Exhibit 13 Common Stock Prices The Company's common stock is traded on the American Stock Exchange. The following table sets forth the high and low sales prices on the American Stock Exchange for each quarterly period during fiscal 1996 and 1995. As of October 1, 1996, there were 292 shareholders of record of the Company. The Company declared dividends of $1.00 per share in each of fiscal 1996 and fiscal 1995. High/Low High/Low 1996/1995 Price Range 1995/1994 Price Range 1st Qtr. ended 10/31/95 26-3/4 - 24-1/4 1st Qtr. ended 10/31/94 30-1/4 - 27-1/4 2nd Qtr. ended 1/31/96 25-1/4 - 23-5/8 2nd Qtr. ended 1/31/95 28 - 26-1/4 3rd Qtr. ended 4/30/96 27-7/8 - 23-5/8 3rd Qtr. ended 4/30/95 30 - 26 4th Qtr. ended 7/31/96 31-3/4 - 25-7/8 4th Qtr. ended 7/31/95 31 - 26-1/2 2 Balance Sheets As of July 31, 1996 and 1995 1996 1995 Assets Current Assets: Cash and cash equivalents (including interest bearing instruments of $3,986,484 in 1996 and $2,465,471 in 1995) $ 4,660,050 $ 2,979,374 Marketable securities, at cost (approximates market) 0 850,066 Accounts receivable 5,855,052 7,789,259 Unbilled die costs 812,055 296,113 Inventories (Note 2): Work in process and finished goods 6,757,359 3,889,090 Raw materials 888,378 1,378,131 Total 7,645,737 5,267,221 Prepaid expenses and other assets 1,472,434 746,051 Deferred tax asset - current (Note 3) 59,000 4,000 Total current assets 20,504,328 17,932,084 Property, Plant and Equipment: Land 76,200 76,200 Buildings and improvements 3,528,518 3,384,684 Machinery and equipment 19,345,445 18,073,621 Total 22,950,163 21,534,505 Less accumulated depreciation 15,180,642 13,920,608 Net property, plant and equipment 7,769,521 7,613,897 Total Assets $ 28,273,849 $25,545,981 <FN> See notes to financial statements. 4 1996 1995 Liabilities and Shareholders' Investment Current Liabilities: Accounts payable $ 5,620,751 $ 3,420,655 Accrued wages and benefits 1,199,819 769,973 Accrued expenses 504,039 597,671 Accrued insurance 372,738 376,660 Taxes on income 41,420 30,199 Total current liabilities 7,738,767 5,195,158 Other Long-Term Liabilities (Notes 7, 9 and 10) 1,450,630 1,136,424 Deferred Tax Liability - Noncurrent (Note 3) 124,000 106,000 Shareholders' Investment: Preferred stock, $1 par value; 250,000 shares authorized, none outstanding Common stock, no par value; authorized 2,500,000 shares; 622,738 shares outstanding as of July 31, 1996 and 1995 (Note 11) 593,584 593,584 Retained earnings 18,366,868 18,514,815 Total shareholders' investment 18,960,452 19,108,399 Total Liabilities and Shareholders' Investment $ 28,273,849 $25,545,981 <FN> See notes to financial statements. 5 Statements of Operations Years Ended July 31, 1996, 1995 and 1994 1996 1995 1994 Net Sales (Note 8) $79,211,000 $62,635,405 $63,004,461 Cost and Expenses: Cost of products sold, other than items listed below 72,356,066 55,856,885 53,667,625 Depreciation 1,435,354 1,231,295 1,103,032 Pension expense (Note 4) 266,594 311,896 183,926 Selling and administrative expenses 4,445,464 4,121,134 4,056,140 Provision for plant consolidation (Note 9) 0 (800,000) 1,900,000 Total cost and expenses 78,503,478 60,721,210 60,910,723 Operating earnings 707,522 1,914,195 2,093,738 Interest income - net 121,173 285,010 495,275 Other income (86,904) 77,613 101,939 Earnings Before Income Taxes 741,791 2,276,818 2,690,952 Taxes on Income (Note 3) (267,000) (720,000) (882,000) Earnings after Income Taxes, before Cumulative Effect of Change in Method of Accounting for Income Taxes 474,791 1,556,818 1,808,952 Cumulative Effect of Change in Method of Accounting for Income Taxes (Note 1) 240,000 Net Earnings $ 474,791 $ 1,556,818 $2,048,952 Earnings per Share after Income Taxes, before Cumulative Effect of Change in Method of Accounting for Income Taxes $ .76 $ 2.21 $ 2.09 Earnings per Share on Cumulative Effect of Change in Method of Accounting for Income Taxes .28 Net Earnings per Common Share $ .76 $ 2.21 $ 2.37 Average Common Shares Outstanding 622,738 704,443 864,738 <FN> See notes to financial statements. 