DAKTRONICS INC /SD/
10-Q, 1999-03-15
MISCELLANEOUS MANUFACTURING INDUSTRIES
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                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549


                                    FORM 10-Q

            QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
            THE SECURITIES EXCHANGE ACT OF 1934
                For the quarterly period ended  January 30, 1999

                             Commission file number
                                     0-23246
                                DAKTRONICS, INC.

            South Dakota                               46-0306862
  -------------------------------          ------------------------------------
  (State or other jurisdiction of          (I.R.S. Employer Identification No.)
   incorporation of organization)


                331 32nd Avenue Brookings, SD             57006
           ------------------------------------------------------
           (Address of principal executive offices)    (Zip Code)


        Registrant's telephone number, including area code (605) 697-4000

    ------------------------------------------------------------------------
    (Former name, address, and/or fiscal year, if changed since last report)

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

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



                 Class                     Outstanding at January 30, 1999
       --------------------------          -------------------------------
       Common Stock, No par value                    4,368,681


<PAGE>




                                Daktronics, Inc.

                                Table of Contents


Part I.  Financial Information                                           Page(s)
                                                                         -------

            Consolidated Balance Sheets -
            January 30, 1999 and May 2, 1998 ...........................  3 - 4

            Consolidated Statements of Operations
            Three months and nine months ended
            January 30, 1999 and January 31, 1998.......................    5

            Consolidated Statements of Cash Flows -
            Nine months ended January 30, 1999 and
            January 31, 1998............................................    6

            Notes to Consolidated Financial Statements..................  7 - 8

            Management's Discussion and Analysis of
            Financial Condition and Results of Operation................  9 - 12


Part II.  Other Information.............................................    13

            Signatures..................................................    14

                                       2


<PAGE>


                         DAKTRONICS, INC. AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEETS
                                 (In thousands)


                                               JANUARY 30,
                                                  1999            MAY 2,
ASSETS                                         (UNAUDITED)         1998
                                               -----------        ------

CURRENT ASSETS
  Cash and cash equivalents ................    $   227          $   148
  Accounts receivable less allowance
    for doubtful accounts of $160 at
    January 30, 1999 and $208 at May 2, 1998     13,140           13,632
  Current maturities of long-term
    receivables ............................        998              990
  Inventories ..............................     11,995           10,994
  Costs and estimated earnings in
    excess of billings on uncompleted
    contracts ..............................      8,016            1,523
  Prepaid expenses and other ...............        285              448
  Deferred income tax benefit ..............      1,139            1,139
                                                -------          -------
    Total current assets ...................    $35,800          $28,874
                                                -------          -------

LONG-TERM RECEIVABLES
AND OTHER ASSETS
  Long-term receivables,
    less current maturities ................    $ 6,344          $ 4,575
  Intangible assets and other ..............        729              814
                                                -------          -------
                                                $ 7,073          $ 5,389
                                                -------          -------

PROPERTY AND EQUIPMENT,
  at cost
    Land ...................................    $   532          $   492
    Buildings ..............................      5,371            5,069
    Machinery and equipment ................     14,569           12,177
    Office furniture and equipment .........        701              403
    Transportation equipment ...............        744              590
                                                -------          -------
                                                $21,917          $18,731
  Less accumulated depreciation ............     10,806            9,506
                                                -------          -------
                                                $11,111          $ 9,225
                                                -------          -------
                                                $53,984          $43,488
                                                =======          =======

The accompanying notes are an integral part of these Consolidated Financial
Statements.


