SPARTON CORP
10-Q, 2000-11-09
MOTOR VEHICLE PARTS & ACCESSORIES
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<PAGE>   1
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

[X]QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE PERIOD ENDED    September 30, 2000
                                   -------------------

                                       OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD From _____________ to ___________

Commission File number 1-1000
                      --------

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

                      Ohio                                    38-1054690
        -------------------------------                  -------------------
        (State or other jurisdiction of                  (I.R.S. Employer
        incorporation or organization)                   Identification No.)

                             2400 East Ganson Street
                             Jackson, Michigan 49202
                     ---------------------------------------
                    (Address of principal executive offices)
                                   (Zip Code)

                                 (517) 787- 8600
              ----------------------------------------------------
              (Registrant's telephone number, including area code)

Indicate by checkmark 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 practical date.

Common Stock, $1.25 Par Value - 7,828,090 shares as of October 31, 2000.


<PAGE>   2


                                       INDEX

                     SPARTON CORPORATION AND SUBSIDIARIES

Part I.  Financial Information

   Item 1.  Financial Statements (Unaudited)

             Condensed Consolidated Balance Sheets -
             September 30 and June 30, 2000                                3

             Condensed Consolidated Statements of Operations -
             Three-Month Periods ended September 30, 2000 and 1999         4

             Condensed Consolidated Statements of Cash Flows -
             Three-Month Periods ended September 30, 2000 and 1999         5

             Notes to Condensed Consolidated Financial Statements          6

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

Part II.  Other Information

    Item 1.  Legal Proceedings                                            10

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

Signatures                                                                12


<PAGE>   3

<TABLE>
<CAPTION>

                                                SPARTON CORPORATION AND SUBSIDIARIES
                                          Condensed Consolidated Balance Sheets (Unaudited)
                                                   September 30 and June 30, 2000

                                                                          September 30                June 30
                                                                          -------------            -------------

ASSETS
<S>                                                                       <C>                      <C>
Current assets:
  Cash and cash equivalents                                               $  10,196,343            $   5,052,405
  Investment securities                                                       2,052,913                4,643,704
  Income taxes recoverable                                                    1,016,640                  483,598
  Accounts receivable                                                        16,776,725               20,677,281
  Inventories and costs on contracts in progress,
    less progress payments $7,699,000 at September 30
    ($3,309,000 at June 30)                                                  50,807,112               51,189,623
  Prepaid expenses                                                            3,383,644                4,295,496
                                                                          -------------            -------------
     Total current assets                                                    84,233,377               86,342,107

Deferred income taxes                                                           304,800                  304,800
Other assets                                                                 10,899,440               10,922,299
Property, plant and equipment - net                                          11,396,201               11,407,030
                                                                          -------------            -------------
       Total assets                                                       $ 106,833,818            $ 108,976,236
                                                                          =============            =============

LIABILITIES AND SHAREOWNERS' EQUITY

Current liabilities:
  Accounts payable                                                        $  12,164,252            $  14,251,023
  Salaries and wages                                                          3,237,922                3,145,222
  Accrued liabilities                                                         5,021,974                4,167,288
                                                                          -------------            -------------
     Total current liabilities                                               20,424,148               21,563,533

Environmental remediation                                                     8,335,553                8,335,553

Shareowners' equity:
  Common stock - 7,828,090 shares outstanding at September 30
     and June 30 after deducting 106,622 shares in treasury                   9,785,113                9,785,113
  Capital in excess of par value                                                494,427                  494,427
  Accumulated other comprehensive loss                                           (2,000)                (108,014)
  Retained earnings                                                          67,796,577               68,905,624
                                                                          -------------            -------------
      Total shareowners' equity                                              78,074,117               79,077,150
                                                                          -------------            -------------
       Total liabilities and shareowners' equity                          $ 106,833,818            $ 108,976,236
                                                                          =============            =============
</TABLE>

SEE ACCOMPANYING NOTES.