6 Statements of Cash Flows Years Ended July 31, 1996, 1995 and 1994 1996 1995 1994 Cash Flows from Operating Activities: Earnings after income taxes, before cumulative effect of change in method of accounting for income taxes $ 474,791 $ 1,556,818 $ 1,808,952 Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: Depreciation 1,435,354 1,231,295 1,103,032 Gain on sale of equipment (22,259) (35,661) (32,415) Provision for deferred taxes (37,000) 457,000 (794,000) Change in operating assets and liabilities: Accounts receivable 1,934,207 (497,596) (1,032,401) Unbilled die costs (515,942) (227,112) 404,829 Inventories (2,378,516) 1,588,712 (1,102,691) Prepaid expenses (726,383) 44,092 (160,925) Accounts payable and accrued expenses 2,846,594 (1,311,493) 2,642,569 Taxes on income 11,221 (199,258) 205,898 Net cash provided by operating activities 3,022,067 2,606,797 3,042,848 Cash Flows from Investing Activities: Proceeds from sale of marketable securities 4,485,879 Maturity of marketable securities 850,066 2,044,968 Proceeds from sale of equipment 114,000 88,900 97,140 Capital expenditures (1,682,719) (3,479,071) (1,186,516) Net cash provided by (used in) investing activities (718,653) (1,345,203) 3,396,503 Cash Flows from Financing Activities: Repurchase of stock (7,260,000) Dividends paid (622,738) (683,238) (864,738) Net cash used in financing activities (622,738) (7,943,238) (864,738) Increase (Decrease) in Cash and Cash Equivalents 1,680,676 (6,681,644) 5,574,613 Cash and Cash Equivalents at Beginning of Year 2,979,374 9,661,018 4,086,405 Cash and Cash Equivalents at End of Year $ 4,660,050 $ 2,979,374 $ 9,661,018 <FN> See notes to financial statements. 7 Statements of Shareholders' Investment Years Ended July 31, 1996, 1995 and 1994 Common Stock Issued Retained and Outstanding Earnings Shares Amount Balance, August 1, 1993 864,738 $824,255 $ 23,486,350 Cash dividends ($1.00 per share) (864,738) Net earnings 2,048,952 Balance, July 31, 1994 864,738 824,255 24,670,564 Cash dividends ($1.00 per share) (683,238) Net earnings 1,556,818 Repurchase of stock (Note 11) (242,000) (230,671) (7,029,329) Balance, July 31, 1995 622,738 593,584 18,514,815 Cash dividends ($1.00 per share) (622,738) Net earnings 474,791 Balance, July 31, 1996 622,738 $593,584 $ 18,366,868 <FN> See notes to financial statements. Notes to Financial Statements Years Ended July 31, 1996, 1995 and 1994 Note 1. Summary of Significant Accounting Policies The following is a summary of significant accounting policies followed by Howell Industries, Inc. (the "Company") in the preparation of the financial statements. Investments are classified as held-to-maturity based on the Company's intended use of the securities. Inventories are stated at the lower of cost or market. The cost of raw material and the material content of work-in-process and finished goods is determined by the last-in, first-out method (lifo). The cost of the remaining components of inventory, approximately 47% and 36% as of July 31, 1996 and 1995, respectively, is determined by the first-in, first-out method (fifo). Property, Plant, and Equipment are recorded at cost. The Company provides depreciation and amortization of plant and equipment by annual charges against earnings, generally on the straight-line method at rates based on the estimated useful lives of the respective depreciable assets. Estimated useful lives are generally as follows: Years Buildings and improvements 10-25 Machinery and equipment 5-25 Automobiles and trucks 3-5 Taxes on Income - Effective August 1, 1993, the Company adopted on a prospective basis the provisions of Statement of Financial Accounting Standards (sfas) No. 109, "Accounting for Income Taxes," which requires an asset liability approach and reporting for income taxes. Deferred income tax assets and liabilities are recorded for differences between the financial statement and tax bases of assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. The effect of the adoption of this statement was to increase earnings by approximately $240,000, shown as a cumulative effect of an accounting change. 8 Statements of Cash Flows - For purposes of the statements of cash flows, the Company considers all highly liquid investments with an original maturity of three months or less from the date of purchase to be cash equivalents. New Accounting Standards - In December 1991, the Financial Accounting Standards Board (the "fasb") issued sfas No. 107, "Disclosures about Fair Value of Financial Instruments." sfas No. 107 provides guidelines for disclosures of fair value information about financial instruments, both assets and liabilities recognized and not recognized in the statement of financial position. Additionally, sfas No. 119, "Disclosure about Derivative Financial Instruments and Fair Value of Financial Instruments," was issued in October 1994, and expands fair value disclosures for financial instruments. Both statements were adopted by the Company during the year ended July 31, 1996 and resulted in disclosure only