SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 10-Q (Mark one) ( X ) Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarter ended October 1, 1995 Or ( ) Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from _______________ to _______________ 0-15214 (Commission File Number) Plasti-Line, Inc. (Exact name of registrant as specified in its charter) Tennessee (State or other jurisdiction of incorporation or organization) 62-1218546 (I.R.S. Employer Identification Number) 623 E. Emory Road, P.O. Box 59043, Knoxville, Tennessee 37950-9043 (Address of principal executive offices) (423) 938-1511 (Registrant's phone number including area code) Not applicable (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days. Yes	X No 	 As of November 9, 1995 there were 3,673,907 shares of common stock outstanding. PART I FINANCIAL INFORMATION ITEM 1 PLASTI-LINE, INC. Consolidated Condensed Balance Sheets October 1, 1995 (1995) and January 1, 1995 (1994) (in thousands) Assets 	1995 	1994 	 	(Unaudited) 	(Audited) Current assets: 	Cash and cash equivalents 	$ 10 	$ 10 	Marketable securities 	- 	599 	Receivables, net 	15,260 	16,010	 	Inventories 	27,575 	19,213 	Prepaid expenses 	1,532 	1,679 	Deferred income taxes	 1,869 	 1,869 		Total current assets 	46,246	 39,380 		 Net property and equipment 	12,909 	11,947 Other assets		 115 	 123 		Total Assets 	$ 59,270 	$ 51,450 <FN> See accompanying notes to consolidated condensed financial statements. Liabilities and Stockholders' Equity 1995 	 1994 	 	(Unaudited) 	(Audited) Current liabilities: 	Current installments of long-term debt 	$ 745 $ 745 	Accounts payable 	7,562 	6,750 	Accrued liabilities 	5,463 	4,078	 	Income taxes payable 	191 	(46) 	Customer deposits and deferred revenue	 10,366 	 4,504 	 		Total current liabilities 	24,327 	16,031		 Long-term debt, excluding current installments 	11,162 	12,004 Deferred income taxes 	987 	987 Deferred liabilities 	75 	75	 		 Stockholders' equity: 	Preferred stock, $.001 par value. Authorized 	5,000,000 shares; issued none 	- 	- 	Common stock, $.001 par value. Authorized 	20,000,000 shares, 3,673,407 shares issued 1995, 	3,688,061 shares issued 1994 	4 	4 	Additional paid-in-capital 	2,597 	2,571 	Notes receivable, common stock	 (70)	 (152) 	Retained earnings 	20,196 	19,930 		Total Stockholders' Equity 	22,719 	22,353 		Total Liabilities and Stockholders' Equity 	$ 59,270 	 $ 51,450 <FN> See accompanying notes to consolidated condensed financial statements. PLASTI-LINE, INC. Consolidated Condensed Statements of Operations	 (in thousands, except per share data) (Unaudited) 				 	Three Months Ended 		Nine Months Ended 			 Oct. 1, 1995	Oct. 2, 1994	Oct. 1, 1995	Oct. 2, 1994 Net sales	 	$ 22,402 	$ 17,933 	$ 64,970 	$ 53,342	 Cost of sales	 	18,560 	14,472 	53,604 	43,720 	Gross profit 	3,842 	3,461 	11,366 	9,622 Selling, general, and 		 	administrative expenses	 3,448	 3,176 	10,262 	8,872 	Operating income	 394 	285 	1,104 	750 Interest income 	12 	17 	24 	19 Interest expense	 204 	 192 	 649	 484 Income before income taxes 	202 	110 	479 	285 Income taxes	 	92 	57 	222 	139 Net income	 	 $ 110 	 $ 53 	$ 257 	$ 146 Net income per share 	$ 0.03 	$ 0.01 	$ 0.07 	$ 0.04 <FN> See accompanying notes to consolidated condensed financial statements. PLASTI-LINE, INC. Consolidated Condensed Statements of Cash Flows Nine months ended October 1, 1995 (1995) and October 2, 1994 (1994) (Unaudited) (in thousands) 			 1995	 1994 Cash flows from operating activities:		 	Net income 	$ 258 	$ 146	 	Adjustments to reconcile net income to net cash provided	by operating activities:	 		Depreciation and amortization 	1,209 	1,380 		Loss on sale of investments in marketable securities	 6	 3 		Provision for losses on accounts receivable 	53 	83 		Changes in assets and liabilities: 		 Decrease in net receivables 	697 	1,697 		 Increase in inventories 	(8,362) 	(3,253) 		 Decrease (increase) in prepaid expenses 	147 	(1,104) 		 Increase (decrease) in accounts payable 	812 	(56) 		 Increase (decrease) in accrued liabilities 	1,385 	(166) 		 Increase (decrease) in income taxes payable 	237 	(602) 		 Increase (decrease) in customer deposits	 		 and deferred revenue	 5,862	 (685) 		Net cash provided (used) by operating