                                       3


<PAGE>


                         DAKTRONICS, INC. AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEETS
                                 (In thousands)


                                                   JANUARY 30,
                                                       1999             MAY 2,
LIABILITIES AND SHAREHOLDERS' EQUITY               (UNAUDITED)           1998
                                                   -----------          ------

CURRENT LIABILITIES
  Notes payable, bank .........................    $  8,712           $  5,594
  Current maturities of
    long-term debt ............................       1,355                455
  Accounts payable ............................       4,849              5,730
  Accrued expenses ............................       3,969              3,752
  Billings in excess of costs and
    estimated earnings on uncompleted contracts       2,372                645
  Income taxes payable ........................          32                469
                                                   --------           --------
    Total current liabilities .................    $ 21,289           $ 16,645
                                                   --------           --------

LONG-TERM DEBT
  Less current maturities .....................    $  4,269           $    783

DEFERRED INCOME ...............................    $    320           $    361

DEFERRED INCOME TAXES .........................    $    515           $    515

SHAREHOLDERS' EQUITY
  Common stock, no par value
    Authorized 30,000,000 shares
    Issued January 30, 1999 4,368,681 shares
    May 2, 1998 4,324,210 shares ..............    $ 11,816           $ 11,722
  Retained earnings ...........................      15,784             13,471
                                                   --------           --------
                                                   $ 27,600           $ 25,193
Less:
  Cost of 4,920 treasury shares ...............          (9)                (9)
                                                   --------           --------
                                                   $ 27,591           $ 25,184
                                                   --------           --------
                                                   $ 53,984           $ 43,488
                                                   ========           ========

The accompanying notes are an integral part of these Consolidated Financial
Statements.


                                       4


<PAGE>


                         DAKTRONICS, INC. AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                    (In thousands, except earnings per share)
                                   (unaudited)

<TABLE>
<CAPTION>
                                                                       THREE MONTHS ENDED                  NINE MONTHS ENDED
                                                                  -------------------------------      ---------------------------
                                                                  JANUARY 30,         JANUARY 31,      JANUARY 30,     JANUARY 31,
                                                                     1999                1998             1999            1998
                                                                  (13 WEEKS)          (13 WEEKS)       (39 WEEKS)      (39 WEEKS)
                                                                  ----------          ----------       ----------      ---------

<S>                                                                 <C>                <C>              <C>              <C>
Net sales...................................................        $17,681            $17,168          $64,150          $49,872
Cost of goods sold..........................................         12,721             12,525           46,724           36,334
                                                                    -------            -------          -------          -------
    Gross profit............................................        $ 4,960            $ 4,643          $17,426          $13,538
                                                                    -------            -------          -------          -------
Operating expenses:
  Selling...................................................        $ 2,738            $ 2,307          $ 8,429          $ 6,807
  General and administrative................................            724                828            2,561            2,340
  Product design and development............................            933                500            2,602            1,660
                                                                    -------            -------          -------          -------
                                                                    $ 4,395            $ 3,635          $13,592          $10,807
                                                                    -------            -------          -------          -------
    Operating income........................................        $   565            $ 1,008          $ 3,834          $ 2,731
Nonoperating income (expense):
  Interest income...........................................            221                155              514              411
  Interest expense..........................................          (255)               (149)            (674)            (361)
  Other income..............................................             68                 48              196               99
                                                                    -------            -------          -------          -------
    Income  before income taxes.............................        $   599            $ 1,062          $ 3,870          $ 2,880
Income tax expense..........................................            243                369            1,557            1,089
                                                                    -------            -------          -------          -------
    Net income..............................................        $   356            $   693          $ 2,313          $ 1,791
                                                                    =======            =======          =======          =======

Earnings per share:
  Basic.....................................................        $   .08            $   .16          $   .53          $   .41
                                                                    =======            =======          =======          =======
  Diluted...................................................        $   .08            $   .16          $   .52          $   .41
                                                                    =======            =======          =======          =======
</TABLE>

The accompanying notes are an integral part of these Consolidated Financial
Statements.


