1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 10-Q
(Mark one)
[X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the quarterly period ended April 30, 1998 or
[ ] Transition Report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the transition period from to
Commission File Number 0-6050
POWELL INDUSTRIES, INC.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
NEVADA 88-0106100
------------------------------ ---------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
8550 Mosley Drive, Houston, Texas 77075-1180
-------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (713) 944-6900
----------------
Indicate by "X" 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
--- ---
Common Stock, par value $.01 per share; 10,645,484 shares outstanding on April
30, 1998.
2
POWELL INDUSTRIES, INC.
PART I - Financial Information
Item 1. Financial Statements ............................. 3 - 9
Item 2. Management's Discussion and Analysis of
Financial Condition and Quarterly
Results of Operations.......................... 10- 11
PART II - Other Information and Signatures ......................... 12 - 14
3
Powell Industries, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(In Thousands, Except Share and Per Share Data)
April 30, October 31,
ASSETS 1998 1997
----------- -----------
(unaudited)
Current Assets:
Cash and cash equivalents............................................................... $ 1,936 $ 2,219
Accounts receivable, less allowance for doubtful accounts
of $503 and $465, respectively....................................................... 39,346 50,391
Costs and estimated earnings in excess of billings...................................... 17,131 18,986
Inventories............................................................................. 22,652 13,603
Deferred income taxes................................................................... 379 825
Income taxes receivable................................................................. 659 1,351
Prepaid expenses and other current assets............................................... 2,327 2,594
---------- ----------
Total Current Assets.................................................................. 84,430 89,969
Property, plant and equipment, net........................................................ 30,043 26,374
Deferred income taxes..................................................................... 1,339 1,578
Other assets.............................................................................. 4,929 4,946
---------- ----------
Total Assets.......................................................................... $ 120,741 $ 122,867
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts and income taxes payable....................................................... $ 12,735 $ 11,929
Accrued salaries, bonuses and commissions............................................... 4,411 6,737
Accrued product warranty................................................................ 1,521 1,511
Accrued legal expenses.................................................................. 2,750 3,785
Other accrued expenses.................................................................. 3,708 3,282
Billings in excess of costs and estimated earnings ..................................... 4,238 10,956
---------- ----------
Total Current Liabilities............................................................. 29,363 38,200
Long-term obligations..................................................................... 7,000 6,000
Deferred compensation expense............................................................. 1,125 1,128
Postretirement benefits liability......................................................... 1,052 1,232
Commitments and contingencies
Stockholders' Equity:
Preferred stock, par value $.01; 5,000,000 shares authorized; none issued
Common stock, par value $.01; 30,000,000 shares authorized;
10,645,979 and 10,642,779, shares issued and outstanding ............................ 106 106
Additional paid-in capital.............................................................. 5,845 5,782
Retained earnings....................................................................... 79,283 73,572
Deferred compensation-ESOP.............................................................. (3,033) (3,153)
---------- ----------
Total Stockholders' Equity............................................................ 82,201 76,307
---------- ----------
Total Liabilities and Stockholders' Equity............................................ $ 120,741 $ 122,867
========== ==========
The accompanying notes are an integral part of these condensed consolidated
financial statements.
3
4
Powell Industries, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations (unaudited)
(In Thousands, Except Per Share Data)
Three Months Ended April 30,
----------------------------
1998 1997
----------- -----------
Revenues.................................................................................. $ 53,989 $ 48,439
Cost of goods sold........................................................................ 41,708 35,897
----------- -----------
Gross profit.............................................................................. 12,281 12,542
Selling, general and administrative expenses.............................................. 7,335 7,535
----------- -----------
Earnings from operations before interest and income taxes................................. 4,946 5,007
Interest expense (income), net............................................................ 30 (98)
----------- -----------
Earnings from operations before income taxes.............................................. 4,916 5,105
Income tax provision...................................................................... 1,602 1,832
----------- -----------
Net earnings.............................................................................. 3,314 3,273
=========== ===========
Net earnings per common share:
Basic................................................................................... $ 0.31 $0.31
Diluted................................................................................. 0.31 0.30
Weighted average number of common shares outstanding...................................... 10,642,613 10,611,937
=========== ===========
Weighted average number of common and common equivalent shares outstanding................ 10,743,872 10,750,823
=========== ===========
The accompanying notes are an integral part of these condensed consolidated
financial statements.