activities	 2,304 	 (2,557) Cash flows from investing activities: 	Purchases of property and equipment 	(2,163) 	(1,760)	 	Investment in marketable securities 	- 	(499) 	Proceeds from the sale and maturity of investments	 593 	 300	 		Net cash used by investing activities	 (1,570)	 (1,959) Cash flows from financing activities: 	Net borrowings under line of credit 	(793) 	4,509 	Principal payments on long-term debt 	(49) 	(52) 	Proceeds from sales of common stock 	26 	42	 	Payments of notes receivable - common stock	 82	 50 		Net cash provided (used) by financing activities	 (734)	 4,549 	 Net increase in cash and cash equivalents 	- 	33	 Cash and cash equivalents at beginning of year 	10 	10 Cash and cash equivalents at end of period 	$ 10 	$ 43	 Supplemental disclosures of cash flow information:		 	Cash paid during the year for: 		Interest 	649 	465 		Income taxes	 37	 849 	Noncash transactions:			 		Amortization of compensation from restricted stock 	$ 24 	$ 44 <FN> See accompanying notes to consolidated condensed financial statements. PLASTI-LINE, INC. Notes to Consolidated Condensed Financial Statements 1.	Condensed Consolidated Financial Statements The consolidated condensed balance sheet as of October 1, 1995, the consolidatedcondensed statements of operations for the three and nine months ended October 1, 1995 and October 2, 1994, and the consolidated condensed statements of cash flows for the nine months ended October 1, 1995 and October 2, 1994 have been prepared by the Company, without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and changes in cash flows at October 1, 1995 and for all periods presented have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. These consolidated condensed financial statements should be read in conjunction with the financial statements and notes thereto included in the Company's 1994 Annual Report to Stockholders. The results of operations for the period ended October 1, 1995 are not necessarily indicative of the operating results for the full year. 2.	Principles of Consolidation The financial statements include the accounts of the Company and its wholly owned subsidiary, American Sign & Marketing Services, Inc. All significant intercompany accounts and transactions have been eliminated. 3.	Inventories 	Inventories consist of the following: 	October 1, 1995 	January 1, 1995 	 	(in thousands) Finished goods 	$ 20,517 	$ 13,625	 	 Work-in-process 	1,764 	1,818 Raw materials 	8,208 	5,763 	Less: LIFO inventory reserve 	(2,913) 	(1,993) 	Total net inventory	 $ 27,575 	$ 19,213 Inventories are stated at the lower-of-cost or market. Cost is determined by the last-in, first-out method (LIFO). 4.	Earnings Per Share Net income per common share is based on the weighted average number of common and common equivalent shares outstanding in each period. For purposes of computing common equivalent shares outstanding, shares relating to options have been calculated using the treasury stock method for the portion of each period for which the options were outstanding and using the fair value of the Company's stock for each of the respective periods. The weighted average number of common and common stock equivalent shares outstanding at October 1, 1995 were 3,679,510. ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS A. Consolidated results of operations for the three months ended October 1, 1995 (1995 Quarter) compared to the consolidated results of operations for the three months ended October 2, 1994 (1994 Quarter): The Company's sales in the current three month period increased 24.9% to $22,402,000 from $17,933,000 for the same period last year. The sales increase is primarily due to increased sales to automotive customers. The Company's gross profit increased $381,000 to $3,842,000 due to increased sales. Selling, general and administrative expenses were $3,448,000 for the 1995 Quarter versus $3,176,000 for the 1994 Quarter. The increase is primarily the result of the costs of a Company-wide business reengineering project and increased sales volumes. Operating income was $394,000 and $285,000 for the 1995 and 1994 Quarters, respectively, a 38.2% increase. The increase was primarily due to increased sales volumes. Net interest