                                       5


<PAGE>


                         DAKTRONICS, INC. AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (In thousands)
                                   (unaudited)


<TABLE>
<CAPTION>
                                                                                                     NINE MONTHS ENDED
                                                                                              -------------------------------
                                                                                              JANUARY 30,         JANUARY 31,
                                                                                                 1999                1998
                                                                                              (39 WEEKS)          (39 WEEKS)
                                                                                               ---------          ----------

<S>                                                                                             <C>                 <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income............................................................................        $  2,313            $  1,791
  Adjustments to reconcile net income to
    net cash provided by (used in) operating activities:
      Depreciation......................................................................           1,300               1,044
      Amortization......................................................................             240                 660
      Provision for doubtful accounts...................................................              92                  25
      Change in operating assets and
        liabilities.....................................................................          (8,433)             (1,507)
                                                                                                --------            --------
          Net cash provided by (used in)
            operating activities........................................................        $ (4,488)           $  2,013
                                                                                                --------            --------

CASH FLOWS FROM INVESTING ACTIVITIES
  Purchase of property and equipment....................................................        $ (3,186)            $(1,612)
  Other, net............................................................................             155                 256
                                                                                                --------            --------
      Net cash (used in)
        investing activities............................................................        $ (3,031)            $(1,356)
                                                                                                --------            --------

CASH FLOWS FROM FINANCING ACTIVITIES
  Net borrowings on notes payable.......................................................        $  3,118            $    720
  Proceeds from long-term debt..........................................................           5,000                  --
  Principal payments on
    long-term debt......................................................................            (614)               (917)
  Proceeds from exercise of stock options...............................................              94                  --
                                                                                                --------            --------
      Net cash provided by (used in)
      financing activities..............................................................        $  7,598            $   (197)
                                                                                                --------            --------
    Increase in cash and cash equivalents...............................................        $     79            $    460
Cash and cash equivalents:
  Beginning.............................................................................             148                 118
                                                                                                --------            --------

  Ending................................................................................        $    227            $    578
                                                                                                ========            ========
</TABLE>

The accompanying notes are an integral part of these Consolidated Financial
Statements.


                                       6


<PAGE>


                         DAKTRONICS, INC. AND SUBSIDIARY

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (unaudited)


NOTE A.  GENERAL
            The consolidated financial statements include the accounts of
Daktronics, Inc. and its wholly-owned subsidiary, Star Circuits, Inc.
Intercompany accounts and transactions have been eliminated in consolidation.

            Earnings per share are calculated in accordance with the provisions
of FASB Statement No. 128, "Earnings Per Share". A reconciliation of the income
and common stock share amounts used in the calculation of basic and diluted
earnings per share for the nine months ended January 30, 1999 and January 31,
1998 follows (amounts in thousands except per share amounts):

<TABLE>
<CAPTION>
                                                                                                                          Per
                                                                                       Net                               Share
                                                                                     Income          Shares             Amount
<S>                                                                                 <C>               <C>              <C>
For the nine months ended January 30, 1999:
            Basic EPS.......................................................        $2,313            4,340            $  .53
            Effect of dilutive securities:
              Exercise of stock options.....................................            --              120              (.01)
                                                                                    ------            -----            ------
            Diluted EPS.....................................................        $2,313            4,460            $  .52
                                                                                    ======            =====            ======

For the nine months ended January 31, 1998:
            Basic EPS.......................................................        $1,791            4,308            $  .41
            Effect of dilutive securities:
              Exercise of stock options                                                 --               63                --
                                                                                    ------            -----            ------
            Diluted EPS.....................................................        $1,791            4,371            $  .41
                                                                                    ======            =====            ======
</TABLE>

            In the opinion of management, the unaudited financial statements
contain all adjustments, consisting of normal recurring accruals, necessary to
present fairly the consolidated financial position of the Company and its
subsidiary as of January 30, 1999 and the results of its operations and cash
flows for the nine months ended January 30, 1999 and January 31, 1998. These
results may not be indicative of the results to be expected for the full fiscal
year.

