Bannner.jpg (25312 bytes)Print Page  Close Window
SEC Filings
10-Q
ARGON ST, INC. filed this Form 10-Q on 12/13/1995
Entire Document
 << Previous Page | Next Page >>


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

                                 FORM 10-Q


[X]    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES 
       EXCHANGE ACT OF 1934                                 
      
For the quarter ended October 31, 1995      Commission File Number 0-8193

                                    OR

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

      For the transition period from ------ to ------ 


                        DAEDALUS ENTERPRISES, INC.
          (Exact name of registrant as specified in its charter)

           DELAWARE                                38-1873250
(State or other jurisdiction of                 (I.R.S. Employer
incorporation or organization)                 Identification No.)

            P.O. Box 1869
      Ann Arbor, Michigan 48106                    (313) 769-5649
(Address of principal executive offices)    (Registrant's telephone no.)

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 [ ]

Number of shares outstanding of common stock, $.01 par value, as of
December 8, 1995:   515,654 shares


<PAGE>

                      PART I - FINANCIAL INFORMATION

                DAEDALUS ENTERPRISES, INC. AND SUBSIDIARIES
        CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS - UNAUDITED

                                                   Three Months Ended
                                                       October 31,
                                                   ------------------  
                                                    1995        1994
                                                   ------      ------
Operating Revenue
   Standard products.............................$ 488,576    $30,901
   Product development...........................   64,692    376,488
                                                  --------    -------  
                                                   553,268    407,389
Other Income.....................................      325      2,148
                                                  --------    -------   
                                                   553,593    409,537
Cost and Expenses
   Cost of revenue - standard products...........  346,815      8,818
   Cost of revenue - product development.........   66,514    208,878
   Research and development......................  117,529    267,719
   Selling and administrative....................  303,994    360,447
   Interest......................................   16,383     11,314
                                                  --------    -------
                                                   851,235    857,176
                                                   -------    -------
                      LOSS BEFORE INCOME TAXES    (297,642)  (447,639)
Credit for Income Taxes - Note D.................  (17,000)  (151,000)
                                                   -------    -------
                                      NET LOSS   $(280,642) $(296,639)
                                                   =======    =======
                   NET LOSS PER SHARE - Note F     $ (0.54)   $ (0.58)
                                                      ====       ====     
                 DIVIDENDS DECLARED PER SHARE      $  0.00    $  0.08
                                                      ====       ====

The accompanying notes are an integral part of these condensed financial
statements


<PAGE>

                DAEDALUS ENTERPRISES, INC. AND SUBSIDIARIES
                   CONSOLIDATED CONDENSED BALANCE SHEETS

                                                 October 31,    July 31,
                                                    1995          1995
                                                  ---------    ---------
                                                 (unaudited)  
ASSETS
Current Assets:
  Cash and cash equivalents..................... $  116,508  $    76,797
  Accounts receivable, less allowance of $2,500.    198,090      112,401
  Unbilled accounts receivable - Note C.........    613,948    1,289,583
  Inventories  - Note C.........................    656,200      635,541
  Deferred tax asset............................     57,000       57,000
  Deposits......................................          0      131,000
  Other current assets..........................     39,356       39,496
                                                  ---------  -----------
         TOTAL CURRENT ASSETS                     1,681,102    2,341,818
Property and Equipment: 
  Land..........................................    177,131      177,131
  Building......................................  1,433,898    1,433,898
  Machinery and equipment.......................    819,105      807,222
  Special equipment.............................    459,151      455,649
                                                 ----------  -----------  
                                                  2,889,285    2,873,900
  Less accumulated depreciation................. (1,511,277)  (1,464,358)
                                                 ----------  -----------  
                                                  1,378,008    1,409,542
Deferred Tax Asset..............................     88,000       71,000
Other Assets....................................     88,574      108,057
                                                 ----------  -----------  
                                                 $3,235,684  $ 3,930,417
                                                 ==========  ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
  Note payable to bank - Note E................. $  405,000     $642,000
  Accounts payable..............................     65,566      163,531
  Accrued contract costs........................     22,950       22,950
  Compensation and related accounts.............    133,033      150,401
  Accrued commissions...........................    115,874      176,755
  Customer deposits.............................          0        9,652
  Reserve for product warranties................     49,523       54,354
  Other accrued liabilities.....................     58,084       38,094
  Current portion of long-term debt - Note E....     32,588      282,608
                                                   --------     --------  
                      TOTAL CURRENT LIABILITIES     882,618    1,540,345
Long-term Debt - Note E.........................    241,635            0
Stockholders' Equity:
  Common stock, $.01 par value
    Authorized--2,000,000 shares
    Issued and outstanding--515,654 shares
           (July 31, 1995--514,913 shares)......     5,157        5,149
  Additional paid-in capital.................... 1,115,124    1,113,131
  Retained earnings.............................   991,150    1,271,792
                                                 ---------    ---------
                                                 2,111,431    2,390,072
                                                 ---------    ---------
                                                $3,235,684   $3,930,417
                                                 =========    =========

