FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 ( X ) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 1997 OR ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to For Quarter Ended Commission File Number 0-14712 Fountain Powerboat Industries, Inc. (Exact name of registrant as specified in its charter) Nevada 56-1774895 (State or other (I.R.S. Identification No.) jurisdiction of incorporation or organization) Whichard's Beach Road P.O. Drawer 457 Washington, NC 27889 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (919) 975-2000 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 issurer's classes of common stock as of the latest practicable date. Class Outstanding at January 31, 1998 Common stock, $.01 par value 4,755,108 shares FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY INDEX PART I. Financial Information. Page No. Review Report of Independent Certified Public Accountants........................... 3 Consolidated Balance Sheets - Assets, December 31, 1997 and June 30, 1997......... 4 Consolidated Balance Sheets - Liabilities & Shareholders' Equity, December 31, 1997 and June 30, 1997............................ 5 Consolidated Statements of Income - Three Months Ended December 31, 1997 and December 31, 1996......................... 6-7 Consolidated Statements of Cash Flows - Three Months Ended December 31, 1997 and December 31, 1996........................ 8-9 Notes to Consolidated Financial Statements .... 10-14 Management's Discussion and Analysis of Results of Operations and Financial Condition.......................... 15-17 PART II. Other Information. Item 2. Changes in Securities............................. 17 Item 6. Exhibits and Reports on Form 8 and Form 8-K....... 17 Signature........................................ 18 -2- PRITCHETT, SILER & HARDY, P.C. 430 EAST 400 SOUTH SALT LAKE CITY, UTAH 84111 (801) 328-2727 To the Board of Directors FOUNTAIN POWERBOAT INDUSTRIES, INC. Washington, North Carolina We have reviewed the accompanying consolidated balance sheet of Fountain Powerboat Industries, Inc. as of December 31, 1997, and the related consolidated statements of income and cash flows for the three and six months then ended. All information included in these financial statements is the representation of the management of Fountain Powerboat Industries, Inc. We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data and making inquiries of Company personnel responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to the consolidated financial statements referred to above for them to be in conformity with generally accepted accounting principles. /s/ PRITCHETT, SILER & HARDY, P.C. PRITCHETT, SILER & HARDY, P.C. February 6, 1998 FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS ASSETS (Unaudited - See Accountants' Review Report) December 31, June 30, 1997 1997 ___________ ___________ CURRENT ASSETS: Cash and cash equivalents $ 1,952,689 $2,994,503 Certificates of deposit - 696,155 Accounts receivable, net 4,123,944 1,867,747 Inventories 6,253,788 3,937,757 Prepaid expenses 711,632 1,131,703 Deferred tax assets 979,553 369,268 ___________ ___________ Total Current Assets 14,021,606 10,997,133 ___________ ___________ PROPERTY, PLANT AND EQUIPMENT 29,458,550 24,554,322 Less: Accumulated depreciation (13,195,468) (12,335,166) ___________ ___________ 16,263,082 12,219,156 ___________ ___________ OTHER ASSETS 503,903 497,607 ___________ ___________ TOTAL ASSETS $30,788,591 $ 23,713,896 ___________ ___________ -4- [Continued] FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS LIABILITIES AND STOCKHOLDERS' EQUITY (Unaudited - See Accountants' Review Report) [Continued] December 31, June 30, 1997 1997 ___________ ___________ CURRENT LIABILITIES: Current portion/long-term debt $ 875,869 $ 595,607 Accounts payable 2,882,213 1,987,508 Accrued expenses 1,139,425 860,786 Dealer territory service accrual 1,382,262 1,637,572 Customer deposits 260,116 310,042 Allowance for boat repurchases 200,000 200,000 Reserve for warranty expense 500,000 500,000 Net liabilities of discontinued operations 74,774 213,697 Income taxes payable 824,730 - ___________ ___________ Total Current Liabilities 8,139,389 6,305,212 ___________ ___________ LONG-TERM DEBT, LESS CURRENT PORTION 9,539,912 7,677,771 NOTE PAYABLE - RELATED PARTY 415,821 - DEFERRED TAX LIABILITY 907,735 369,268 ___________ ___________ Total Liabilities 19,002,857 14,352,251 ___________ ___________ COMMITMENTS AND CONTINGENCIES [NOTE 6] - - STOCKHOLDERS' EQUITY: Common stock, $.01 par value, 200,000,000 shares authorized, 