NOTE B.  INVENTORIES
            Inventories consist of the following (in thousands):

                                                     January 30,         May 2,
                                                        1999              1998
                                                     -----------        -------

               Raw materials...................       $ 7,801           $ 8,657
               Work-in-process.................         2,802               790
               Finished goods..................         1,392             1,547
                                                      -------           -------
                                                      $11,995           $10,994
                                                      =======           =======

NOTE C. LITIGATION
            On May 4, 1995, the Company was served with a complaint alleging
that the Company infringed on the plaintiff's patent rights. On November 5,
1997, the case was dismissed and the plaintiff appealed the decision. On
February 5, 1999 the United States Court of Appeals affirmed the lower court
decision.



                                       7
<PAGE>

            On February 17, 1999, Daktronics was sued in the circuit court of
Hillsborough County, Florida by the Buccaneers Football Stadium Limited
Partnership, an affiliated company of the Tampa Bay Buccaneers football team.
The lawsuit alleges that the quality of the video displays installed at Raymond
James Stadium in Tampa, Florida does not meet the contract requirements. The
lawsuit seeks either to rescind the contract under which Daktronics furnished
the scoring and display equipment for the Stadium and obtain the return of all
funds paid or to obtain damages for breach of contract. The Tampa Sports
Authority owns Raymond James Stadium and is not a plaintiff in the action.

            The contract, valued at approximately $7.9 million, included two
large end zone scoreboards with video displays, sideline auxiliary scoreboards,
advertising panels and installation. Daktronics has received approximately $3.1
million in payments under the contract and has unpaid invoices outstanding in
the amount of approximately $2.9 million. In addition, the plaintiff is in
default on a payment in the amount of $257,347 under a promissory note to
Daktronics as part of the contract. Daktronics believes these payments have been
unreasonably withheld and intends to file a counterclaim for these payments,
related interest and acceleration of remaining payments under the promissory
note.




                                       8
<PAGE>


ITEM 2.  FINANCIAL REVIEW

(Management's discussion and analysis of financial condition and results of
operations)

            The following discussion highlights the principal factors affecting
changes in financial condition and results of operations.

            This review should be read in conjunction with the accompanying
Consolidated Financial Statements and Notes to Consolidated Financial
Statements.

GENERAL
            The Company designs, manufactures and sells a wide range of
computer-programmable information display systems to customers in a variety of
markets throughout the world. The Company focuses its sales and marketing
efforts on markets rather than products. Major categories of markets include
Sports, Business and Government.

            The Company's net sales and profitability historically have
fluctuated due to the impact of large product orders, such as display systems
for the Olympic Games and major league sports, as well as the seasonality of the
sports market. The Company's gross margins on large product orders tend to
fluctuate more than those for small standard orders. Large product orders that
involve competitive bidding and substantial subcontract work for product
installation generally have lower gross margins. Although the Company follows
the percentage of completion method of recognizing revenues for these large
orders, the Company nevertheless has experienced fluctuations in operating
results and expects that its future results of operations may be subject to
similar fluctuations.

            The Company operates on a 52-53 week fiscal year, with fiscal years
ending on the Saturday closest to April 30 of each year. The first three
quarters end on the Saturday closest to July 31, October 31 and January 31

RESULTS OF OPERATIONS
            The following table sets forth the percentage of net sales
represented by items included in the Company's Consolidated Statements of
Operations for the periods indicated:

<TABLE>
<CAPTION>
                                                                 THREE MONTHS ENDED                         NINE MONTHS ENDED
                                                          ---------------------------------          ------------------------------
                                                          JANUARY 30,           JANUARY 31,          JANUARY 30,         JANUARY 31,
                                                              1999                 1998                 1999                1998
                                                          (13 WEEKS)            (13 WEEKS)           (39 WEEKS)          (39 WEEKS)
                                                          ----------            ----------           ----------          -----------

