UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

(Mark One)

[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 28, 1997

[ ] 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: 0-18281

Hologic, Inc.
(Exact name of registrant as specified in its charter)

Delaware 04-2902449
(State of incorporation) (I.R.S. Employer Identification No.)

590 Lincoln Street, Waltham, Massachusetts 02154
(Address of principal executive offices) (Zip Code)

(617) 890-2300
(Registrant's telephone number, including area code)

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.

As of August 11, 1997, 13,080,547 shares of the registrant's Common Stock,
$.01 par value, were outstanding.

HOLOGIC, INC. AND SUBSIDIARIES

INDEX

Page
PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

Consolidated Balance Sheets
June 28, 1997 and September 28, 1996......................... 3

Consolidated Statements of Income
Three and Nine Months Ended June 28, 1997
and June 29, 1996............................................ 4

Consolidated Statements of Cash Flows
Nine Months Ended June 28, 1997
and June 29, 1996............................................. 5

Notes to Consolidated Financial Statements.................... 6

Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations ..................................... 9

PART II - OTHER INFORMATION...................................... 13

SIGNATURES....................................................... 14

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

HOLOGIC, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)

ASSETS

June 28, September 28,
1997 1996
-------- -----------

CURRENT ASSETS:
Cash and cash equivalents.............. $33,302,748 $28,754,023
Short-term investments................. 45,619,588 46,907,728
Accounts receivable, less reserves
of $1,450,000 and
$1,360,000, respectively.............. 29,664,812 21,735,613
Inventories............................ 11,470,899 11,122,988
Prepaid expenses and
other current assets.................. 5,587,627 4,513,375
----------- -----------
Total current assets.............. 125,645,674 113,033,727

PROPERTY AND EQUIPMENT, at cost:
Equipment.............................. 5,880,222 4,813,647
Furniture and fixtures................. 1,613,633 1,349,659
Leasehold improvements................. 1,606,356 1,494,936
----------- ----------
9,100,211 7,658,242
Less- Accumulated depreciation
and amortization.................. 4,740,259 3,973,723
----------- ---------
4,359,952 3,684,519
----------- ---------
Other assets, net...................... 10,970,431 6,389,210
----------- ---------
$140,976,057 $123,107,456
============ ============

LIABILITIES AND STOCKHOLDERS' EQUITY

June 28, September 28,
1997 1996
---------- -------------

CURRENT LIABILITIES:
Line of credit........................ $ 1,047 $2,534,740
Accounts payable...................... 3,760,339 4,025,790
Accrued expenses...................... 12,351,709 7,515,365
Deferred revenue...................... 2,315,945 1,758,871
------------- -----------
Total current liabilities......... 18,429,040 15,834,766
------------ -----------
STOCKHOLDERS' EQUITY:
Common stock, $.01 par value-
Authorized - 30,000,000 shares
Issued and outstanding - 13,074,79 and
12,871,274 shares, respectively.. 130,748 128,713
Capital in excess of par value....... 91,288,594 89,253,570
Retained earnings.................... 31,875,195 18,069,697
Cumulative translation adjustment.... (747,520) (179,290)
--------------- -----------
Total stockholders' equity........ 122,547,017 107,272,690
-------------- -----------
$140,976,057 $123,107,456
============== ============

The accompanying notes are an integral part of these consolidated
financial statements.

HOLOGIC, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)

Three Months Ended Nine Months Ended
June 28, June 29, June 28, June 29,
1997 1996 1997 1996
------- -------- -------- -------

REVENUES:
Product sales................ $25,846,988 $25,385,929 $79,275,601 $64,833,536
Other revenues............... 1,100,949 847,379 2,781,967 2,386,193
----------- ----------- ----------- -----------
26,947,937 26,233,308 82,057,568 67,219,729
COSTS AND EXPENSES:
Cost of product sales........ 11,941,298 11,628,956 36,344,625 29,962,033
Research and development..... 2,225,704 1,878,382 6,162,790 5,123,385
Selling and marketing........ 4,734,783 4,377,637 13,826,980 12,079,392
General and administrative... 2,027,462 2,539,957 7,726,109 6,859,189
Litigation expenses.......... -- -- -- 797,819
----------- ----------- ---------- -----------
20,929,247 20,424,932 64,060,504 54,821,818
----------- ---------- ----------- -----------
Income from operations.... 6,018,690 5,808,376 17,997,064 12,397,911