The accompanying notes are an integral part of these condensed financial 
statements


<PAGE>

                DAEDALUS ENTERPRISES, INC. AND SUBSIDIARIES
             CONSOLIDATED STATEMENT OF CASH FLOWS - UNAUDITED

                                             Increase (Decrease) in Cash
                                                    Three Months Ended
                                                       October 31, 
                                                  1995           1994 
                                             -------------   ------------
Operating Activities  
  Net loss................................    $ (280,642)    $ (296,639) 
  Adjustments to reconcile net income to
    net cash used in opearting activities
      Depreciation........................        46,919         38,364 
      Amortization of software............        17,997         24,198 
      Increase in deferred tax asset......       (17,000)      (151,000)
      Decrease in accounts receivable.....       589,946        194,605 
      Increase in inventory...............       (20,659)       (38,546) 
      Decrease (increase) in other assets.       132,626         (1,206) 
      Decrease in accounts payable and
        accrued expenses..................      (161,055)       (56,253) 
      Decrease in customer deposits.......        (9,652)      (108,842) 
                                                ---------      --------- 
CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES  298,480       (395,319) 
                                                ---------      ---------
Investing Activities  
  Purchase of property and equipment.......      (15,385)       (52,482)
                                                ---------      --------- 
          CASH (USED IN) INVESTING ACTIVITIES    (15,385)       (52,482) 
                                                ---------      ---------
Financing Activities  
  Proceeds from revolving line of credit....     610,000        631,000 
  Payments on revolving line of credit......    (847,000)      (255,000) 
  Payments on long-term debt................      (8,385)        (8,474) 
  Proceeds of stock issued pursuant to
    stock option and stock purchase plan....       2,001          1,714
                                                ---------      ---------
CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES (243,384)       369,240 
                                                ---------      ---------
Increase (Decrease) in Cash.................      39,711        (78,561)
Cash and Cash Equivalents at Beginning
  of Year...................................      76,797        163,158
                                                ---------      --------
CASH AND CASH EQUIVALENTS AT END OF QUARTER     $116,508       $ 84,597
                                                =========      ========

The accompanying notes are an integral part of these condensed financial
statements


<PAGE>


NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
October 31, 1995

Note A - Basis of Presentation

The financial information included herein is unaudited; however, such
information reflects all adjustments (consisting solely of normal
recurring adjustments) that are, in the opinion of management, necessary
for a fair presentation of the results of operation, financial position
and cash flows for the periods presented.  The accompanying unaudited
financial statements have been prepared in accordance with the
instructions to Form 10-Q and, therefore, do not include all information
necessary to be in conformity with generally accepted accounting
principles.

Reference is made to the Notes to Consolidated Financial Statements in
the Annual Report to Stockholders for the year ended July 31, 1995.

The results of operations for the three months ended October 31, 1995 are
not necessarily indicative of the results to be expected for the full
year.

Note B - Unbilled Accounts Receivable

Unbilled accounts receivable represent the revenue recognized pursuant to
standard system contracts and customer-funded product development
contracts using the percentage-of-completion method but which are not yet
billable under the terms of the contract.  These amounts are billable
based on contract terms either upon shipment of the items, presentations
of invoices, or completion of the contract.  The cost of such revenue is
determined generally by separate job cost accounts and involves no
deferral of cost.  If the estimated total costs on any contract indicate
a loss, the entire amount of the estimated loss is recognized
immediately.

Note C - Inventory

Inventory includes work-in-process of approximately $111,000 and $91,000
as of October 31, 1995 and July 31, 1995, respectively.  The remaining
inventory consists of parts and subassemblies, both purchased and
manufactured, that could be used in the manufacturing process or sold as
spare parts.