<S>                                                         <C>                  <C>                  <C>                  <C>
Net sales...........................................        100.0%               100.0%               100.0%               100.0%
Cost of goods sold..................................         71.9%                73.0%                72.8%                72.9%
                                                             -----                -----                -----                -----
Gross profit........................................         28.1%                27.0%                27.2%                27.1%
Operating expenses..................................         24.9%                21.1%                21.2%                21.6%
                                                             -----                -----                -----                -----
Operating income....................................          3.2%                 5.9%                 6.0%                 5.5%
Interest income.....................................          1.2%                 0.9%                  .8%                 0.8%
Interest expense....................................         (1.4%)               (0.9%)               (1.1%)               (0.7%)
Other income........................................           .4%                 0.3%                  .3%                 0.2%
                                                               ---                 ----                  ---                 ----
Income before income taxes..........................          3.4%                 6.2%                 6.0%                 5.8%
Income tax expense..................................          1.4%                 2.2%                 2.4%                 2.2%
                                                              ----                 ----                 ----                 ----
Net income..........................................          2.0%                 4.0%                 3.6%                 3.6%
                                                              ====                 ====                 ====                 ====
</TABLE>


                                       9


<PAGE>


NET SALES
            Net sales were $17.7 million and $64.2 million for the three and
nine months ended January 30, 1999, compared to $17.2 million and $49.9 million
for the three and nine months ended January 31, 1998, representing an increase
of 3% for the three month period and an increase of 29% for the nine month
period. The increase in net sales for the three and nine month periods was the
result of increased sales in most of the sport niche markets. The Company also
experienced an increase in sales volume of smaller orders in the sports and
business markets over the same periods.

            Based on current backlog and customer quotations, the Company
believes that net sales for the last three months of fiscal year 1999 will be
similar to and may exceed the last three months of fiscal year 1998.

GROSS PROFIT
            Gross profit increased 7% from $4.6 million for the three months
ended January 31, 1998 to $5.0 million for the three months ended January 30,
1999. Gross profit as a percentage of net sales was 27.0% for the three months
ended January 31, 1998 compared to 28.1% for the three months ended January 30,
1999.

            Gross profit increased 29% from $13.5 million for the nine months
ended January 31, 1998 to $17.4 million for the nine months ended January 30,
1999. Gross profit as a percentage of net sales was 27% for the nine months
ended January 31, 1998 and January 30, 1999.

            Due in part to the impact of large orders and the amount of
subcontracting work associated with installation of these products, the Company
expects that its gross profit margin will continue to fluctuate in future
periods.

OPERATING EXPENSES
            Selling expenses increased from $2.3 million for the three months
ended January 31, 1998, to $2.7 million for the three months ended January 30,
1999. Selling expenses increased from $6.8 million for the nine months ended
January 31, 1998 to $8.4 million for the nine months ended January 30, 1999. The
increases were due primarily to the addition of sales staff and increased
selling activity.

            General and administrative expenses decreased from $828,000 for the
three months ended January 31, 1998 to $724,000 for the three months ended
January 30, 1999. General and administrative expenses increased from $2.3
million for the nine months ended January 31, 1998 to $2.6 million for the nine
months ended January 30, 1999.

            Product design and development was $500,000 and $1.7 million for the
three and nine months ended January 31, 1998 and $933,000 and $2.6 million for
the three and nine months ended January 30, 1999. The Company continues to make
improvements on existing products and develops new products for use in current
and potential markets. The major emphasis in the current fiscal year has been
the continued development of the ProStar(TM) Video Plus displays.

INTEREST INCOME
            The Company occasionally sells products on an installment basis or
in exchange for advertising revenues from the scoreboard or display, both which
result in long-term receivables. Interest income increased from $155,000 and
$411,000 for the three and nine months ended January 31, 1998 to $221,000 and
$514,000 for the three and nine months ended January 30, 1999. The increase was
due to higher average balances of long-term receivables.