                                               3


<PAGE>   4

<TABLE>
<CAPTION>

                                                SPARTON CORPORATION AND SUBSIDIARIES
                                     Condensed Consolidated Statements of Operations (Unaudited)
                                    For the Three-Month Periods ended September 30, 2000 and 1999

                                                                        Three-Month Periods
                                                             ----------------------------------------
                                                                 2000                        1999
                                                             ------------                ------------

<S>                                                           <C>                         <C>
Net sales                                                     $42,682,312                 $34,473,957
Costs and expenses                                             44,333,844                  35,022,265
                                                             ------------                ------------
                                                               (1,651,532)                   (548,308)
Other income (expenses):
   Interest and investment income                                  78,816                     253,065
   Other - net                                                   (187,331)                    416,411
                                                             ------------                ------------

Income (loss) before income taxes                              (1,760,047)                    121,168

Provision (credit) for income taxes                              (651,000)                     45,000
                                                             ------------                ------------

Net income (loss)                                             $(1,109,047)                    $76,168
                                                             ============                ============

Basic and diluted earnings (loss) per share                         $(.14)                       $.01
                                                             ============                ============

Dividends                                                            $-0-                        $-0-
                                                             ============                ============
</TABLE>

SEE ACCOMPANYING NOTES







                                             4


<PAGE>   5
<TABLE>
<CAPTION>

                                SPARTON CORPORATION AND SUBSIDIARIES Condensed
                               Consolidated Statements of Cash Flows (Unaudited)
                         For the Three-Month Periods ended September 30, 2000 and 1999

                                                                               2000                   1999
                                                                          ------------            ------------

<S>                                                                       <C>                     <C>
Cash flows provided (used) by operating activities:
    Income (loss) from continuing operations                              $ (1,109,047)           $     76,168
  Add noncash items affecting continuing operations:
    Depreciation                                                               502,818                 536,940
  Add (deduct) changes in operating assets and liabilities:
    Accounts receivable                                                      3,900,556              (3,284,862)
    Other                                                                    1,965,252               2,206,099
    Inventories                                                                382,511              (5,658,910)
    Income taxes recoverable                                                  (533,042)                 27,467
    Accounts payable                                                        (2,086,771)               (887,009)
    Deferred taxes                                                                  --                     500
                                                                          ------------            ------------
                                                                             3,022,277              (6,983,607)

Cash flows provided (used) by investing activities:
    Sales of investment securities-net                                       2,590,791               7,140,385
    Noncurrent other assets                                                     22,859                 411,807
    Purchases of property, plant and equipment-net                            (491,989)               (410,698)
                                                                          ------------            ------------
                                                                             2,121,661               7,141,494
                                                                          ------------            ------------

Increase in cash and cash equivalents                                        5,143,938                 157,887

Cash and cash equivalents at beginning of period                             5,052,405               4,165,758
                                                                          ------------            ------------

Cash and cash equivalents at end of period                                $ 10,196,343            $  4,323,645
                                                                          ============            ============

Supplemental disclosures of cash flow information:
  Cash paid during the period for:

    Income taxes                                                          $     19,000            $     23,000
                                                                          ============            ============

    Interest expense                                                      $    -0-                $     -0-
                                                                          ============            ============
</TABLE>

SEE ACCOMPANYING NOTES







                                                5


<PAGE>   6


                      SPARTON CORPORATION AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1. The accompanying condensed consolidated balance sheets at September 30, 2000,
and the related condensed consolidated statements of operations and cash flows
for the three-month periods ended September 30, 2000 and 1999 are unaudited, but
include all adjustments (consisting only of normal recurring accruals) which the
Company considers necessary for a fair presentation of such financial
statements. The results of operations for the period ended September 30, 2000,
are not necessarily indicative of the results that may be expected for the full
fiscal year.

2. Long-term contracts relate principally to government defense contracts. These
contracts are accounted for based on completed units and their estimated average
contract cost per unit. Development contracts are accounted for based on
percentage of completion. Costs and fees billed under cost-reimbursement-type
contracts are recorded as sales. A provision for the entire amount of a loss on
a contract is charged to operations as soon as the loss is determinable.