4,755,108 shares issued 47,551 47,251 Capital in excess of par value 10,624,940 10,517,740 Retained earnings (Deficit) accumulated 1,223,991 (1,092,598) ___________ ___________ 11,896,482 9,472,393 Less: Treasury stock (110,748) (110,748) ___________ ___________ Total Stockholders' Equity 11,785,734 9,361,645 ___________ ___________ $30,788,591 $23,713,896 ___________ ___________ The accompanying notes are an integral part of these financial statements. -5- FOUNTAIN POWERBOAT INDUSTRIES, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited - See Accountants' Review Report) For The Three Months Ended For The Six Months Ended December 31 December 31 1997 1996 1997 1996 NET SALES $13,091,803 $12,257,562 $24,613,237 $24,577,935 COST OF SALES 9,143,760 8,667,230 17,711,833 17,740,489 Gross Profit 3,948,043 3,590,332 6,901,404 6,837,446 EXPENSES Selling Expense 883,669 1,201,995 1,916,763 2,186,040 General & Administrative 776,467 516,360 1,497,200 1,182,340 General & Administrative - related parties 932 86,781 73,853 170,613 Total Expenses 1,661,068 1,805,136 3,487,816 3,538,993 OPERATING INCOME 2,286,975 1,785,196 3,413,588 3,298,453 NON-OPERATING INCOME (EXPENSE): Other Income 23,707 40,862 40,165 126,726 Interest Expense (135,161) (162,000) (281,133) (321,053) INCOME BEFORE INC. TAXES 2,175,521 1,664,058 3,172,620 3,104,127 CURRENT TAX EXPENSE 720,116 365,211 954,448 469,891 DEFERRED TAXES (BENEFIT) 109,154 - (71,818) - INCOME FROM CONTINUING OPERATIONS 1,346,251 1,298,847 2,289,990 2,634,236 DISCONTINUED OPERATIONS: Loss from Operations of Fountain Power, Inc. and Mach Performance, Inc. - 286,597 - 286,597 Estimated income on disposal of operations of Fountain Power, Inc. and Mach Performance, Inc. - - 26,600 - INCOME (LOSS) FROM DISCONTINUED OPER'S - (286,597) 26,600 (286,597) NET INCOME $1,346,251 $1,012,250 $2,316,590 $2,347,639 [Continued] -6- FOUNTAIN POWERBOAT INDUSTRIES, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited - See Accountants' Review Report) [Continued] For The Three Months Ended For The Six Months Ended December 31 December 31 1997 1996 1997 1996 BASIC EARNINGS PER SHARE: Continuing Operations $ .28 $ .28 $ .48 $ .57 Loss from Operations of Discontinued Segments - (.06) - (.06) Estimated Income on Disposal of Discontinued Segments - - .01 - TOTAL BASIC EARNINGS PER SHARE .28 .22 .49 .51 TOTAL SHARES OUTSTANDING 4,740,108 4,662,385 4,737,499 4,595,496 DILUTED EARNINGS PER SHARE: Continuing Operations $ .27 $ .26 $.45 $.54 Loss from Operations of Discontinued Segments - (.06) - (.06) Estimated Income on Disposal of Discontinued Segments - - .01 - TOTAL DILUTED EARNINGS PER SHARE .27 .20 .46 .48 DILUTED WEIGHTED AVERAGE SHARES O/S 5,028,127 5,060,707 5,078,379 4,934,288 The accompanying notes are an integral part of these financial statements. -7- FOUNTAIN POWERBOAT INDUSTRIES, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited - See Accountants' Review Report) Six Months Ended December 31, 1997 1996 CASH FLOWS FROM OPERATING ACTIVITIES: Net Income/Loss $2,316,590 $ 2,347,639 Adjustments to reconcile net income (loss) to net Cash provided by operating activities: Depreciation Expense 860,302 810,943 (Increase) decrease in accounts receivable (2,256,197) 756,976 (Increase) decrease in inventory (2,316,031) (1,511,706) (Increase) decrease in prepaid expenses 420,071 (178,400) (Increase) decrease in other assets (6,296) (419,424) Increase (decrease) in accounts payable 894,705 (239,174) Increase (decrease) in accrued expenses 278,639 435,276 Increase (decrease) in dealer service territory Accrual (255,310) - Increase (decrease) in customer deposits (49,926) (146,942) Net deferred taxes 752,912 365,211 Net liabilities of discontinued operations (138,923) - Net cash Provided by (Used in) Operating Activities 500,536 2,220,399 CASH FLOWS FROM INVESTING ACTIVITIES: Construction of molds, plugs and other tooling (869,007) (879,482) Purchase of property plant and equipment (4,035,222) (1,171,880) Proceeds from certificates of deposit, net 696,155 - Net Cash Provided by (Used in) Investing Activities (4,208,074) (2,051,362) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from long-term debt 2,875,000 7,500,000 Repayment of long-term debt (316,776) (5,576,605) Note payable - (1,416,333) Proceeds from issuance of common stock 107,500 1,123,750 Net Cash Provided by (Used in) Financing Activities 2,665,724 1,630,812 Net increase (decrease) in cash ( 1,041,814) 1,799,849 Cash at beginning of year 2,994,503 1,360,619 Cash at end of period 1,952,689 3,160,468 [Continued] -8- FOUNTAIN