INTEREST EXPENSE
            Interest expense was $149,000 and $361,000 for the three and nine
month periods ended January 31, 1998 and $255,000 and $674,000 for the three and
nine months ended January 30, 1999. The increase was due to an increase in
average loan balances.




                                       10
<PAGE>


INCOME TAX EXPENSE
            Income taxes as a percentage of income before income taxes was 38%
and 40% for the nine months ended January 31, 1998 and January 30, 1999
respectively

NET INCOME
            Net income was $358,000 for the three months ended January 30, 1999
compared to $693,000 for the three months ended January 31, 1998. The decrease
for the three months was due primarily to an increase in operating expenses
without a corresponding increase in Sales. Net income for the nine months ended
January 30, 1999 was $2.3 million compared to net income of $1.8 million for the
nine months ended January 31, 1998. The increase for the nine months was due to
increased net sales. Management believes that one of the principal factors that
will affect net sales and income growth is the Company's ability to increase the
marketing of its products in existing markets and expand the marketing of its
products to new markets.

LIQUIDITY AND CAPITAL RESOURCES
            Working capital was $14.5 million at January 30, 1999 and $12.2
million at May 2, 1998. Working capital provided by net income, depreciation and
amortization, and $5.0 million in additional long-term debt was offset by
purchases of property and equipment and repayment of long-term debt. The Company
has historically financed working capital needs through a combination of cash
flow from operations and borrowings under bank credit agreements.

            Cash used by operations for the nine months ended January 30, 1999
was $4.5 million. Net income of $2.3 million plus depreciation and amortization
of $1.5 million were offset by an increase in inventories and receivables
including costs and estimated earnings in excess of billings on uncompleted
contracts. Cash used by investing activities consisted primarily of $3.2 million
of purchases of property and equipment. Cash provided from financing activities
included $3.1 million net borrowings under the Company's line of credit,
borrowings under a long-term financing agreement of $5.0 million and $94,000 in
proceeds from the exercise of stock options. Cash used for financing activities
consisted of $614,000 of repayment of long-term debt.

            The Company has used and expects to continue to use cash reserves
and bank borrowings to meet its short-term working capital requirements. On
large product orders, the time between acceptance and completion may extend up
to 12 months depending on the amount of custom work and the customer's delivery
needs. The Company often receives a down payment or progress payments on these
product orders. To the extent that these payments are not sufficient to fund the
costs and other expenses associated with these orders, the Company uses working
capital and bank borrowings to finance these cash requirements.

            The Company's product development activities include the enhancement
of existing products and the development of new products from existing
technologies. Product development expenses were $1.7 million for the nine months
ended January 31, 1998 and $2.6 million for the nine months ended January 30,
1999. The Company intends to continue to incur these expenditures to develop new
display products using various display technologies to offer higher resolution,
and more cost effective and energy efficient displays. Daktronics also intends
to continue developing software applications for its display controllers to
enable these products to continue to meet the needs and expectations of the
marketplace.

            The Company has a credit agreement with a bank. The credit agreement
provides for a $15.0 million line of credit which includes up to $2.0 million
for standby letters of credit. The line of credit is at LIBOR rate plus 1.55%
(6.488% at January 30, 1999) and is due on October 1, 2001. As of January 30,
1999, $8.7 million had been drawn on the line of credit and no standby letters
of credit had been issued by the bank. The credit agreement is unsecured and
requires the Company to meet certain covenants. Financial covenants include the
maintenance of tangible net worth of at least $23 million, a minimum liquidity
ratio and a maximum ratio of liabilities to tangible net worth.



                                       11
<PAGE>

            The Company is sometimes required to obtain performance bonds for
display installations. The Company currently has a bonding line available
through an insurance company that provides for an aggregate of $25.0 million in
bonded work outstanding. At January 30, 1999, the Company had $19.5 million of
bonded work outstanding against this line.

