7,054,308 
<TOTAL-ASSETS>                                 9,581,075 
<CURRENT-LIABILITIES>                          2,662,357 
<BONDS>                                        400,000   
                          0         
                                    0         
<COMMON>                                       3,181,568 
<OTHER-SE>                                     2,888,250 
<TOTAL-LIABILITY-AND-EQUITY>                   9,581,075 
<SALES>                                        13,006,573
<TOTAL-REVENUES>                               13,096,316 
<CGS>                                          9,054,907 
<TOTAL-COSTS>                                  9,054,907         
<OTHER-EXPENSES>                               0 
<LOSS-PROVISION>                               6,000      
<INTEREST-EXPENSE>                             60,787  
<INCOME-PRETAX>                                1,360,080  
<INCOME-TAX>                                   582,301   
<INCOME-CONTINUING>                            777,779  
<DISCONTINUED>                                 0
<EXTRAORDINARY>                                0
<CHANGES>                                      0
<NET-INCOME>                                   777,779
<EPS-PRIMARY>                                  .24
<EPS-DILUTED>                                  .24
        

</TABLE>

<TABLE> <S> <C>


<ARTICLE>                     5
<LEGEND>
                                   Exhibit 27.2

                       American Locker Group Incorporated
                             Financial Data Schedule
                                  June 30, 1998

This schedule  contains summary  financial  information  extracted from SEC Form
10-QSB  and  is  qualified  in its  entirety  by  reference  to  such  financial
statements.

</LEGEND>
<CIK>                    0000008855     
<NAME>                   AMERICAN LOCKER GROUP INCORPORATED     
<MULTIPLIER>                                   1
<CURRENCY>                                     U.S. DOLLARS
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                              DEC-31-1998
<PERIOD-START>                                 JAN-01-1998
<PERIOD-END>                                   JUN-30-1998
<EXCHANGE-RATE>                                1.0000
<CASH>                                         1,108,707
<SECURITIES>                                   0
<RECEIVABLES>                                  5,949,834
<ALLOWANCES>                                   70,673
<INVENTORY>                                    5,840,756
<CURRENT-ASSETS>                               13,688,076
<PP&E>                                         8,488,267
<DEPRECIATION>                                 7,446,829
<TOTAL-ASSETS>                                 14,814,636
<CURRENT-LIABILITIES>                          4,938,235
<BONDS>                                        2,099,500
                          0
                                    0
<COMMON>                                       2,418,772
<OTHER-SE>                                     4,695,769
<TOTAL-LIABILITY-AND-EQUITY>                   14,814,636
<SALES>                                        21,394,533
<TOTAL-REVENUES>                               21,562,547
<CGS>                                          14,701,805     
<TOTAL-COSTS>                                  14,701,805
<OTHER-EXPENSES>                               0                          
<LOSS-PROVISION>                               6,000 
<INTEREST-EXPENSE>                             130,723 
<INCOME-PRETAX>                                3,559,214 
<INCOME-TAX>                                   1,382,910         
<INCOME-CONTINUING>                            2,176,304         
<DISCONTINUED>                                 0         
<EXTRAORDINARY>                                0
<CHANGES>                                      0                                  
<NET-INCOME>                                   2,176,304       
<EPS-PRIMARY>                                 .90
<EPS-DILUTED>                                 .86                
                                               

</TABLE>


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