expense increased to $192,000 for the 1995 Quarter from $175,000 in the 1994 Quarter. This was primarily the result of higher average debt balances combined with higher variable interest rates in the 1995 Quarter. B. Consolidated results of operations for the nine months ended October 1, 1995 as compared to the consolidated results of operations for the nine months ended October 2, 1994: Net sales were $64,970,000 for the first nine months of 1995 as compared to $53,342,000 in the first nine months of 1994, a 21.8% increase. The increase in sales is due to higher sales to automotive customers as well as new business generated from the Company's Design Performance Group and Plasti-Line West operations. Gross profit for the first nine months of 1995 of $11,366,000 increased $1,744,000 over the prior period due to increased sales. Selling, general and administrative expenses for the first nine months of 1995 were $10,262,000 as compared to $8,872,000 during the same period in 1994, an increase of $1,390,000. The increase is primarily the result of the costs of a Company-wide business process reengineering project and increased sales volumes. Operating income for the first nine months of 1995 of $1,104,000 was $354,000 higher than the same period in 1994. The increase is primarily due to the increase in sales volume. Net interest expense increased to $625,000 for the first nine months of 1995 as compared to $465,000 for the same period in 1994. This was primarily the result of higher average debt balances due to increased working capital combined with higher variable interest rates in 1995. Liquidity and Capital Resources The Company's cash, cash equivalents, and marketable securities decreased $599,000 from the January 1, 1995 balance to $10,000 at October 1, 1995. The decrease is due to the sale of investments in U.S. Government and U.S. Governmental Agency obligations. These securities were sold in order to reduce interest expense since the assets were earning at an interest rate lower than the interest charged under the Company's line of credit. The Company has working capital of $21,919,000, a decrease of $1,430,000 from the amount of working capital at January 1, 1995 primarily due to increases in customer deposits. Funds of $2,304,000 were provided by operating activities. Increases in accrued liabilities and customer deposits as well as a decrease in net receivables were the primary sources of funds. Investing activities used $1,570,000 as a result of property and equipment purchases offset by the sale of marketable securities. Financing activities used $734,000 primarily as a result of decreased net borrowings under the Company's line of credit. The Company's future capital expenditures will relate principally to the acquisition of new machinery and equipment and furniture and fixtures designed to increase productivity and factory efficiency. The Company believes its cash generated from operations and funds available under the existing line of credit are sufficient for all planned operating and capital requirements during 1995 and 1996. Seasonality The Company's sales exhibit limited seasonality, with sales in the first quarter generally being the lowest and fourth quarter sales the highest. First quarter sales tend to be relatively lower because of weather constraints which slow down customer's construction schedules and their pattern of sign purchases. Sales have normally accelerated in the second, third, and fourth quarters corresponding with accelerating construction schedules. PART II OTHER INFORMATION Item 1.	Legal Proceedings 		Not applicable. Item 2.	Changes in Securities 		Not applicable. Item 3.	Default Upon Senior Securities 		Not applicable. Item 4. 	Submission of Matters to a Vote of Security Holders 		Not applicable		 Item 5.	Other Information: 	Not applicable Item 6.	Exhibits and Reports on Form 8-K 		(a) Exhibits - None. 		(b) No reports on Form 8-K were filed during the quarter ended October 1, 1995. SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. PLASTI-LINE, INC. Registrant /s/ Mark J. Deuschle ______________________________________ Mark J. Deuschle Vice-President of Finance (Authorized Officer and Principal Financial Officer) November 14, 1995