            The Company believes that if its growth continues, it may need to
increase the amount of its credit facility. The Company anticipates that it will
be able to obtain any needed funds under commercially reasonable terms from its
current lender. The Company believes that cash from operations, from its
existing or increased credit facility, and its current working capital will be
adequate to meet the cash requirements of its operations in the foreseeable
future.

BUSINESS RISKS AND UNCERTAINTIES
            A number of risks and uncertainties exist which could impact the
Company's future operating results. These uncertainties include, but are not
limited to, general economic conditions, competition, the Company's success in
developing new products and technologies, market acceptance of new products, and
other factors, including those set forth in the Company's SEC filings, including
its current report on Form 10-K for the year ended May 2, 1998.

YEAR 2000 ISSUES
            Many existing computer programs use only two digits to identify a
year in the date field, with the result that data referring to the Year 2000 and
subsequent years may be misinterpreted by these programs. If present in the
computer applications of the Company or its suppliers and not corrected, this
problem could cause computer applications to fail or to create erroneous results
and could cause a disruption in operations and have an adverse effect on the
Company's business and results of operations. The Company has evaluated its
principal computer systems and is in the process of implementation of new
enterprise resource planning software which will be fully operational in fiscal
1999 and has been represented by the vendor to be Year 2000 compliant. The cost
of the new software will be capitalized. The Company has initiated discussions
with its key suppliers to determine whether they have any Year 2000 issues. At
this time the Company has not received assurances from all critical vendors. The
Company has not incurred any material expenses to date in connection with this
evaluation, and does not anticipate material expenses in the future, depending
on the status of its key suppliers with respect to this issue. The Company has
reviewed its computer programs which it includes in its display systems and has
started to implement changes to be Year 2000 compliant. The Company has
determined that the cost of these modifications will not have a material impact
on the result of operations in upcoming fiscal years.

RECENT ACCOUNTING PRONOUNCEMENTS
            The Financial Accounting Standards Board and the Accounting
Standards Executive Committee have issued certain Statements of Financial
Accounting Standards and Statements of Position, respectively, which have
required effective dates occurring after the Company's May 2, 1998 year end. The
Company's financial statements, including the disclosures therein, are not
expected to be materially affected by those accounting pronouncements.




                                       12
<PAGE>


                           PART II - OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS.

            On February 17, 1999, Daktronics was sued in the circuit court of
Hillsborough County, Florida by the Buccaneers Football Stadium Limited
Partnership, an affiliated company of the Tampa Bay Buccaneers football team.
The lawsuit alleges that the quality of the video displays installed at Raymond
James Stadium in Tampa, Florida does not meet the contract requirements. The
lawsuit seeks either to rescind the contract under which Daktronics furnished
the scoring and display equipment for the Stadium and obtain the return of all
funds paid or to obtain damages for breach of contract. The Tampa Sports
Authority owns Raymond James Stadium and is not a plaintiff in the action.

            The contract, valued at approximately $7.9 million, included two
large end zone scoreboards with video displays, sideline auxiliary scoreboards,
advertising panels and installation. Daktronics has received approximately $3.1
million in payments under the contract and has unpaid invoices outstanding in
the amount of approximately $2.9 million. In addition, the plaintiff is in
default on a payment in the amount of $257,347 under a promissory note to
Daktronics as part of the contract. Daktronics believes these payments have been
unreasonably withheld and intends to file a counterclaim for these payments,
related interest and acceleration of remaining payments under the promissory
note.



                                       13
<PAGE>


               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.



                                /s/ Aelred J. Kurtenbach, President
                                -----------------------------------------------
                                Daktronics, Inc.
                                (Dr. Aelred J. Kurtenbach, President)
                                (President)


Date  March 11, 1999

                                /s/ Paul J. Weinand, Treasurer
                                -----------------------------------------------
                                Daktronics, Inc.
                                (Paul J. Weinand, Treasurer)
                                (Principal Financial Officer)




                                       14

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