POWERBOAT INDUSTRIES, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited - See Accountants' Review Report) [Continued] For the Six Months Ended December 31, __________________________________ 1997 1996 __________________________ Supplemental Disclosures of Cash Flow information: Cash paid during the period for: Interest: Unrelated parties $ 272,297 $ 325,760 Related parties 8,836 - __________________________ $ 281,133 $ 325,760 __________________________ Income taxes $ 129,718 $ 469,891 __________________________ See accompanying Notes to Consolidated Financial Statements. -9- FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY Notes to Consolidated Financial Statements (Unaudited - See Accountants' Review Report) 1. Basis of Presentation. Although these statements have been reviewed by our independent auditors, they are Unaudited. The statements, in management's opinion, present fairly the Company's financial position and results of its operations for the interim periods presented. Certain information and footnotes disclosures normally included in the financial statements have been omitted. It is suggested that this Unaudited interim period financial information be read in conjunction with the Company's audited financial statements for the fiscal year ended June 30, 1997. The results of operations for the period ended December 31, 1997 are not necessarily indicative of the operating results for the full year. 2. Accounts Receivable. As of December 31, 1997, accounts receivable were $4,123,944 net of the allowance for bad debts of $31,928. This represents a increase of $2,256,197 from the $1,867,747 in net accounts receivable recorded at June 30, 1997. Of the $4,123,944 balance at December 31, 1997, $3,224,953 has subsequently been collected as of January 31, 1997, and the remaining $898,991 is believed to be fully collectible. 3. Inventories. Inventories at December 31, 1997 and June 30, 1997 consisted of the following: December 31, June 30, 1997 1997 Parts and supplies.................$ 4,458,029 $ 2,985,615 Work-in-process.................... 1,571,415 882,323 Finished goods..................... 202,933 169,819 Sportswear......................... 121,411 -0- Obsolete inventory reserve......... (100,000) (100,000) Total..............................$ 6,253,788 $ 3,937,757 ============= ============= -10- FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY Notes to Consolidated Financial Statements (Unaudited - See Accountants' Review Report) 4. Revenue Recognition. The Company sells boats only to authorized dealers and to the U.S. Government. A sale is recorded when a boat is shipped to a dealer or to the Government, legal title and all other incidents of ownership have passed from the Company to the dealer or to the Government, and an account receivable is recorded or payment is received from the dealer, from the Government, or from the dealer's third-party commercial lender. This is the method of sales recognition in use by most boat manufacturers. The Company has developed criteria for determining whether a shipment should be recorded as a sale or as a deferred sale (a balance sheet liability). The criteria for recording a sale are that the boat has been completed and shipped to a dealer or to the Government, that title and all other incidents of ownership have passed to the dealer or to the Government, and that there is no direct or indirect commitment to the dealer or to the Government to repurchase the boat or to pay floor plan interest for the dealer beyond the normal, published sales program terms. The sales incentive floor plan interest expense for each individual boat sale is accrued for the maximum six month (180 days) interest payment period in the same fiscal accounting period that the related boat sale is recorded. The entire six months' interest expense is accrued at the time of the sale because the Company considers it a selling expense. The amount of interest accrued is subsequently adjusted to reflect the actual number of days of remaining liability for floor plan interest for each individual boat remaining in the dealer's inventory and on floor plan. Presently, the Company's normal sales program provides for the payment of floor plan interest on behalf of its dealers for a maximum of six months. The Company believes that this program is currently competitive with the interest payment programs offered by other boat manufacturers, but may from time to time adopt and publish different programs as necessary in order to meet competition. -11- FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY Notes to Consolidated Financial Statements (Unaudited - See Accountants' Review Report) 5. Allowance and Qualifying Accounts. For the six months ended December 31, 1997, the Company adjusted its allowance and qualifying accounts as follows: Balance at Charged to Balance Beginning Cost and Additions at End of Period Expense (Deductions) of Period Allowance for boat repurchases $ 200,000 $ -0- $ -0- $ 200,000 Allowance for doubtful accounts 30,000 2,057 (129) 31,928 Allowance for warranty claims 500,000 67,987 (67,987) 500,000 Allowance for inventory values 100,000 -0- -0- 100,000 ---------- ---------- ---------- --------- Total $ 830,000 $70,044 $ (68,116) $831,928 ========== ========== ========== ========= In management's opinion, the balances of the allowance and qualifying accounts are adequate to provide for all reasonably anticipated future losses. 6. Commitments and Contingencies. The Company makes available through third-party finance companies floor plan financing for many of its dealers. Sales to participating dealers are approved by the respective finance companies. If a participating dealer does not satisfy its obligations under the floor plan financing agreement in effect with its commercial lender(s) and boats are subsequently repossessed by the lender(s), then under certain circumstances the Company may be required to repurchase the repossessed boats if it has executed a repurchase agreement with the lender(s). At December 31, 1997, the Company had a total contingent liability to repurchase boats in the event of dealer defaults and if repossessed by the commercial lenders amounting to approximately $18,070,000. -12- FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY Notes to Consolidated Financial Statements (Unaudited - See Accountants' Review Report) The Company has reserved for probable future losses it is expected to incur upon the repossession and repurchase of boats from commercial lenders. At December 31, 1997, the allowance for losses on boat repurchases was $200,000. The amount of the allowance is based upon probable future events which can be reasonably estimated. Additionally, as part of its normal sales program, the Company regularly pays a portion of dealers' interest charges for floor plan financing for up to six months. Such charges amounting to $221,285 for the second quarter of Fiscal 1998 are included in selling expenses in the accompanying statement of operations. 7. Transactions with Related Parties. 	Prior to 1993, the Company owned and operated an aircraft. During Fiscal 1993, the aircraft was sold to an officer and director of the Company. The Company has been leasing airplane services from the officer and director since that time. During the first quarter of Fiscal 1998, the board of directors determined to acquire an airplane for the Company and approved the acquisition of an airplane from Mr. Fountain for $1,375,000. The Company issued a note payable to Mr. Fountain for $415,821 and assumed the balance of a note payable to General Electric Capital Corporation for $959,179. 	The Company paid or accrued the following amounts for services rendered or for interest on indebtedness to related parties: Six Months Ended December 31, 1998 1997 Apartments - rentals $ 1902 $ 8,740 R.M. Fountain, Jr. - aircraft Rental 71,951 161,872 ----------- ----------- $ 73,853 $ 170,612 =========== =========== At December 31, 1997 the Company had travel advances and other receivables from employees in the amount of $125,270, of which $101,310 was due from an officer of the Company. For the six months ended December 31, 1997 the Company paid interest expense of $8000 to an Officer/Director of the Company. -13- FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY Notes to Consolidated Financial Statements (Unaudited - See Accountants' Review Report) 8. Income Taxes. During the second quarter of Fiscal 1998 ending December 31, 1997, as the Company has previously used up all of its net operating loss carry-forwards, the Company has provided $720,116 for current income taxes. 