Note D - Income Taxes

The Company's provision for income taxes for the period ended October 31,
1994 was determined using the Company's estimated annual effective rate. 
The difference between the Company's effective rate and the statutory
rate of 35% is primarily due to surtax exemptions.


<PAGE>

For the period ended October 31, 1995, the Company has limited the
recognition of credit for income taxes due to the cumulative losses
realized in recent years. The Company generated a valuation allowance of
$84,000 in the quarter ended October 31, 1995.  The valuation allowance
relates to net operating loss generated in the current fiscal year.

Note E- Revolving Credit

On October 31, 1995, the Company had a $1,700,000 line of credit with a
bank, with availability subject to a formula, bearing interest at one and
one-half percent above the bank's prime rate.  The formula is the
appraised value of the Company's building, $1,712,000, less the amount of
the mortgage plus 75% of qualified accounts receivable and 50% of
qualified unbilled accounts receivable.  As of October 31, 1995, total
availability was approximately $1,476,000 pursuant to this availability
formula.  The Company had an outstanding balance under this line of
credit of approximately $405,000 and $642,000 at October 31 and July 31,
1995 with an additional $1,029,420 of the line reserved to support
existing standby letters of credit at October 31 and July 31, 1995.

The line of credit agreement includes certain covenants requiring the
Company to maintain a minimum tangible effective net worth and minimum
liquid asset to current liability and debt coverage ratios.  The Company
was in compliance with these covenants at October 31, 1995.  Continued
compliance is dependent upon the Company receiving a substantial amount
of new business in the second quarter of fiscal 1996.

Note F - Earnings Per Share

The computation of net earnings per share is based on the weighted
average number of shares of common stock outstanding during the three
month periods ended October 31, 1995 and 1994.  The weighted average
number of shares used in the computation was 515,404 and 511,907 for the
three months ended October 31, 1995 and 1994, respectively, all of which
were issued and outstanding.  No adjustments were made to either net loss
or the number of shares outstanding for common stock equivalents in
calculating earnings per share as such adjustments would have been
antidilutive.

There was no material difference between primary and fully diluted
earnings per share for the periods ended October 31, 1995 and 1994.

M
anagement's Discussion  and Analysis  of Financial Condition and Results
of Operations

General

The Company manufactures products for, and performs development projects
in, the field broadly described as "remote sensing".  The principal
products manufactured by the Company are airborne imaging systems which
are installed in aircraft for acquisition of data on environmental
parameters.  A principal application of the Company's remote


<PAGE>

sensing products has been the measurement of environmental parameters in
support of pollution control programs and environmental impact studies.  

The Company is also engaged in customer-funded projects for the
development of advanced equipment in the remote sensing field.  Some of
these projects may lead to the incorporation of newly developed
technology into existing or future product lines.  These two portions of
the business are conducted by the same pool of personnel using the same
equipment and operating space and constitute a single industry segment. 
The margins associated with these two portions of the business are
different, with standard products generally having higher margins than
customer-funded development projects.  The Company receives the majority
of its revenue from a small number of relatively large contracts.
Standard product contracts are generally of higher dollar value than
customer-funded product development contracts, with each contract
representing a substantial portion of total revenue each year. 
Therefore, the timing of the receipt of a standard product sales contract
as well as the related manufacturing endeavor can have a material impact
on a quarter-to-quarter or year-to-year comparison of the Company's
results of operations.  Most standard product sales contracts and some
customer-funded product development contracts are also accompanied by a
significant deposit.  Therefore, the timing of the contract receipt can
have a material impact on the Company's cash flow.

The Company has embarked on its growth plan and is in discussion with
several potential standard product customers regarding possible
contracts.  The Company is hopeful that it will receive these contracts
in fiscal 1996, although no assurances can be given.  See "Business
Development".  The Company's future liquidity, financial position and
results of operations and its ability to successfully execute its growth
plan are dependent upon its ability to generate increases in new business
and cash flow to a level sufficient to allow the Company to maintain its
compliance with the terms and covenants of its new line of credit
agreement.  The Company's long-term financial prospects are dependent
upon the Company's ability to successfully implement its growth plan and
attain consistent profitability.  The results of fiscal 1996 will be
largely dependent upon the receipt and the timing of the receipt of
potential contracts currently under discussion.  See "Business
Development" and "Liquidity and Sources of Capital".