Interest income............... 1,384,626 759,542 3,717,041 1,645,983

Other expense................. (7,013) (61,094) (68,607) (185,300)
---------- ---------- ---------- ------------
Income before provision
for income taxes........ 7,396,303 6,506,824 21,645,498 13,858,594
PROVISION FOR INCOME TAXES.... 2,650,000 2,401,000 7,840,000 4,615,000
---------- ---------- ---------- ------------
Net income................. $4,746,303 $4,105,824 $13,805,498 $9,243,594
========== ========== =========== ============
NET INCOME PER COMMON AND
COMMON EQUIVALENT SHARE...... $ .35 $ .31 $ 1.01 $ .76
====== ====== ======= ======
WEIGHTED AVERAGE NUMBER
OF COMMON AND COMMON EQUIVALENT
SHARES OUTSTANDING.......... 13,676,353 13,378,470 13,658,336 12,087,653
========== ========== ========== ==========

The accompanying notes are an integral part of these consolidated financial
statements.

HOLOGIC, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

Nine Months Ended
June 28, June 29,
1997 1996
-------- --------

CASH FLOWS FROM OPERATING ACTIVITIES:
Net income...................................... $13,805,498 $9,243,594
Adjustments to reconcile net income to net cash provided by
operating activities-
Depreciation and amortization................ 906,694 623,825
Adjustments for FluoroScan
Imaging Systems, Inc. pooling of interests
from year-end change (Note 3).............. -- (403,152)
Compensation expense related to issuance of
stock and stock options................... 27,000 79,780
Changes in assets and liabilities-
Accounts receivable....................... (9,988,957) (7,733,676)
Inventories............................... (347,912) (3,073,599)
Prepaid expenses and
other current assets.................... (1,069,141) (386,246)
Accounts payable.......................... (265,297) 392,605
Accrued expenses.......................... 5,051,412 1,938,853
Deferred revenue.......................... 557,073 528,350
--------- ---------
Net cash provided by
operating activities............. 8,676,370 1,210,334
---------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of held-to-maturity investments....... (7,592,430) (5,649,374)
Sales of held-to-maturity investments........... 1,330,561 --
Purchases of available-for-sale investments..... (58,807,813) (33,880,445)
Sales of available-for-sale investments......... 63,726,357 7,988,905
Purchases of property and equipment............. (1,441,972) (1,334,450)
Increase in other assets........................ (34,532) (274,285)
------------ -----------
Net cash used in
investing activities.............. (2,819,829) (33,149,649)
----------- ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net (decrease) increase in line of credit....... (2,533,692) 456,329
Issuance of common stock........................ -- 49,350,296
Issuance of common stock pursuant to
options, stock grants and employee
stock purchase plans.......................... 1,339,720 2,163,870
Net proceeds from exercise of
common stock warrants......................... -- 493,054
Tax benefit from stock option exercises......... 470,000 4,740,000
--------- ----------
Net cash (used in)
provided by financing activities... (723,972) 57,203,549
----------- ----------
EFFECT OF EXCHANGE RATE CHANGES ON CASH........... (583,844) 56,289
----------- ----------
NET INCREASE IN CASH AND CASH EQUIVALENTS......... 4,548,725 25,320,523
CASH AND CASH EQUIVALENTS, beginning of period.... 28,754,023 12,886,413
---------- ----------
CASH AND CASH EQUIVALENTS, end of period.......... $33,302,748 $38,206,936
=========== ===========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for income taxes.... $5,137,126 $1,235,117
=========== ==========

The accompanying notes are an integral part of these consolidated financial
statements.