9. Stock Options. At December 31, 1997 there were 576,000 unexercised stock options, of which 516,000 were held by officers and directors of the Company at prices ranging from $3.583 to $8.167 per share. No options were exercised during the second quarter of this Fiscal year. 10. Earnings Per Share. The computation of earnings per share for the second quarter of the fiscal year ending December 31, 1997 changes from a calculation based on primary and fully diluted earnings per share to a computation based on basic and diluted earnings per share. The computation of basic earnings per share is based on the weighted actual number of shares issued and outstanding whereas the computation of diluted earnings per share is based on the weighted average number of outstanding common shares during the periods, plus, when their effect is dilutive, additional shares assuming the exercise of certain vested stock options, reduced by the number of shares which could be purchased from the proceeds from the exercise of the stock options assuming they were exercised. For comparison purposes, all prior periods have been restated to reflect basic and diluted earnings per share computations. 11. Discontinued Operations. Net (liabilities) of discontinued operations at December 31, 1997 consisted of the following: Equipment, net 	507,464 Accounts Payable	 (38,226) Warranty & returns reserve	(98,645) Customer deposits	 (4,966) Estimated loss on disposal	(440,401)	 	 _________ 				$ (74,774) 	 _________ 	 -14- 12. Common Stock Split. During July 1997, the Company approved a three-for-two forward stock split of all its previously issued and outstanding common stock including options to purchase common stock (effectively a three share for two share stock dividend). The shareholder record date was August 1, 1997. The split was accomplished during August. The effect of the common stock split has been reflected in these financial statements. 13.	Subsequent Events. Dissolution of Subsidiaries - Effective October 1, 1997, Fountain Trucking, Inc., Fountain Sportswear, Inc., Fountain Aviation, Inc. and Fountain Unlimited, Inc. were dissolved. In connection with the dissolution of the subsidiaries, the operations of Fountain Trucking, Inc. and Fountain Sportswear, Inc. were transferred to Fountain Powerboats, Inc. Management's Discussion and Analysis of Results of Operations 	and Financial Condition Results of Operations. The operating income for the second quarter ended December 31, 1997 was $2,286,975 or $.48 per share versus $1,785,196 or $.38 per share for the corresponding period of the previous year. Operating income as a percent of sales for the second quarter of Fiscal 1998 was 17.4% versus 15.0% for the same period the previous Fiscal year. The net income for the second quarter of Fiscal 1998 was $1,346,251 or $.28 per share. This compares to net income amounting to $1,012,250, or $.22 per share for the second quarter of Fiscal 1997. For the second quarter of Fiscal 1998, our actual net income was better than planned. Net sales were $13,091,803 for the second quarter of Fiscal 1998 as compared to $12,257,562 for the second quarter of the prior Fiscal year. Unit sales volume for the second quarter of Fiscal 1998 was 117 boats as compared to 120 boats for the second quarter of 1997. A smaller number of larger, higher priced, higher margin boats accounted for the overall higher sales volume than the second quarter of the previous Fiscal year. For the second quarter of Fiscal 1998, the gross margin on sales was $3,948,043 (30.2%) as compared to $3,590,332 (29.3%) for the second quarter of Fiscal 1997. Selling expenses were $883,669 for the second quarter of Fiscal 1998 as compared to $1,201,995 for the second quarter of last year. Most of the decrease for Fiscal 1998 was in promotional racing and advertising expense. General and administrative expenses were $777,399 for the second quarter of Fiscal 1998 as compared to $603,141 for the second quarter of last year. Most of the increase was in legal expense. -15- 	Interest expense for the second quarter of Fiscal 1998 was $135,161 as compared to $162,000 for the second quarter of last year. Interest expense is down due to restructuring and consolidation of several loans into one at a reduced interest rate during the second quarter of last year. Other non-operating (income)/expense for the second quarter of Fiscal 1998 was $(23,707) as compared to $(40,862) for the second quarter of last Fiscal year. Financial Condition. The Company's cash flows for the second three months of Fiscal 1998 are summarized as follows: Net cash used in operating activities....... $ 500,536 " " used in investing activities..... (4,208,074) " " " provided by financing activities. 2,665,724 Net decrease in cash...................