Inventories are valued at the lower of cost (first-in, first-out basis) or
market and include costs related to long-term contracts. Inventories, other than
contract costs, are principally raw materials and supplies. The following are
the major classifications of inventory:

                                          September 30, 2000      June 30, 2000
                                          ------------------      -------------

   Raw materials                              $38,927,000         $42,419,000
   Work in process and finished goods          11,880,000           8,771,000
                                              -----------         -----------
          Total                               $50,807,000         $51,190,000
                                              ===========         ===========

3. Basic earnings per share were computed using the weighted average number of
shares outstanding. For the three-month periods, average shares outstanding
were 7,828,090 in both 2000 and 1999. Outstanding options to purchase shares of
common stock for the three months ended September 30, 2000 and 1999, totaled
158,500 and 163,500, respectively, at various prices. These shares were
excluded for the purposes of computing diluted earnings per share because the
options exercise price was greater than the average market price of the common
shares and therefore the effect would be anti-dilutive.

4. The reporting of comprehensive income requires disclosure of total
non-shareowner changes in equity in interim periods and additional disclosures
of the components of non-shareowner changes in equity on an annual basis. Total
non-shareowner changes in equity includes all changes in equity during a period
except those resulting from investments by and distributions to shareowners.
Total comprehensive income for the three-month periods September 30, 2000 and
1999 was as follows:
<TABLE>
<CAPTION>

                                                              Three Months Ended
                                                              ------------------
                                                             2000            1999
                                                             ----            ----

<S>                                                     <C>               <C>
Net income (loss)                                       $(1,109,000)      $ 76,000
Other Comprehensive Income:
  Unrealized gains (losses) on investment securities        106,000        (22,000)
                                                        -----------       --------

Comprehensive income (loss)                             $(1,003,000)      $ 54,000
                                                        ===========       ========
</TABLE>

Retained earnings includes accumulated other comprehensive loss of $2,000 and
$108,000 at September 30, 2000, and June 30, 2000, respectively, which relates
to unrealized losses on investments.

5. Cash and cash equivalents consist of demand deposits and other highly liquid
investments with an original maturity date of less than three months. A large
majority of the investment portfolio has an original maturity date of less than
two years and a daily market exists for all the investment securities. The
Company believes that the impact of fluctuations in interest rates on its
investment portfolio should not have a material impact on financial position or
results of operations. It is the Company's intention to use these investment
securities to provide working capital and to otherwise fund the expansion of its
business.





                                      6





<PAGE>   7

At September 30, 2000, the Company had net unrealized losses of $3,000. At that
date, the net after-tax effect of these losses was $2,000 and included in
equity. For the three months ended September 30, 2000 and 1999, the Company had
sales of investment securities totaling $2,600,000 and $7,100,000, respectively.
There were no purchases of investment securities in either period.

6. One of Sparton's facilities, located in Albuquerque, New Mexico, has been the
subject of ongoing investigations conducted with the United States Environmental
Protection Agency (EPA) under the Resource Conservation and Recovery Act (RCRA).
This EPA compliance issue involves an idled facility now leased to others. The
investigation began in the early 1980s and involved a review of on-site and
off-site environmental impacts.

At September 30, 2000, Sparton has a remaining accrual of $9,118,000 as its
estimate of the future undiscounted minimum financial liability for remediation.
Cash expenditures for remediation activities are expected to be incurred over
the next thirty years. The accrual reflects the Company's estimate of the
minimum amount it will incur under the agreed upon work plans. The Company's
cost estimate is based upon existing technology and excludes legal and related
consulting costs. The Company's estimate includes equipment and operating costs
for on-site and off-site pump and treat containment systems, a soil vapor
extraction program and continued on-site and off-site monitoring. It is based on
existing methodology. Legal costs and related consulting costs are expensed as
incurred.