4
5
Powell Industries, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations (unaudited)
(In Thousands, Except Per Share and Per Share Data)
Six Months Ended April 30,
--------------------------
1998 1997
----------- -----------
Revenues.................................................................................. $ 100,339 $ 91,566
Cost of goods sold........................................................................ 77,427 68,737
----------- -----------
Gross profit.............................................................................. 22,912 22,829
Selling, general and administrative expenses.............................................. 14,463 14,421
----------- -----------
Earnings from operations before interest and income taxes................................. 8,449 8,408
Interest expense (income), net............................................................ 53 (235)
----------- -----------
Earnings from operations before income taxes.............................................. 8,396 8,643
Income tax provision...................................................................... 2,684 3,001
----------- -----------
Net earnings.............................................................................. 5,712 5,642
=========== ===========
Net earnings per common share:
Basic................................................................................... $ 0.54 $ 0.53
Diluted................................................................................. 0.53 0.53
Weighted average number of common shares outstanding...................................... 10,641,806 10,608,864
=========== ===========
Weighted average number of common and common equivalent shares outstanding................ 10,753,379 10,741,457
=========== ===========
The accompanying notes are an integral part of these condensed consolidated
financial statements.
5
6
Powell Industries, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows (unaudited)
(In Thousands)
Six Months Ended April 30,
--------------------------
1998 1997
----------- -----------
Operating Activities:
Net earnings............................................................................ $ 5,712 $ 5,642
Adjustments to reconcile net earnings to net cash provided by (used in)
operating activities:
Depreciation and amortization......................................................... 1,977 1,754
Deferred income tax provision......................................................... 446 118
Postretirement benefits liability..................................................... (180) (91)
Changes in operating assets and liabilities:
Accounts receivable................................................................. 11,045 (1,791)
Costs and estimated earnings in excess of billings.................................. 1,855 (2,498)
Inventories......................................................................... (9,049) 946
Prepaid expenses and other current assets........................................... 267 (692)
Other assets........................................................................ 119 58
Accounts payable and income taxes payable or receivable............................. 1,498 7,305
Accrued liabilities................................................................. (2,925) (501)
Billings in excess of costs and estimated earnings.................................. (6,718) (579)
Deferred compensation expense....................................................... 117 (803)
----------- -----------
Net cash provided by operating activities................................................. 4,164 8,868
----------- -----------
Investing Activities:
Purchases of property, plant, and equipment............................................. (5,510) (6,003)
----------- -----------
Net cash used in investing activities..................................................... (5,510) (6,003)
----------- -----------
Financing Activities:
Net borrowings of long-term debt obligations............................................ 1,000 ---
Exercise of stock options............................................................... 63 46
----------- -----------
Net cash provided by financing activities................................................. 1,063 46
----------- -----------
Net increase (decrease) in cash and cash equivalents...................................... (283) 2,911
Cash and cash equivalents at beginning of period.......................................... 2,219 8,935
----------- -----------
Cash and cash equivalents at end of period................................................ $ 1,936 $ 11,846
=========== ===========
Supplemental disclosure of cash flow information (in thousands):
Cash paid during the quarter for:
Interest............................................................................ $ 171 $ 195
=========== ===========
Income taxes........................................................................ $ 0 $ 950
=========== ===========
The accompanying notes are an integral part of these condensed consolidated
financial statements.
6
7
Part I
Item 1
POWELL INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
A. BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements have been
prepared in accordance with the instructions to Form 10-Q and, in the opinion of
management, reflect all adjustments which are of a normal recurring nature
necessary for a fair presentation of financial position, results of operations
and cash flows. These financial statements should be read in conjunction with
the financial statements and notes thereto included in the Company's October 31,
1997 annual report on Form 10K.