$(1,041,814) =========== This net decrease compared to a $1,799,849 net increase for the second three months of the prior fiscal year. Cash used in the second three months of Fiscal 1998 to acquire additional property, plant, and equipment (investing activity) amounted to $4,904,229 of which $869,007 was for plugs, molds, and other product tooling. This was partially offset by the proceeds from a certificate of deposit. On December 31, 1996, the Company concluded a $10.000,000 credit agreement with General Electric Capital Corporation. Under the terms of the new credit agreement, the Company refinanced substantially all of its interest bearing debts and will have additional funds made available to it for expansion. Initially, the Company borrowed $7,500,000 from GE Capital Services primarily to refinance existing debts. All of the Company's prior interest bearing debts to MetLife Capital Corporation, Deutsche Financial Services, GE Capital Corporation, Branch Bank & Trust Leasing Corp., and other smaller creditors were paid off entirely. During the last Fiscal year, the Company borrowed another $1,000,000 from GE Capital Services to fund plant and equipment additions. An additional $1,500,000 was borrowed from GE Capital services during the second quarter of Fiscal 1998 to fund site development to accomodate testing of the 65' Super Cruiser, the initial yacht manufacturing facility and the tooling for the 65' Super Cruiser. The interest rate on the indebtedness to GE Capital Services is variable. There is a ten-year amortization of the debt with a five-year call. The loan is secured by all of the Company's real and personal property and by the Company's assignment of a $1,000,000 key man life insurance policy. -16- For the remainder of 1998 and beyond, the Company expects to generate sufficient cash through operations to meet its needs and obligations. Management believes that the Company' s sales and production volume will continue to grow with a corresponding increase in net earnings and cash flow. Most of the Company's cash resources will be used to maintain and improve its plant and equipment, for new product tooling and for line startup in the new interim yacht facility. We anticipate finishing our first yacht shortly with shipments beginning during the fourth quarter. Cautionary Statement for Purposes of "Safe Harbor" Under the Private Securities Reform Act of 1995. The Company may from time to time make forward-looking statements, including statements projecting, forecasting, or estimating the Company's performance and industry trends. The achievement of the projections, forecasts, or estimates contained in these statements is subject to certain risks and uncertainties, and actual results and events may differ materially from those projected, forecasted, or estimated. The applicable risks and uncertainties include general economic and industry conditions that affect all businesses, as well as, matters that are specific to the Company and the markets it serves. For example, the achievement of projections, forecasts, or estimates contained in the Company's forward-looking statements may be impacted by national and international economic conditions; compliance with governmental laws and regulations; accidents and acts of God; and all of the general risks associated with doing business. Risks that are specific to the Company and its markets include but are not limited to compliance with increasingly stringent environmental laws and regulations; the cyclical nature of the industry; competition in pricing and new product development from larger companies with substantial resources; the concentration of a substantial percentage of the Company's sales with a few major customers, the loss of, or change in demand from, any of which could have a material impact upon the Company; labor relations at the Company and at its customers and suppliers; and the Company's single-source supply and just-in-time inventory strategies for some critical boat components, including high performance engines, which could adversely affect production if a single-source supplier is unable for any reason to meet the Company's requirements on a timely basis. PART II. Other Information. ITEM 2: Change in Securities. There were no change in securities during the second quarter of Fiscal 1998. -17- ITEM 6: Exhibits and Reports on Form 8 and Form 8-K. (a) No Amendments on Form 8 were filed by the Registrant during the first six months of Fiscal 1998. 		 (b) No Current Reports on Form 8-K were filed by the Registrant during the first six months of Fiscal 1998. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. FOUNTAIN POWERBOAT INDUSTRIES, INC. (Registrant) By: /s/ Joseph F. Schemenauer Date: February 6, 1998 	Joseph F. Schemenauer 	Vice President, Chief Financial 	Officer, and Designated Principal 	Accounting Officer -18-