impact on the financial statements. sfas No. 121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of," issued in March 1995, requires long-lived assets and intangibles to be reviewed for impairment whenever events or circumstances indicate their carrying amount may not be recoverable. This treatment does not differ from that previously employed by the Company. This statement was adopted by the Company during the year ended July 31, 1996 and resulted in no financial statement impact. The fasb also issued sfas No. 123, "Accounting for Stock-Based Compensation," which establishes a fair-value based method of accounting for stock-based compensation plans and sfas No. 125, "Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities," which uses a financial components approach that focuses on control to determine the proper accounting for financial asset transfers. Neither statement is expected to have a significant impact on the financial statements upon adoption during the year ended July 31, 1997. Use of Estimates in Preparation of Financial Statements - The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Reclassifications have been made to the prior year financial statements to conform to the presentation in 1996. Note 2. Inventories On a supplemental basis, if all inventories had been valued on the fifo method, the inventory balance would have been higher by approximately $1,506,000 in 1996 and $1,936,000 in 1995. Note 3. Taxes on Income Taxes on income are comprised of the following: Year Ended July 31 1996 1995 1994 Current: Federal $ 304,000 $253,000 $1,510,000 State and local 10,000 166,000 Deferred (credit) debit (37,000) 457,000 (794,000) Total $ 267,000 $720,000 $ 882,000 A reconciliation of the income tax provision to that which would result by applying the United States statutory tax rate (34%) to earnings before taxes follows: Year Ended July 31 1996 1995 1994 Tax based on statutory tax rate $ 252,000 $774,000 $ 915,000 Tax-exempt income (41,000) (86,000) (96,000) Tax deductible esop dividend (26,000) (30,000) (33,000) State and local income taxes, net of federal income tax benefit (7,000) 110,000 Other 82,000 69,000 (14,000) Taxes on income $ 267,000 $720,000 $ 882,000 9 Temporary differences and carryforwards which give rise to significant deferred tax assets and liabilities are: Year Ended July 31 1996 1995 Deferred tax assets: Reserves recorded for financial accounting purposes, not deductible for tax purposes until paid $459,000 $382,000 Employee benefits and payroll related deferrals 235,000 195,000 Total deferred tax assets 694,000 577,000 Current portion 87,000 23,000 Noncurrent portion - deferred tax assets $607,000 $554,000 Deferred tax liabilities: Employee benefits and payroll related deferrals $ 60,000 $ 28,000 Use of straight-line depreciation for book purposes and accelerated methods for tax purposes 671,000 632,000 Other 28,000 19,000 Total deferred tax liabilities 759,000 679,000 Current portion 28,000 19,000 Noncurrent portion - deferred tax liabilities $731,000 $660,000 Note 4. Employee Benefit Plans The Company has three noncontributory defined benefit pension plans covering substantially all of its employees and an unfunded noncontributory defined contribution plan for certain officers. Benefits, which differ by plan, are based on years of service and/or the employee's five-year average compensation. The Company's funding policy, for its defined benefit plans, is to contribute annually an amount necessary to meet or exceed the Employee Retirement Income Security Act's (erisa) minimum funding standards. As a result of the plant consolidation (see Note 9), in 1995 the Company recognized a curtailment in one of its pension plans. The curtailment approximated $80,000 and was accrued in 1994 as part of the plant consolidation reserve. This amount was reclassified in 1995 from plant consolidation reserve to net pension liability and is reflected in the funded status table below. The components of net pension cost are as follows: Year Ended July 31 1996 1995 1994 Defined benefit plans: Service cost - benefits earned during the year $ 194,643 $192,459 $159,944 Interest cost on projected benefit obligation 294,634 251,724 236,258 Actual return on plan assets (322,177) (372,711) (54,517) Net amortization and deferral and other 62,910 194,711 (183,448) Total 230,010 266,183 158,237 Defined contribution plan 36,584 45,713 25,689 Net pension costs $ 266,594 $311,896 $183,926 10 The following table sets forth the funded status and amounts