B. INVENTORY
April 30, October 31,
1998 1997
------------ -----------
(unaudited)
The components of inventory are summarized below (in thousands):
Raw materials, parts and subassemblies.................................................... $ 11,556 $ 8,706
Work-in-process........................................................................... 11,096 4,897
---------- -----------
Total inventories......................................................................... $ 22,652 $ 13,603
========== ===========
C. PROPERTY, PLANT AND EQUIPMENT
April 30, October 31,
1998 1997
----------- -----------
(unaudited)
Property, plant and equipment is summarized below (in thousands):
Land...................................................................................... $ 3,078 $ 2,720
Buildings and improvements................................................................ 27,270 20,662
Machinery and equipment................................................................... 26,241 24,912
Furniture & fixtures...................................................................... 3,250 3,121
Construction in progress.................................................................. 1,682 4,596
---------- -----------
61,521 56,011
Less-accumulated depreciation............................................................. (31,478) (29,637)
---------- -----------
Total property, plant and equipment, net.................................................. $ 30,043 $ 26,374
========== ===========
7
8
Part I
Item 1
D. PRODUCTION CONTRACTS
For contracts in which the percentage-of-completion method is used, costs
and estimated earnings in excess of billings are reported as a current asset and
billings in excess of costs and estimated earnings are reported as a current
liability.
April 30, October 31,
1998 1997
------------ -----------
(unaudited)
Costs and estimated earnings......................................................... $ 48,208 $ 85,126
Progress billings.................................................................... (31,077) (66,140)
---------- ----------
Total costs and estimated earnings in excess of billings............................. $ 17,131 $ 18,986
========== ==========
Progress billings.................................................................... $ 84,510 $ 69,213
Costs and estimated earnings......................................................... (80,272) (58,257)
---------- ----------
Total billings in excess of costs and estimated earnings............................. $ 4,238 $ 10,956
========== ==========
E. EARNINGS PER SHARE
In 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 128, "Earnings per Share." Statement No. 128
replaced the previously reported primary and fully diluted earnings per share
with basic and diluted earnings per share. Unlike primary earnings per share,
basic earnings per share excludes any dilutive effects of options. Diluted
earnings per share is very similar to the previously reported primary earnings
per share. Earnings per share amounts for each period have been presented and
restated to conform to the Statement 128 requirements.
The following table sets forth the computation of basic and diluted
earnings per share (in thousands, except share and per share date):
Three months ended April 30, Six months ended April 30,
=========================== ==========================
1998 1997 1998 1997
------------ ------------ ------------ ------------
(unaudited) (unaudited)
Numerator:
Numerator for basic and diluted earnings per share-
income available to common shareholders $ 3,314 $ 3,273 $ 5,712 $ 5,642
============ ============ ============ ============
Denominator:
Denominator for basic earnings per share-
weighted-average shares 10,642,613 10,611,937 10,641,806 10,608,864
Effect of dilutive securities-
Employee incentive stock options 101,259 138,886 111,573 132,593
------------ ------------ ------------ ------------
Denominator for diluted earnings per share-adjusted
weighted-average shares assumed conversions 10,743,872 10,750,823 10,753,379 10,741,457
============ ============ ============ ============
Basic earnings per share $ 0.31 $ 0.31 $ 0.54 $ 0.53
============ ============ ============ ============
Diluted earnings per share $ 0.31 $ 0.30 $ 0.53 $ 0.53
============ ============ ============ ============
8
9
Part I
Item 1
F. COMMITMENTS AND CONTINGENCIES
On August 5, 1993, the Company was served with a lawsuit by National
Westminster Bank plc ("NatWest") alleging the Company had defaulted on a
Construction Guaranty provided to NatWest in 1992 in connection with a project
at MacDill Air Force Base. NatWest is seeking damages in excess of $20,000,000.
The Company has denied the substantive allegations of the complaint and has
filed counterclaims for damages against NatWest alleging fraud, bad faith and
failure to preserve and protect its collateral and seeking a declaratory
judgment that the Company is not in default of the Construction Guaranty.