HOLOGIC, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

(1) Basis of Presentation

The consolidated financial statements of Hologic, Inc. (the Company)
presented herein have been prepared pursuant to the rules of the Securities
and Exchange Commission for quarterly reports on Form 10-Q and do not include
all of the information and note disclosures required by generally accepted
accounting principles. These statements should be read in conjunction with
the consolidated financial statements and notes thereto for the year ended
September 28, 1996, included in the Company's Form 10-K as filed with the
Securities and Exchange Commission on December 27, 1996.

The consolidated balance sheet as of June 28, 1997, the consolidated
statements of income for the three and nine months ended June 28, 1997 and
June 29, 1996 and, the consolidated statements of cash flows for the nine
months ended June 28, 1997 and June 29, 1996, are unaudited but, in the
opinion of management, include all adjustments (consisting of normal,
recurring adjustments) necessary for a fair presentation of results for these
interim periods.

The results of operations for the three and nine months ended June 28,
1997 are not necessarily indicative of the results to be expected for the
entire fiscal year ending September 27, 1997.

(2) Summary of Significant Accounting Policies

The accompanying consolidated financial statements reflect the
application of certain accounting policies described in this and other notes
to the consolidated financial statements.

(a) Inventories: Inventories are stated at the lower of cost (first-
in, first-out) or market and consist of the following:

June 28, September 28,
1997 1996
-------- -------------

Raw materials and work-in-process.... $8,467,023 $8,291,870
Finished goods....................... 3,003,876 2,831,118
========== ==========
$11,470,899 $11,122,988

Work-in-process and finished goods inventories consist of material,
labor and manufacturing overhead.

(b) Foreign Currency Translation:

Assets and liabilities of the Company's foreign subsidiaries are
translated into U.S. dollars at exchange rates in effect at the end of the
period, and revenues and expenses are translated at the weighted average
exchange rate in effect during the period. Gains and losses from foreign
currency translation are included in the stockholders' equity section under
cumulative translation adjustment. Foreign currency transaction gains and
losses arising primarily from settlement of sales transactions with the
Company's foreign subsidiaries are included in results of operations.
Transaction gains of $829 and $1,883 for the three and nine months ended June
28, 1997, respectively, and transaction losses of $21,683 and $67,380 for the
three and nine months ended June 29, 1996, respectively, are included in other
expense in the accompanying consolidated statements of income.

(3) Acquisition of FluoroScan Imaging Systems, Inc.

On August 29, 1996, the Company acquired all the common stock of
FluoroScan Imaging Systems, Inc. (FluoroScan) in exchange for 1,454,901 shares
of the Company's common stock. FluoroScan is a manufacturer and distributor
of low-intensity, real-time X-ray imaging devices. The merger was accounted
for as a pooling of interests. Accordingly, the Company's financial
statements have been restated to include the results of FluoroScan for all
periods presented. FluoroScan's fiscal year-end has been changed from
December 31 to the last Saturday in September to conform to the Company's
fiscal year-end. Based on the difference in fiscal year-ends, results of
operations for the three months ended December 31, 1995 for FluoroScan have
been included in the consolidated statements of income for both fiscal 1995
and 1996. For the three months ended December 31, 1995, FluoroScan recorded
total revenues of $3,877,968 and net income of $403,152. The accompanying
consolidated statement of cash flows has been adjusted to eliminate this net
income in 1996.

(4) Line of Credit

The Company has an international line of credit with a bank for the
equivalent of $3,000,000, which bears interest at PIBOR plus 1.50%. The
borrowings under this line are denominated in the local currency of its
European subsidiaries and are primarily used by these subsidiaries to settle
intercompany sales.

(5) Recent Accounting Pronouncements

In October 1995, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards ("SFAS") No. 123 "Accounting for
Stock-Based Compensation," which becomes effective for fiscal years beginning
after December 15, 1995. SFAS No. 123 establishes new financial accounting
and reporting standards for stock-based compensation plans. However, entities
are allowed to elect whether to measure compensation expense for stock-based
compensation under SFAS No. 123 or Accounting Principles Board ("APB") No. 25,
"Accounting for Stock Issued to Employees." The Company has elected to remain
with the accounting under APB Opinion No. 25 and will make the required pro
forma disclosures of net income and earnings per share in its September 27,
1997 financial statements as if the provisions of SFAS No. 123 had been
applied. The potential impact of adopting this standard on the Company's pro
forma disclosures of net income and earnings per share has not been quantified
at this time.