Uncertainties associated with environmental remediation contingencies are
pervasive and often result in wide ranges of reasonably possible outcomes.
Estimates developed in the early stages of remediation can vary significantly.
Normally a finite estimate of cost does not become fixed and determinable at a
specific point in time. Rather, the costs associated with environmental
remediation become estimable over a continuum of events and activities that help
to frame and define a liability.

Factors which cause uncertainties for the Company include, but are not limited
to, the effectiveness of the current work plans in achieving targeted results
and proposals of regulatory agencies for desired methods and outcomes. It is
possible that cash flows and results of operations could be significantly
affected by changes in costs associated with the ultimate resolution of
this contingency.

Amounts charged to operations, principally legal and consulting, for the three
months ended September 30, 2000 and 1999 were $201,000 and $102,000,
respectively.





                                        7


<PAGE>   8


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

The following is management's discussion and analysis of certain significant
events affecting the Company's earnings and financial condition during the
periods included in the accompanying financial statements. The Company's
operations are in one line of business, electronic manufacturing services (EMS).
This includes the design, development and/or manufacture of electronic parts and
assemblies for both government and commercial customers worldwide.

The Private Securities Litigation Reform Act of 1995 reflects Congress'
determination that the disclosures of forward-looking information is desirable
for investors and encourages such disclosure by providing a safe harbor for
forward-looking statements by corporate management. The following discussion
about the Company's results of operations and financial condition contains
forward-looking statements that involve risk and uncertainty. The Company notes
that a variety of factors could cause the actual results and experience to
differ materially from anticipated results or other expectations expressed in
the Company's forward-looking statements. The risks and uncertainties that may
affect the operations, performance, growth forecasts and results of the
Company's business include, but are not limited to, timing and fluctuations in
U.S. and/or world economies and in customer demand for products, competition in
the overall EMS business, the availability and cost of materials, production
labor and management services under terms acceptable to the Company,
Congressional budget outlays for sonobuoy development and production,
Congressional legislation, changes in the interpretation of environmental laws
and the uncertainties of environmental remediation. The Company began to
encounter availability and extended lead time issues on some electronic
components. Shortages on some key electronic components have resulted in higher
prices. This shortage on some critical electronic components could impact the
electronics industry, and Sparton specifically, for some time. Availability of
components could adversely affect the Company's ability to meet customers'
production schedules. In addition, the ability to recover increasing material
costs from customers will be a factor in future operating results. Management
cautions readers not to place undue reliance on forward-looking statements,
which are subject to influence by the enumerated risk factors as well as
unanticipated future events.

RESULTS OF OPERATIONS
---------------------

Sales for the three-month period ended September 30, 2000, were as expected and
totaled $42,682,000, an increase of $8,208,000 (24%) over last year. Government
EMS sales decreased 16% to $9,965,000. The decrease in Governmental EMS sales
was mainly due to reduced production schedules pending the qualification of new
sonobuoy designs. While lower than last year, Government EMS sales were higher
than expected as shipments included several sonobuoy contracts which were not
completed as of June 30, 2000 as originally planned. These contracts had
incurred cost overruns last year and carried no gross margin. In the quarter,
the Company qualified the design on one of two new sonobuoy programs and
completed production on the problem-plagued sonobuoy program of last year.
Commercial EMS sales increased 45% over last year. The growth in commercial EMS
sales was mainly due to increasing sales from existing customers. Overall
inventory levels had increased in previous periods in anticipation of this
growth. Sales increased $6,850,000 at Sparton Electronics and $1,086,000 at
Sparton Technology over last year for the three-month period. Revenues at
Sparton of Canada were also above the corresponding period last year.