On February 4, 1998, the United States District Court, Southern District of
New York, issued a memorandum and order denying the Company's motion for summary
judgment, and granting NatWest's motion for partial summary judgment, with
respect to certain defenses and one counterclaim of the Company. The Court
dismissed several of the Company's alleged defenses, in particular, (1) its
defense that the Company was fraudulently induced by NatWest into executing the
Construction Guaranty, (2) its defense that the contract between NatWest's
borrower, Empire Energy Management Systems, Inc., and the United States Air
Force was terminated for the convenience of the government, and (3) its defense
of secondary liability. The Court has set a trial date of September 14, 1998.
The ultimate disposition of the NatWest litigation is not presently
determinable. However, an unfavorable outcome to the NatWest litigation could
have a material effect on the Company's financial position and results of
operations.
9
10
Part I
Item 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND QUARTERLY RESULTS
OF OPERATIONS
RESULTS OF OPERATIONS
The following table sets forth, as a percentage of revenues, certain items from
the Consolidated Statements of Operations.
April 30, 1998 April 30, 1997
-----------------------------------------------------------
three months six months three months six months
ended ended ended ended
------------ ----------- ------------ ----------
Revenues 100.0% 100.0% 100.0% 100.0%
Gross Profit 22.7 22.8 25.9 24.9
Selling, general and administrative
expenses 13.6 14.4 15.6 15.7
Earnings from operations
before income taxes 9.1 8.4 10.5 9.4
Net earnings 6.1 5.7 6.6 6.2
Revenues for the quarter ended April 30, 1998 were up 11 percent to $53,989,000
from $48,439,000 in the second quarter of last year. Revenues for the six months
ended April 30, 1998 were up 9.6 percent to $100,339,000 from $91,566,000 in the
first six months of last year. The increases in revenues were mainly in the
domestic markets. The Asian monetary problems contributed to lower revenues at
two of Powell's subsidiaries.
Export revenues continued to be an important component of the Company's
operations accounting for $39,240,000 for the six months ending April 30, 1998
compared to $37,453,000 for the same period of 1997.
Gross profit, as a percentage of revenues, was 22.7 percent and 25.9 percent for
the quarters ended April 30, 1998 and 1997. The gross profit percentage for the
six months ended April 30, 1998 and 1997 was 22.8 percent and 24.9 percent,
respectively. The lower percentages in 1998 were mainly due to changes in
product mix shipped during 1998.
Selling, general and administrative expenses as a percentage of revenues were
13.6 percent and 15.6 percent for the quarters ended April 30, 1998 and 1997.
These percentages for the six months ended April 30, 1998 and 1997 were 14.4
percent and 15.7 percent. The decrease in percentages reflects a constant level
of expenses on higher volume of revenues.
Income tax provision The effective tax rate was 32.6 percent and 35.9 percent
for the quarters ended April 30, 1998 and 1997, respectively. For the six months
ended April 30, 1998 and 1997 the effective tax rate was 32.0 percent and 34.7
percent respectively. The decrease was primarily due to lower projected tax
rates for 1998 due to the higher estimated foreign sales corporation credits.
Earnings from continuing operations were $3,314,000 or $.31 per share for the
second quarter of fiscal 1998, a small increase from $3,273,000 or $.30 per
share for the same period last year. For the six months ended April 30, 1998,
net earnings were $5,712,000 or $.53 per share, compared with $5,642,000 or $.53
per share for the first six months of fiscal 1997. The per share data has been
calculated on a fully diluted basis per FASB 128 for all periods reported.
Backlog
The order backlog at April 30, 1998 was $158.9 million compared to $137.3
million at October 31, 1997.
10
11
LIQUIDITY AND CAPITAL RESOURCES
In August 1997, the Company entered into a $20,000,000 revolving line of credit
agreement with a major domestic bank. The Company had borrowings outstanding of
$7,000,000 under this line on April 30, 1998.
The Company's ability to satisfy its cash requirements is evaluated by analyzing
key measures of liquidity applicable to the Company. The following table is a
summary of the measures which are significant to management:
April 30, October 31, April 30,
1998 1997 1997
--------- ----------- ---------
Working Capital $55,067,000 $51,769,000 $46,956,000
Current Ratio 2.88 to 1 2.36 to 1 2.30 to 1
Debt to Capitalization .1 to 1 .1 to 1 .1 to 1
Management believes that the Company continues to maintain a strong liquidity
position. The increase in working capital at April 30, 1998, as compared to
October 31, 1997 is due mainly to a decrease in current assets (primarily
accounts receivable) offset by a decrease in current liabilities (primarily
billings in excess of cost and estimated earnings).