Operating Revenue

Operating revenue was significantly higher in the first quarter of fiscal
1996 than in the first quarter of fiscal 1995, but was not adequate to
produce a profit for the quarter.  The vast majority of the increase in
standard product revenue is attributable to the two standard product
contracts received in the fourth quarter of fiscal 1995, one of which was
completed in the first quarter of fiscal 1996; the other was completed in
November, 1995.   Product development revenue declined in the first
quarter of fiscal 1996 as compared to the same period one year earlier
due to the low level of product development backlog at the beginning of
fiscal 1996 and the low level of product-development contracts received
in the quarter.


<PAGE>

The level of the Company's revenue and profits has historically
fluctuated from quarter-to-quarter and from year-to-year as the majority
of its revenue is derived from a small number of high dollar value
equipment sales to a relatively small number of customers.  Such
fluctuations are normal given the Company's reliance on a small number of
high value contracts for the majority of its revenue.  See "Business
Development - Growth Plan".

Domestic vs. International Revenue

International revenue generated approximately 83% of operating revenue in
the first quarter of fiscal 1996 as compared to 8% of operating revenue
in the first quarter of fiscal 1995.  The increase in international
revenue, both in absolute terms and as a percentage of operating revenue,
is attributable to two standard product contracts received by the Company
from European customers in the fourth quarter of fiscal 1995. 

Management expects the international market to continue to be a major
source of revenue in fiscal 1996 and future years.  To insure against
foreign currency transaction losses, international revenues are
contracted in US dollars.  The Company receives substantial deposits on
many large contracts with international customers.  Many such contracts
are secured by irrevocable letters of credit.  

Other Income

Other income, for the periods presented, is comprised principally of
interest income.  The level of such income is determined by cash on hand
and interest rates.  The timing of contract receipt and level of deposits
received have a substantial impact on such income.

Business Development

Growth Plan

One challenge facing the Company is to develop additional markets that
will allow future growth in revenue and profits.  In early fiscal 1995,
Management developed a three-pronged growth plan to add revenue and
profits to the Company's current core business. 

The first growth area involves the use and sale of airborne digital
cameras ("ADC") developed by the Company for the mapping of
infrastructure within narrow corridors.  Examples of the types of
infrastructure that would be mapped with such a system include gas
pipelines, electrical distribution systems, railroads and highways.  The
Company is currently developing an enhanced version of the ADC and is
investigating various image processing systems that may be bundled with
the ADC for delivery to its customers and for use by the Company in
performing services for customers.  The Company has recently received a
contract for which it will utilize the ADC and has partially completed
the contract.  The Company has also performed two demonstration projects
with its ADC and is hoping to use the data gathered as a result of these
projects to obtain a pilot program


<PAGE>

for its services from each of two potential customers.  The Company
believes that there is a sizable market for data that can be produced
with its current ADC and believes that the completion of the enhanced ADC
will give the Company added capabilities, increasing the size of the
potential market.

The second prong of the Company's growth plan involves the formation of
partnerships to obtain and perform international remote sensing programs. 
To this end, the Company entered into three teaming agreements in fiscal
1995 with the intent to sell the combined capabilities to large
consulting engineering companies that are typically the prime contractors
for such international programs.  The Company, through a sales
representative, is currently pursuing international remote sensing
programs.  To date, the Company has not received any contracts in this
area of business. 

The third growth area involves performing domestic environmental remote
sensing programs.  In order to exploit this market, the Company must
perform specific applications and show the results to be reliable and
cost-effective.  To that end, the Company has pursued and obtained a
small remote sensing program and is pursuing other demonstration
projects.  The Company plans to enter into additional business agreements
aimed at developing a corporate domestic environmental assessment
capability.  

Although implementation of the growth plan began in fiscal 1995, revenue
is not expected to be affected materially until late in fiscal 1996 at
the earliest.  If successful, these strategies are expected to reduce
fluctuations in the Company's revenue and earnings and enhance the
Company's profitability and shareholder value.  However, the Company's
implementation of these growth initiatives has been slowed by the small
size of the Company's staff and by its current financial position.  Also
contributing to the delay in implementing the growth plan is the
Company's lack of solid market information caused by the Company's
limited resources.  The Company is seeking partners and additional
financing to help bring these services into the market more quickly.  See
Liquidity and Sources of Capital.