An operating loss of $1,652,000 was reported for the three months ended
September 30, 2000, compared to an operating loss of $548,000 last year. Gross
margins for the three months ended September 30, 2000, were reduced by $557,000
($476,000 in 1999) due to still unresolved pricing issues on a major commercial
EMS program. Additionally, $4,400,000 of government EMS sales were at zero
margin in the first quarter of fiscal 2001. Operating results also include
adverse manufacturing variances of $1,565,000 ($868,000 in 1999). In addition,
included are charges against income related to the New Mexico environmental
remediation effort, principally litigation, of $201,000 in 2000 and $102,000 in
1999. The total of the aforementioned three items increased costs by $2,323,000
($1,446,000 in 1999), generating the loss reflected in the financial statements.

Interest and Investment Income declined $174,000 to $79,000 in 2000 due to lower
average investments. Other Expense-Net was $187,000 in 2000 compared to Other
Income-Net of $416,000 for the corresponding three-month period last year. In
liquidating investments during the first quarter of fiscal 2001, the Company
incurred a loss of $147,000. Included in 1999 Other Income-Net was a gain of
$443,000 from the sale of equipment and other assets at the Canadian operating
unit. The Company reported net loss of $1,109,000 ($.14 per share) for the three
months ended September 30, 2000, compared to a net income of $76,000 ($.01 per
share) for the corresponding period last year.


                                        8


<PAGE>   9

FINANCIAL POSITION
------------------

For the three-month period ended September 30, 2000, Cash and Cash Equivalents
increased $5,144,000 to $10,196,000. Operating activities provided $3,022,000 in
net cash flows. The principal source of cash flow from operating activities was
a decline in accounts receivables. The principal use of cash flow from operating
activities was a reduction in accounts payable. Cash flows provided by investing
activities totaled $2,122,000, principally from the sale of investments. The
Company will continue to strategically invest in additional property, plant and
equipment to accommodate growth in the EMS business. No cash was used or
provided by financing activities.

The Company's market risk exposure to foreign currency exchange and interest
rates are not considered to be material principally due to short term
investments and minimal receivables and payables designated in foreign currency.

At September 30, 2000 and June 30, 2000, the aggregate government EMS backlog
was approximately $63 million and $64 million, respectively. A majority of the
2000 backlog is expected to be realized in the next 12-15 months. Commercial
EMS sales are not included in the backlog. The Company does not believe the
amount of commercial sales covered by firm purchase orders is a meaningful
measure of future sales, as such orders may be rescheduled or cancelled without
significant penalty.

No dividends were declared in either period presented. At September 30, 2000,
the Company had $78,074,000 in recorded shareowners' equity ($9.97 per share),
$63,809,000 in working capital, and a 4.12:1.00 working capital ratio.

OTHER
-----

One of Sparton's facilities, located in Albuquerque, New Mexico, has been the
subject of ongoing investigations conducted with the United States
Environmental Protection Agency (EPA) under the Resource Conservation and
Recovery Act (RCRA). This EPA compliance issue involves an idled facility now
leased to others. The investigation began in the early 1980s and involved a
review of on-site and off-site environmental impacts.

At September 30, 2000, Sparton has a remaining accrual of $9,118,000 as its
estimate of the future undiscounted minimum financial liability for
remediation. Cash expenditures for remediation activities are expected to be
incurred over the next thirty years. The accrual reflects the Company's
estimate of the minimum amount it will incur under the agreed upon work plans.
The Company's cost estimate is based upon existing technology and excludes
legal and related consulting costs. The Company's estimate includes equipment
and operating costs for on-site and off-site pump and treat containment
systems, a soil vapor extraction program and continued on-site and off-site
monitoring. It is based on existing methodology. Legal costs and related
consulting costs are expensed as incurred.

Uncertainties associated with environmental remediation contingencies are
pervasive and often result in wide ranges of reasonably possible outcomes.
Estimates developed in the early stages of remediation can vary significantly.
Normally a finite estimate of cost does not become fixed and determinable at a
specific point in time. Rather, the costs associated with environmental
remediation become estimable over a continuum of events and activities that help
to frame and define a liability.

Factors which cause uncertainties for the Company include, but are not limited
to, the effectiveness of the current work plans in achieving targeted results
and proposals of regulatory agencies for desired methods and outcomes. It is
possible that cash flows and results of operations could be significantly
affected by changes in costs associated with the ultimate resolution of this
contingency.