Cash and cash equivalents decreased by $283,000 during the six months ended
April 30, 1998. The primary use of cash during this period was for capital
expenditures mainly related to the continuing expansion of Powell Electrical
Manufacturing Company facilities and due to decreased current liabilities.
The Company's fiscal 1998 asset management program will continue to focus on the
collection of receivables and reduction in inventories. The Company plans to
satisfy its fiscal 1998 capital requirements and operating needs primarily with
funds available in cash and cash equivalents of $1,936,000, funds generated from
operating activities and funds available under its existing revolving credit
line.
The previous discussion should be read in conjunction with the consolidated
financial statements.
Any forward looking statements in the preceding paragraphs of this Form 10Q are
made pursuant to the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. Investors are cautioned that such forward looking statements
involve risks and uncertainty in that actual results may differ materially from
those projected in the forward looking statements. These risks and uncertainties
include, without limitation, difficulties which could arise in obtaining
materials or components in sufficient quantities as needed for the Company's
manufacturing and assembly operations, unforeseen political or economic problems
in countries to which the Company exports its products in relation to the
Company's principal competitors, any significant decrease in the Company's
backlog of orders, any material employee relations problems, or any material
litigation or claims made against the Company, as well as general market
conditions, competition and pricing.
11
12
Part II
OTHER INFORMATION
ITEM 1. Legal Proceedings
On August 5, 1993, the Company was served with a lawsuit by
National Westminster Bank plc ("NatWest") alleging the Company
had defaulted on a Construction Guaranty provided to NatWest
in 1992 in connection with a project at MacDill Air Force
Base. NatWest is seeking damages in excess of $20,000,000. The
Company has denied the substantive allegations of the
complaint and has filed counterclaims for damages against
NatWest alleging fraud, bad faith and failure to preserve and
protect its collateral and seeking a declaratory judgment that
the Company is not in default of the Construction Guaranty.
On February 4, 1998, the United States District Court,
Southern District of New York, issued a memorandum and order
denying the Company's motion for summary judgment, and
granting NatWest's motion for partial summary judgment, with
respect to certain defenses and one counterclaim of the
Company. The Court dismissed several of the Company's alleged
defenses, in particular, (1) its defense that the Company was
fraudulently induced by NatWest into executing the
Construction Guaranty, (2) its defense that the contract
between NatWest's borrower, Empire Energy Management Systems,
Inc., and the United States Air Force was terminated for the
convenience of the government, and (3) its defense of
secondary liability. The Court has set a trial date of
September 14, 1998.
The ultimate disposition of the NatWest litigation is not
presently determinable. However, an unfavorable outcome to the
NatWest litigation could have a material effect on the
Company's financial position and results of operations.
ITEM 2. Changes in Securities
None
ITEM 3. Defaults Upon Senior Securities
Not applicable
ITEM 4. Submission of Matters to a Vote of Security Holders
At the annual meeting of the shareholders of the Company held
on March 13, 1998, Thomas W. Powell, Lawrence R. Tanner, and
Joseph L. Becherer were elected as directors of the Company
with terms ending in 2001. As to each nominee for director,
the number of votes cast for or withheld, as well as the
number of abstentions and broker non-votes, were as follows:
Votes
Nominee Votes Cast For Withheld Abstentions Non-Votes
------- -------------- -------- ----------- ---------
Thomas W. Powell 9,792,962 195,947 --- 655,296
Lawrence R. Tanner 9,802,728 186,181 --- 655,296
Joseph L. Becherer 9,802,728 186,181 --- 655,296
At the annual meeting, the shareholders also approved and
ratified the actions of the directors and officers of the
Company during fiscal 1997 as the acts of the Company. The
number of votes cast for, against, or withheld, as well as the
number of abstentions and broker non-votes, with respect to
such matter was as follows:
Votes Cast
Votes Cast For Against Abstentions Non-Votes
-------------- ------- ----------- ---------
9,988,909 --- --- 655,296
12
13
ITEM 5. Other Information
None
ITEM 6. Exhibits and Reports on Form 8-K
a. Exhibits
3.1 - Articles of Incorporation and Certificates of Amendment
of Powell Industries, Inc. dated July 20, 1987 and March 13,
1992 (filed as Exhibit 3 to the Company's Form 10-K for the
fiscal year ended October 31, 1982, Form 10-Q for quarter
ended July 31, 1987, and Form 10-Q for quarter ended April 30,
1992, respectively, and incorporated herein by reference).