New Orders and Backlog

In the first quarter of fiscal 1996, the Company received orders of
approximately $192,000 as compared to orders of approximately $155,000 in
the first quarter of the preceding year.  Approximately $130,000 of the
fiscal 1996 orders, including approximately $46,000 of service projects
relating to the growth plan, were for standard products.  The Company
received approximately $25,000 in standard product orders in the first
quarter of fiscal 1995, none of which are related to the growth plan.  

The Company's backlog at October 31, 1995 was approximately $213,000
compared to approximately $663,000 one year earlier.   The October 31,
1995 backlog includes approximately $147,000 of standard product backlog,
including $15,000 of service projects relating to the growth plan.  The
Company continues to receive new orders at a level below that required
for break-even.  As the Company expects to consume all of its


<PAGE>

October 31, 1995 backlog within the next few months, the Company's
ability to retain its line of credit and maintain its current operating
capabilities depends upon receiving significant orders in the next few
months.  See "Liquidity and Sources of Capital."  Management is hopeful
that such orders will be received, although no assurances can be given.

The Company is currently engaged in discussions for several substantial
standard product orders, some of which the Company hopes to receive in
the current fiscal year.  However, such negotiations have not been
finalized and there can be no assurance that such orders will be
received.  The Company was notified that it has won two Phase II Small
Business Innovative Research (product development) contracts for
approximately $600,000 each.  Receipt of these two NASA contracts,
however, has been postponed by delays in approving a US Federal
Government budget for the current fiscal year. 

The results of operations for future periods are dependent upon the
receipt of future orders and their timing.  The Company's long term
success is also dependent upon the success of Management's growth plan. 
Should the Company continue to receive orders during fiscal 1996 below
the level necessary to achieve profits, the Company would have to reduce
its level of operations accordingly and/or obtain other sources of
financing to allow the Company to continue operations.  Many of the
Company's current 24 employees have skills and knowledge that are crucial
to the Company and difficult to replace.  As a result, the Company
believes it would be very difficult to achieve substantial savings
through further reductions in staffing without impairing the Company's
ability to perform under current and anticipated contracts.

Cost of Revenue

In the first quarter of fiscal 1996, cost of revenue increased  as a
percentage of revenue due primarily to a lower than normal margin on one
of the standard product contracts received in the last quarter of fiscal
1995.  The Company operated significantly below capacity in the first
quarter of fiscal 1996 causing overhead rates to increase substantially
which contributed to the high cost of revenue percentage for that period. 
The cost of product development revenue in the first quarter of fiscal
1996 exceeded such revenue due to these much higher than normal overhead
rates.

The cost of revenue percentage for the remainder of fiscal 1996 will be
dependent upon the timing and mix of future contracts, some of which are
currently under negotiation.  See "Business Development - New Orders and
Backlog." 

Research and Development

Research and development expense declined in the first quarter of fiscal
1996 as compared to the same period one year earlier due primarily to the
completion of the development of the first generation ADC in fiscal 1995. 
The company is currently performing research on


<PAGE>

enhancements to the system, but this research requires less material and
labor than did the development of the original system.

Selling and Administrative Expense  

Selling and administrative expenses were lower in the first quarter of
fiscal 1996 as compared to the first quarter of fiscal 1995 as a result
of non-recurring marketing expenses which were incurred in the first
quarter of fiscal 1995.   

Interest

Interest expense increased in the first quarter of fiscal 1996 over the
same period one year earlier primarily due to the Company's increased use
of its line of credit.

LIQUIDITY AND SOURCES OF CAPITAL

The Company's primary sources of liquidity were funds from operations and
borrowings under a secured line of credit.  On October 30, 1995, the
Company and its bank entered into an agreement on a new line of credit
and a new mortgage. The interest rate on both the new line of credit and
the mortgage are one and one-half percent over the bank's prime rate,
10.25% at October 31, 1995.  The new mortgage requires the Company to
make monthly payments of $3,583 for both principal and interest and
requires a balloon payment on November 1, 2000.  The new line of credit
agreement, under which availability is subject to a formula, had a
ceiling of $1,700,000 which decreased to $1,500,000, with availability
subject to a formula, on December 1, 1995.

As of October 31, 1995, borrowings under the line of credit were limited
to approximately $1,476,000 pursuant to the availability formula.  At
that date, the Company had an outstanding balance of $405,000 under the
line of credit and approximately $1,029,000 of the line reserved to cover
two standby letters of credit.  On November 21, 1995, one of the standby
letters of credit, for $950,000, was canceled increasing availability by
a like amount.  The Company is currently in compliance with the covenants
of its financing agreements but the Company may fall into default in the
second quarter of fiscal 1996 if it fails to obtain a significant amount
of new business very soon.