Amounts charged to operations, principally legal and consulting, for the three
months ended September 30, 2000 and 1999 were $201,000 and $102,000,
respectively.






                                        9


<PAGE>   10


                                      OTHER INFORMATION

PART II.  OTHER INFORMATION

Item 1.  Legal Proceedings

Various litigation is pending against the Company, in many cases involving
ordinary and routine claims incidental to the business of the Company and in
others presenting allegations that are non-routine. The Company and its
subsidiaries are also involved in certain compliance issues with the United
States Environmental Protection Agency (EPA) and various state agencies,
including being named as a potentially responsible party at several sites.
Potentially responsible parties (PRPs) can be held jointly and severally liable
for the cleanup costs at any specific site. The Company's past experience,
however, has indicated that when it has contributed only relatively small
amounts of materials or waste to a specific site relative to other PRPs, its
ultimate share of any cleanup costs has been minor. Based upon available
information, the Company believes it has contributed only small amounts to those
sites in which it is currently viewed a potentially responsible party.

In February 1997, three lawsuits were filed against Sparton's wholly owned
subsidiary, Sparton Technology, Inc., in Federal District Court in Albuquerque,
one by the United States on behalf of the EPA, the second by the State of New
Mexico and the third by the City of Albuquerque and the County of Bernalillo.
All three actions alleged that the impacts to soil and groundwater associated
with Sparton Technology's Coors Road facility presented an imminent and
substantial threat to human health or the environment.

On March 3, 2000, a Consent Decree was entered, settling the lawsuits as well
as a related administrative enforcement action. The Consent Decree represents a
judicially enforceable settlement agreement under which Sparton Technology has
paid $1,000,000 to resolve claims for damages to natural resources, $475,000 to
resolve claims for civil penalties for alleged violations of state law and an
order entered in the related administrative enforcement action, and $200,000
for reimbursement of the litigation costs of certain plaintiffs. The Consent
Decree also contains work plans describing remedial activity Sparton Technology
agreed to undertake. In exchange for the monetary payment and an agreement to
implement the work plans, Sparton Technology received covenants not to sue
that, except in fairly extraordinary circumstances, prevent any further
administrative or judicial action by state and federal entities in connection
with the impacts to the environment associated with past activities at the
Coors Road facility.

The work plans provide for the installation of an off-site containment well
(already completed and operating), enhancement to an on-site soil vapor
extraction system (in operation) and an on-site containment well. It is
anticipated that these remediation activities will operate for a period of time
during which Sparton Technology and the regulatory agencies will analyze their
effectiveness. The Company believes that it will take at least three to five
years before the effectiveness of the groundwater extraction wells can be
established.

Upon entering into the Consent Decree, the Company reviewed its estimates of the
future costs expected to be incurred in connection with its remediation of the
environmental issues associated with its Coors Road Plant over the next 30
years. The Company increased its accrual for the cost of addressing
environmental impacts associated with its Coors Road Plant by $10,000,000,
pre-tax, in December 1999. At September 30, 2000, the remaining undiscounted
minimum accrual for EPA remediation approximates $9,118,000. This balance is
after payment of the $1,675,000 in costs and damages, described above, payable
to the various plaintiff parties, which amount was paid in March 2000. The
Company's estimate is based upon existing technology and current costs which
have not been discounted. The estimate includes equipment and operating and
maintenance costs for the on-site and off-site pump and treat containment
systems, a soil vapor extraction program and continued on-site and off-site
monitoring. It also includes the required periodic reporting requirements. This
estimate does not include legal and related consulting costs which are expensed
as incurred. The estimate does not reflect any offset or reduction for monies
recovered from various parties which the Company is currently pursuing as
described below.