In March 1997, SFAS No. 128 "Earnings Per Share" was issued which
establishes new standards for calculating and presenting earnings per share.
The Company will adopt this new standard in its 1997 financial statements,
which will require the reporting of diluted earnings per share and basic
earnings per share. For the three months ended June 29, 1996 and June 28,
1997 and for the nine months ended June 29, 1996 and June 28, 1997, diluted
earnings per share would have been $.31, $.35, $.76 and $1.01, respectively.
Basic earnings per share would have been $.33, $.36, $.83, $1.07,
respectively, for the same periods.

(6) Rights Agreement

On December 9, 1996, the Board of Directors increased the exercise price
per common share under the Company's Rights Agreement from $15 per share to
$90 per share.

PART I - FINANCIAL INFORMATION (Continued)

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

HOLOGIC, INC. AND SUBSIDIARIES
Results of Operations

The Company's results of operations have and may continue to be subject
to significant quarterly variation. The results for a particular quarter may
vary due to a number of factors, including the overall state of health care
and cost containment efforts, the development status and demand for drug
therapies to treat osteoporosis, the use of mini c-arms in minimally-invasive
surgical procedures, economic conditions in the Company's markets, the timing
of orders, the timing of expenditures in anticipation of future sales, the mix
of products sold by the Company, the introduction of new products and product
enhancements by the Company or its competitors and pricing and other
competitive conditions.

Revenues. Total revenues for the third quarter of fiscal 1997 increased
to $26,947,937 from $26,233,308 in the third quarter of fiscal 1996. Total
revenues for the current nine month period increased 22% to $82,057,568 from
$67,219,729 for the first nine months of fiscal 1996. These increases were
primarily due to the increase in the total number of DXA bone densitometer
product shipments in both the Company's domestic and international markets,
particularly in the United States where product sales for the first nine
months of the year increased 42% over the prior year. The increase in product
sales in the current quarter was partially offset by a decrease in product
shipments to Japan. Other revenues also increased for the current three and
nine month periods due to revenues received under a development agreement for
a biochemical marker strip test and an increase in royalties from the license
of the Company's technology to Vivid Technologies, Inc.

Total revenues for the third quarter of fiscal 1997 decreased 4% from
$27,999,888 in the immediately preceding quarter, even though unit shipments
were up, primarily due to a shift in product sales mix to two of the Company's
lower priced models, the QDR-1000plus and QDR-4500C used in clinical settings.
Contributing to the sequential decrease in revenues was the decreased sales to
Japan where current revenues were approximately one-half of the third quarter
of fiscal 1996. Product sales in all other territories showed both sequential
growth over the second quarter of fiscal 1997 and year-over-year growth when
compared to the third quarter of fiscal 1996.

In the first nine months of fiscal 1997, approximately 58% of product
sales were generated in the United States, 21% in Europe, 12% in Asia and 9%
in other international markets. In the first nine months of fiscal 1996,
approximately 58% of product sales were generated in the United States, 19% in
Europe, 18% in Asia, and 5% in other international markets.

Unit sales of the Company's x-ray bone densitometers reached a record
level as interest in bone diseases, such as osteoporosis, has grown, as new
drug therapies have become available in the United States and other countries
to treat these diseases and as the use of DXA systems to measure bone density
has become more widespread.

Costs and Expenses. The cost of product sales as a percentage of product
sales was constant at approximately 46% for the first three and nine months of
fiscal 1997 and 1996. In the current quarter and nine month period, increased
shipments of the latest family of DXA bone densitometers, the ACCLAIM series,
which earns a better gross margin than the Company's older DXA systems, a
volume increase in the number of DXA systems sold resulting in certain
manufacturing efficiencies and an increase in sales by the Company's direct
sales force (primarily in the United States) which results in higher average
selling prices were offset by an increase in costs and lower sales of the mini
c-arm systems.