The Company's bank has expressed concern over the Company's recent
losses. The Company must receive a substantial amount of new business in
the second quarter of fiscal 1996 in order for it to maintain compliance
with the financial covenants in its financing agreements.  The Company
also requires additional new business in the next few months to allow it
to retain its current line of credit.  The Company's ability to implement
its growth plan as a means of generating new business has been impaired
by the Company's low level of working capital.  See "Business
Development."  Management is currently exploring various alternatives to
acquire additional cash resources.  


<PAGE>

Working capital remained relatively unchanged between July 31, 1995 and
October 31, 1995, due largely to the reclassification of the non-current
portion of the mortgage from current liabilities to long-term debt.
Without this reclassification, working capital would have declined
approximately $240,000 in the first quarter of fiscal 1996. Current
assets declined by approximately $661,000 due primarily to the loss for
the quarter and payments on the line of credit from funds generated by
the collection of a large portion of the July 31, 1995 unbilled accounts
receivable.  Contributing to the decline in current assets in the first
quarter of fiscal 1995 was the reduction in deposits caused by the
shipment of certain prepaid deliverables to a customer pursuant to one of
the contracts received in the fourth quarter of fiscal 1995.

Current liabilities decreased in the quarter ended October 31, 1995 largely
due to the reduction in the balance in the Company's line of credit and the
reclassification of the non-current portion of the mortgage from current
liabilities to long-term debt.

The Company expects to invest approximately $300,000 for capital
expenditures, primarily for equipment and software relating to the
Company's growth plan, during fiscal 1996; but as of December 11, 1995,
the majority of these expenditures had not  yet been incurred.  The
Company also expects internal research and development costs to exceed
the fiscal 1995 level in the upcoming year as additional products are
developed and introduced.  During fiscal 1996, the Company also expects
to make significant investments in accordance with its growth plan in
selling and administrative expense. These expenditures are vital to the
future growth of the Company, and are expected to be funded by
operations, the Company's line of credit and possibly by other sources of
capital as described above.

Although Management believes that the Company has access to sufficient
sources of cash to meet its needs for the foreseeable future, this belief
is based upon Management's expectation that certain substantial contracts
will be received by the Company in fiscal 1996 and that the Company will
collect in excess of $600,000 in December 1995 on an order completed in
November 1995.  If the receipt of such contracts and payments do not
occur or are significantly delayed, and if the Company is unable to raise
additional capital as needed, the Company's liquidity, financial
position, results of operations and ability to successfully execute its
growth plan will be materially adversely affected.  Management believes
that should the Company receive the expected contracts in fiscal 1996 and
should an expansion of the current line of credit become required, the
Company will be able to obtain such a credit line expansion.


<PAGE>

 
                       PART II - OTHER INFORMATION

All items omitted are not applicable or the answers thereto are negative.


Item 6(a): Exhibits

Exhibit No.                        Description

  4.53          Fifth Amendment to Revolving Credit, Overline Credit and  
                Term Loan Agreement, between the Company and Comerica     
                Bank, dated October 30, 1995
  4.54          Revolving Credit Note between the Company and Comerica    
                Bank, dated October 30, 1995
  4.55          Mortgage Extension Agreement between the Company and      
                Comerica Bank, Dated October 30, 1995
    27          Financial Data Schedule



<PAGE>


                                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.


                                        DAEDALUS ENTERPRISES, INC.


Date: December 11, 1995             by: /s/ Thomas R. Ory
                                        --------------------------------  
                                        Thomas R. Ory, President      
                                        (Duly Authorized Officer,)


Date: December 11, 1995             by: /s/ Vincent J. Killewald
                                        --------------------------------
                                        Vincent J. Killewald, VP-Finance
                                        (Principal Financial Officer)




<PAGE>

                             INDEX TO EXHIBITS

   Exhibit No.                         Description
      4.53            Fifth Amendment to Revolving Credit, Overline       
                      Credit and Term Loan Agreement, between the Company 
                      and Comerica Bank, dated October 30, 1995
      4.54            Revolving Credit Note between the Company and       
                      Comerica Bank, dated October 30, 1995
      4.55            Mortgage Extension Agreement between the Company    
                      and Comerica Bank, Dated October 30, 1995
        27            Financial Data Schedule




 << Previous Page | Next Page >>