In 1995 Sparton Corporation and Sparton Technology, Inc. filed a Complaint in
the Circuit Court of Cook County, Illinois, against Lumbermens Mutual Casualty
Company and American Manufacturers Mutual Insurance Company demanding
reimbursement of expenses incurred in connection with its remediation efforts at
the Coors Road facility based on various primary and excess comprehensive
general liability policies in effect between 1959 and 1975. In 1999 the
Complaint was amended to add various other excess insurers, including certain
London market insurers and Fireman's Fund Insurance Company. The case is
currently in the discovery stage.




                                       10


<PAGE>   11


On February 11, 1998, Sparton Technology, Inc. commenced litigation in the
United States Court of Federal Claims alleging that the Department of Energy
(DOE), acting through its contractors, Sandia Corporation and Allied Signal,
Inc., is liable for reimbursement of Sparton's costs incurred in defending
against and complying with federal and state regulatory requirements. The DOE
prescribed certain mandatory performance requirements that were then imposed
upon Sparton Technology through its agreements with Sandia Corporation and
Allied Signal, Inc. On February 9, 1999, the Court of Federal Claims dismissed
Sparton Technology's complaint on the basis of a lack of jurisdiction concluding
that an agency relationship did not exist between Sandia Corporation and Allied
Signal, Inc. and the United States for purposes of reimbursing costs incurred
during litigation. Sparton Technology believed that the court erred in its
decision and filed its notice of appeal on April 9, 1999. On April 18, 2000, the
Federal Circuit reversed the lower court's decision and reinstated Sparton
Technology's claim for purposes of examining whether the Court of Federal Claims
does indeed have jurisdiction. Sparton Technology is now proceeding with
discovery on the jurisdiction related issues.

Sparton Technology, Inc. filed a complaint on September 21, 1998, against Allied
Signal, Inc. in U.S. District Court in Kansas City seeking to recover costs
incurred to investigate and remediate impacts to the environment at its Coors
Road facility. In July 1999, the Court allowed Sparton Technology to amend its
complaint to add Sandia Corporation and the DOE as defendants. In March 2000,
the case was transferred to the United States District Court in Albuquerque, New
Mexico. Written discovery has commenced, but all further discovery has been
stayed as of July 13, 2000, pursuant to an Order of the Court. The Company and
the three defendants are now engaged in a Court ordered mediation to determine
whether the case can be settled. No time deadline on the mediation and no trial
date have been set for the case, in the event the case cannot be settled.

At this time, the Company is unable to predict the amount or timing of recovery,
if any, that may result from the pursuit of these before-mentioned three claims.







                                       11


<PAGE>   12

                                      OTHER INFORMATION

PART II.

Item 6.  Exhibits and Reports on Form 10-K and 10-Q

      (a)  Exhibits

            3 & 4    Instruments defining the rights of security holders
                     have been previously filed as follows:
                     Articles of Incorporation of the Registrant were filed on
                     form 10-K for the year ended June 30, 1981 and an amendment
                     thereto was filed on Form 10-Q for the three-month period
                     ended December 31, 1983 and are incorporated herein by
                     reference.

                     By-laws of the Registrant were filed on Form 10-K for the
                     year ended June 30, 1981 and are incorporated herein by
                     reference.

                     Code of Regulation of the Registrant was filed on Form 10-K
                     for the year ended June 30, 1981 and an amendment thereto
                     was filed on Form 10-Q for the three-month period ended
                     September 30, 1982 and are incorporated herein by
                     reference.

              27     Submitted to the Securities and Exchange Commission for its
                     information.

      (b)  Reports on Form 8-K filed in the First Quarter of Fiscal 2001:

                     On October 23, 2000, the Company filed a Form 8-K regarding
                     a published newspaper article.

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.

                                 SPARTON CORPORATION
                                 -------------------
                                 Registrant


Date:   November 10, 2000        /s/ David W. Hockenbrocht
                                 ---------------------------------------------
                                 David W. Hockenbrocht, CEO and President

Date:   November 10, 2000        /s/ Richard Langley
                                 ---------------------------------------------
                                 Richard Langley, Principal Financial Officer










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