Research and development expenses increased 18% to $2,225,704 (8% of
total revenues) in the current quarter from $1,878,382 (7% of total revenues)
in the third quarter of fiscal 1996. For the current nine month period,
research and development expenses increased 20% to $6,162,790 (8% of total
revenues) from $5,123,385 (8% of total revenues) for the first nine months of
1996. The increase in research and development expenses in 1997 is primarily
due to the addition of engineering personnel working on the development of new
products, product enhancements and the funding of Serex, Inc. to develop a
biochemical marker strip test.

Selling and marketing expenses increased 8% to $4,734,783 (18% of
product sales) in the current quarter from $4,377,637 (17% of product sales)
in the third quarter of fiscal 1996. For the current nine month period,
selling and marketing expenses increased 14% to $13,826,980 (17% of product
sales) from $12,079,392 (19% of product sales) for the first nine months of
1996. The increase in selling and marketing expenses in 1997 is primarily due
to an increase in sales personnel and related expenses, marketing and
promotional costs and increased sales commissions based on the higher sales
volume in areas where commissions are generally paid, particularly in the
United States.

General and administrative expenses decreased 20% to $2,027,462 (8% of
total revenues) in the current quarter from $2,539,957 (10% of total
revenues) in the third quarter of fiscal 1996. During the first nine months
of fiscal 1997, general and administrative expenses increased 13% to
$7,726,109 (9% of total revenues) from $6,859,189 (10% of total revenues) in
the first nine months of 1996. The decrease in general and administrative
expenses in the current quarter from the third quarter of fiscal 1996 is
primarily due to a reduction in employee benefit related expenditures. The
increase in general and administrative expenses for the first nine months of
fiscal 1997 compared to the same period of fiscal 1996 was primarily due to
increased headcount and other compensation-related expenditures.

Litigation expenses incurred in the first quarter of fiscal 1996 were in
connection with the Company's disputes with Lunar and Oldelft. These disputes
were settled in November 1995 and May 1996, respectively.

Interest Income. Interest income increased to $1,384,626 in the current
quarter from $759,542 in the same quarter of fiscal 1996 and increased to
$3,717,041 in the current nine month period from $1,645,983 in the comparable
period in fiscal 1996 as the Company earned a slightly higher rate of return
on a higher investment base than in the prior year. In January 1996, the
Company received proceeds of approximately $49.2 million from a public sale of
Common Stock which increased the investment base. The Company also received
approximately $8.0 million from the exercise of FluoroScan warrants in July
1996. The Company has invested these proceeds in investment grade corporate
and government securities. In the current quarter and nine months, the
Company also increased the number of long-term receivables to Latin American
customers resulting in additional interest income.

Other Expense. In the third quarter and for the first nine months of
fiscal 1997, the Company incurred other expenses of $7,013 and $68,607,
respectively. These expenses were less than other expenses incurred in the
comparable periods of fiscal 1996 and were primarily attributable to the
interest costs on the line of credit established for use by the Company's
European subsidiaries and to a lesser extent in fiscal 1996 to foreign
currency exchange losses. The Company's European subsidiaries utilize the
line of credit to borrow funds in their local currencies to pay for all
intercompany sales, thereby reducing the foreign currency exposure on those
transactions. To the extent that foreign currency exchange rates fluctuate in
the future, the Company may be exposed to continued financial risk. Although
the Company has established a borrowing line denominated in the two foreign
currencies (the French Franc and the Belgian Franc) in which the subsidiaries
currently conduct business to minimize this risk, there can be no assurance
that the Company will be successful or can fully hedge its foreign currency
exposure.

Provision for Income Taxes. The Company's effective tax rate was 36.2%
in the first nine months of fiscal 1997 and 33.3% for the comparable period in
fiscal 1996. The increase in the effective tax rate is primarily due to the
significant increase in U.S. income. The effective tax rate is less than the
combined Federal and state statutory rates due primarily to the favorable
Federal and state tax treatment afforded the Company's foreign sales
corporation and the favorable state tax treatment of certain of the Company's
interest income.