recognized in the balance sheets for the defined benefit plans: Assets Accumulated Exceed Benefits Accumulated Exceed Benefits Assets July 31, 1996 Actuarial present value of benefit obligation: Vested benefit obligation $1,154,165 $2,534,402 Unvested benefit obligation 85,410 179,130 Accumulated benefit obligation 1,239,575 2,713,532 Effect of future salary increases 692,695 Projected benefit obligation for services rendered to date 1,932,270 2,713,532 Plan assets at fair value 2,153,554 2,162,481 Contribution adjustment 31,312 Plan assets greater (less) than projected benefit obligation 221,284 (519,739) Items not recognized in earnings: Unrecognized net loss (gain) (156,698) 48,316 Prior service cost not yet recognized in net periodic pension 150,096 398,426 Unrecognized net (asset) obligation at July 31, 1996 (118,760) 97,619 Adjustment required to recognize minimum liability (544,361) Net prepaid pension cost (pension liability) recognized in the balance sheet $ 95,922 $ (519,739) Assets Accumulated Exceed Benefits Accumulated Exceed Benefits Assets July 31, 1995 Actuarial present value of benefit obligation: Vested benefit obligation $1,010,422 $2,086,999 Unvested benefit obligation 77,729 89,494 Accumulated benefit obligation 1,088,151 2,176,493 Effect of future salary increases 785,716 Projected benefit obligation for services rendered to date 1,873,867 2,176,493 Plan assets at fair value 1,854,509 1,969,793 Plan assets less than projected benefit obligation (19,358) (206,700) Items not recognized in earnings: Unrecognized net loss (gain) 33,879 (47,381) Prior service cost not yet recognized in net periodic pension 169,339 129,342 Unrecognized net (asset) obligation at July 31, 1995 (143,502) 110,980 Adjustment required to recognize minimum liability (192,941) Net prepaid pension cost (pension liability) recognized in the balance sheet $ 40,358 $ (206,700) The actuarial assumptions used in determining the present value of the projected benefit obligations are: Year Ended July 31 1996 1995 1994 Weighted average discount rate 7.6% 7.6% 7.5% Increase in future compensation levels 5.0 5.0 5.0 The expected long-term rate of return on assets ranged from 7.50% to 7.25% in 1996, 1995 and 1994. Plan assets are invested in a portfolio of cash, income and equity securities and a diversified fund with guaranteed returns. The Company also maintains an Employee Stock Ownership Plan (esop) and an Employee Savings Plan (401(k) plan) covering substantially all employees not covered by a collective bargaining agreement. At July 31, 1996 and 1995, the esop owned 67,447 and 85,933 shares of common stock, respectively, all of which had been allocated to individual participants. 11 Contributions to the esop are authorized at the discretion of the Board of Directors. No contributions were charged to expense during 1996, 1995 or 1994. There were no amounts accrued at July 31, 1996, 1995 or 1994 for such contributions. The Employee Savings Plan provides for participants to contribute up to 10% of their annual compensation each year. In addition, the Company contributes an amount equal to 25% of the first $1,000 contributed by the employee, plus $200. Company contributions amounted to approximately $25,400 in 1996, $24,200 in 1995, and $27,300 in 1994. Note 5. Supplemental Cash Flows Disclosure Cash paid for income taxes was $990,000 in 1996, $768,000 in 1995 and $1,495,000 in 1994. Note 6. Line of Credit In 1995, the Company converted its $2,000,000 unsecured line of credit into a $4,000,000 unsecured line of credit with a 5% compensating balance agreement. The Company did not borrow under either of these lines of credit in 1996, 1995 or 1994. Note 7. Other Long-term Liabilities Other long-term liabilities are comprised of the following at July 31: 1996 1995 Reserve for plant consolidation (Note 9) $ 120,000 $ 120,000 Environmental reserve (Note 10) 1,003,552 706,045 Other 327,078 310,379 Total $1,450,630 $1,136,424 Note 8. Segment Information and Certain Concentrations The Company is an original equipment manufacturer of structural components for the automotive industry. Sales to the Company's major customers were $45,247,000 and $32,689,000 in 1996, $34,161,000 and $26,617,000 in 1995, and $31,161,000 and $28,484,000 in 1994. Discontinuation of business with the Company's major customers could affect operating results adversely. The Company's primary raw material in the manufacture of structural components is steel. Although steel is available in an adequate supply, a significant increase in the price of this raw material could affect operating results adversely. Note 9. Plant Consolidation In 1995, the Company substantially completed the consolidation of its manufacturing operations which resulted in moving the majority of production from the Lapeer, Michigan plant to the Masury, Ohio plant. The estimated costs of this process including severance pay, increased medical and other fringe benefits, increased pension costs due to a curtailment of one of the hourly pension plans, press moves and consulting fees, were accrued during the third quarter of 1994. Total expense of $1,900,000 was recorded (tax effect of $646,000). During 1995, $800,000 of these costs were returned to income after a determination that they would not be incurred. Approximately $765,000 was paid during 1995 primarily for severance pay and the press moves and $37,000 was paid during 1994 related to the consolidation of the manufacturing plants. Note 10. Contingencies At July 31, 1996, the Company had an accrued liability of approximately $1,004,000 relating to environmental matters. In one matter, the Company has been identified by a group of companies as a potentially responsible party related to a contaminated landfill along with numerous other potentially responsible parties. Although it is difficult to estimate the liability to the Company related to this matter, management believes that the amount accrued is reasonable based upon the information currently available and that eventual amounts paid for this matter will not have a materially adverse effect upon its financial condition. The Company also is defendant in lawsuits brought in July 1994 by a purchaser of a plant site, previously owned by the Company, and in September 1995 by the city in which the plant was located, alleging that the site was contaminated. In 1996, the Company agreed to pay $575,000 in settlement of the litigation, subject to government approvals. Management has accrued for this settlement amount during the year ended July 31, 1996. 12 Note 11. Stock Repurchase In fiscal 1995, the Company repurchased and retired 242,000 shares of common stock from certain major shareholders at a total cost of $7,260,000. Note 12. Operating Leases The Company rents its corporate headquarters and a warehouse under noncancelable operating leases. Total rent expense under these leases was $174,000 in 1996, $114,000 in 1995 and $92,000 in 1994. Aggregate minimum rental commitments under existing leases as of July 31, 1996 total $51,000 and are payable in the year ended July 31, 1997. Note 13. Research and Development Expense The Company performs research and development for the design of new products. Total research and development expense was $16,000 in 1996, $162,000 in 1995 and $142,000 in 1994. Note 14. Fair Value of Financial Instruments The carrying values of the Company's financial instruments, chiefly cash and cash equivalents, marketable securities, accounts receivable, prepaid expenses and other assets, accounts payable, accrued expenses and other long-term liabilities, approximated their fair values at July 31, 1996 and 1995, based on their short-term maturities. Independent Auditors' Report Shareholders and Board of Directors Howell Industries, Inc. Southfield, Michigan We have audited the accompanying balance sheets of Howell Industries, Inc. as of July 31, 1996 and 1995, and the related statements of operations, shareholders' investment, and cash flows for each of the three years in the period ended July 31, 1996. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, such financial statements present fairly, in all material respects, the financial position of Howell Industries, Inc. as of July 31, 1996 and 1995, and the results of its operations and its cash flows for each of the three years in the period ended July 31, 1996, in conformity with generally accepted accounting principles. As discussed in Note 1 to the financial statements, effective August 1, 1993 Howell Industries, Inc. changed its method of accounting for income taxes. /s/ Deloitte & Touche, LLP September 13, 1996 13 Selected Financial Data Years ended July 31 1996 1995 1994 1993 1992 Net sales $79,211,000 $62,635,405 $63,004,461 $45,385,637 $39,434,334 Cost of products sold 72,356,066 55,856,885 53,667,625 38,165,826 32,781,437 Depreciation 1,435,354 1,231,295 1,103,032 1,068,054 1,066,812 Provision for plant consolidation -- (800,000) 1,900,000 -- -- Interest income 121,393 287,498 496,286 573,632 845,923 Interest expense 220 2,488 1,011 