Liquidity and Capital Resources

At June 28, 1997, working capital was approximately $107 million, and
cash, cash equivalents and short-term investments totaled $79 million. The
Company has funded its operations primarily through cash flows from operations
and the issuance of securities. The cash, cash equivalents and short-term
investments balance increased $3 million from September 28, 1996 primarily due
to operating activities which included net income of $13.8 million and an
increase in the Company's accrued expenses, which were partially offset by an
increase in accounts receivable and long-term investments. The increase in
accrued expenses and accounts receivable reflects the increase in the
Company's sales activity. At June 28, 1997, one customer had accounts
receivable outstanding of approximately $3 million which were within their
payment terms. The Company finances certain sales to Latin America over a two
to three year time frame. At June 28, 1997, the Company had long-term
accounts receivable outstanding of approximately $3.2 million relating to
these sales which were included in other assets. In the first nine months of
1997, the Company purchased approximately $1,440,000 of property and
equipment, primarily computers and other equipment associated with the hiring
of additional personnel.

The Company does not currently have any significant capital commitments
and believes that existing sources of liquidity, funds expected to be
generated from operations and a $3.0 million credit line for use by its
European subsidiaries, will provide adequate cash to fund the Company's
anticipated working capital and other cash needs for the foreseeable future.

Recent Accounting Pronouncements

Safe Harbor Statement Under the Private Securities Litigation Reform Act of
1995

Certain statements in this filing, and elsewhere (such as in other
filings by the Company with the Securities and Exchange Commission, press
releases, presentations by the Company or its management, and oral statements)
constitute "forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. Such forward-looking statements
involve known and unknown risks, uncertainties, and other factors which may
cause the actual results, performance, or achievements of the Company to be
materially different from any future results, performance, or achievements
expressed or implied by such forward-looking statements. Such factors
include, among other things, regulation, technical risks associated with the
development of new products, regulatory policies in the United States and
other countries, reimbursement policies of public and private health care
payors, introduction and acceptance of new drug therapies, competition from
existing products and from new products or technologies, and market and
general economic factors.

PART II - OTHER INFORMATION

HOLOGIC, INC. AND SUBSIDIARIES

Item 1. Legal Proceedings.

No material litigation.

Item 2. Changes in Securities.

None.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Submission of Matters to a Vote of Security-Holders.

None.

Item 5. Other Information.

None.

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

(a) Exhibits furnished:

(11) Statement Re: Computation of Earnings Per Share.
(27) Financial Data Schedule

(b) Reports on Form 8-K:

None.

HOLOGIC, INC. AND SUBSIDIARIES

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.

Hologic, Inc.
(Registrant)

August 11, 1997 /s/ S. David Ellenbogen
- --------------- ---------------------------
Date S. David Ellenbogen
Chairman and
Chief Executive Officer

August 11, 1997 /s/ Glenn P. Muir
- --------------- --------------------
Date Glenn P. Muir
Vice President, Finance
and Treasurer
(Principal Financial and
Chief Accountin Officer)

HOLOGIC, INC. AND SUBSIDIARIES
STATEMENT RE: COMPUTATION OF EARNINGS PER SHARE
(Unaudited)

Three Months Ended Nine Months Ended
June 28, June 29, June 28, June 29,
1997 1996 1997 1996
------- -------- ------- -------

PRIMARY:
Net income.......................... $4,746,303 $4,105,824 $13,805,498 $9,243,594
========== ========== =========== ==========
Weighted average common
shares outstanding............... 13,035,419 12,276,744 12,956,335 11,095,319
Common stock equivalents
outstanding pursuant to
the treasury stock method........ 640,934 1,101,726 702,001 992,334
--------- ---------- ---------- ----------
Primary weighted average number
of common and common equivalent
shares outstanding.............. 13,676,353 13,378,470 13,658,336 12,087,653
========== ========== ========== ==========
Per share amount.................... $ .35 $ .31 $ 1.01 $ .76
====== ======= ====== =====