42,767 -- Taxes on income 267,000 720,000 882,000 885,000 848,000 Earnings after income taxes, before cumulative effect of change in method of accounting for income taxes 474,791 1,556,818 1,808,952 2,220,915 2,032,387 Cumulative effect of change in method of accounting for income taxes -- -- 240,000 -- -- Net earnings 474,791 1,556,818 2,048,952 2,220,915 2,032,387 Earnings per share after income taxes, before cumulative effect of change in method of accounting for income taxes .76 2.21 2.09 2.56 2.28 Earnings per share on cumulative effect of change in method of accounting for income taxes -- -- 0.28 -- -- Net earnings per common share .76 2.21 2.37 2.56 2.28 Total assets 28,273,849 25,545,981 33,733,152 29,983,471 29,747,713 Dividends per share 1.00 1.00 1.00 1.00 1.00 Quarterly Earnings Data Quarter ended October 31, Quarter ended January 31, 1995 1994 1996 1995 Net sales $16,660,990 $17,465,568 $17,493,837 $14,465,928 Gross profit 1,408,881 1,772,373 1,458,346 1,486,489 Net earnings 311,197 574,221 301,471 479,247 Earnings per share 0.50 0.66 0.48 0.74 Quarter ended April 30, Quarter ended July 31, 1996 1995 1996 1995 Net sales $25,871,817 $15,929,143 $19,184,356 $14,774,766 Gross profit 2,411,315 1,363,501 252,662 995,805 Net earnings (loss) 523,179 231,317 (661,056) 272,033 Earnings (loss) per share 0.84 0.37 (1.06) 0.44 14 Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations 1996 versus 1995: The Company reported net earnings of $474,791 ($.76 per share) for the year ended July 31, 1996 compared to net earnings of $1,556,818 ($2.21 per share) for the year ended July 31, 1995. The reduction in net earnings is primarily a result of continued manufacturing inefficiencies at the Company's Masury plant. The inefficiencies were related to the start-up of production of a new part, sustained high production levels and carrying large inventories. Additionally, net earnings for 1995 included $800,000 returned to income for the reversal of previously recorded restructuring costs. Net sales increased 27% over the prior year, from $62,635,405 for the year ended July 31, 1995 to $79,211,000 for the year ended July 31, 1996 chiefly due to production of two significant parts and continued strength of light duty trucks sales. The sales increase was accompanied by increased product costs, which rose from 89% of sales in 1995 to 91% of sales in 1996. Selling and administrative expenses increased 8% during the year ended July 31, 1996 compared to the year ended July 31, 1995. The increase is due mainly to general salary increases and consulting fees incurred during fiscal 1996. Net interest income declined from $285,010 for the year ended July 31, 1995 to $121,173 for the year ended July 31, 1996 due to a concentration on short-term, liquid investments in 1996, resulting in lower returns. Additionally, other income declined from $77,613 at July 31, 1995 to ($86,904) at July 31, 1996. Settlement of litigation charges and lower prototype sales in 1996 versus 1995 were chiefly responsible for the decline over the prior year. 1995 versus 1994: The decrease in net earnings in fiscal 1995 over 1994 was primarily the result of manufacturing inefficiencies at the Masury plant stemming from the consolidation efforts and increases in raw material costs, resulting in a 4% increase in cost of products sold as a percentage of net sales. Interest income decreased in fiscal 1995 due to the lower average balance of investments during the year in comparison to fiscal 1994. Lower investments were maintained as the Company utilized funds to retire Company stock during the second quarter of 1995. Other income decreased due to additional charges for environmental matters. Additionally, plant consolidation reserves of $800,000 were reversed in fiscal 1995 due to the determination that $550,000 related to estimated workers' compensation claims and other amounts related to severance costs were unnecessary. Liquidity and Capital Resources During fiscal 1996, the Company provided cash from operating activities of $3,022,067, up 16% over 1995. The increase in cash from operating activities results from increases in depreciation and accounts payable and a decrease in accounts receivable net of increases in inventory over fiscal 1995. The Company has a $4,000,000 unsecured line of credit, converted from a $2,000,000 line of credit in fiscal 1995. No borrowings were made under these lines of credit in fiscal 1995 or 1996. The Company anticipates meeting its current demands with funds from operations. 15