3.2 - By-laws of Powell Industries, Inc. (filed as Exhibit
3(ii) to the Company's Form 10-Q for the quarter ended April
30, 1995 and incorporated herein by reference).
10.1 - Powell Industries, Inc., Incentive Compensation Plan
for 1997 (filed as Exhibit 10.1 to the Company's Form 10-K for
the fiscal year ended October 31, 1997 and incorporated herein
by reference).
10.2 - Salary Continuation Agreement with William E. Powell,
dated July 17, 1984 (filed as Exhibit 10 to the Company's Form
10-K for the fiscal year ended October 31, 1984, and
incorporated herein by reference).
10.3 - Description of Supplemental Executive Benefit Plan
(filed as Exhibit 10 to the Company's Form 10-K for the fiscal
year ended October 31, 1984, and incorporated herein by
reference).
10.5 - Credit Agreement dated August 15, 1997 between Powell
Industries, Inc. and Bank of America, Texas, N.A. (filed as an
Exhibit to the Company's Form 10-Q for the quarter ended July
31, 1997 and incorporated herein by reference).
10.7 - 1992 Powell Industries, Inc. Stock Option Plan (filed
as Exhibit 4.2 to the Company's registration statement on Form
S-8 dated July 26, 1994 (File No. 33-81998) and incorporated
herein by reference).
10.8 - The Powell Industries, Inc. Directors' Fees Program
(filed as Exhibit 10.7 to the Company's Form 10-K for the
fiscal year ended October 31, 1992, and incorporated herein by
reference).
10.9 - The Powell Industries, Inc. Executive Severance
Protection Plan (filed as exhibit 10.7 to the Company's Form
10-Q for the quarter ended April 30, 1996, and incorporated
herein by reference).
10.10 - Amendment to Powell Industries, Inc. Stock Option Plan
(filed as exhibit 10.8 to the Company's Form 10-Q for the
quarter ended April 30, 1996 and incorporated herein by
reference).
27.0 Financial Data Schedule
b. Reports on Form 8K
None
13
14
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.
POWELL INDUSTRIES, INC.
Registrant
June 10, 1998
- ------------- --------------------------------
Date Thomas W. Powell
President and Chief Executive Officer
(Principal Executive Officer)
June 10, 1998
- ------------- --------------------------------
Date J.F. Ahart
Vice President,
Secretary-Treasurer
Chief Financial Officer
(Principal Financial and Accounting Officer)
15
INDEX TO EXHIBITS
Exhibit
Number Description
- ------- -----------
3.1 -- Articles of Incorporation and Certificates of Amendment
of Powell Industries, Inc. dated July 20, 1987 and March 13,
1992 (filed as Exhibit 3 to the Company's Form 10-K for the
fiscal year ended October 31, 1982, Form 10-Q for quarter
ended July 31, 1987, and Form 10-Q for quarter ended April 30,
1992, respectively, and incorporated herein by reference).
3.2 -- By-laws of Powell Industries, Inc. (filed as Exhibit
3(ii) to the Company's Form 10-Q for the quarter ended April
30, 1995 and incorporated herein by reference).
10.1 -- Powell Industries, Inc., Incentive Compensation Plan
for 1997 (filed as Exhibit 10.1 to the Company's Form 10-K for
the fiscal year ended October 31, 1997 and incorporated herein
by reference).
10.2 -- Salary Continuation Agreement with William E. Powell,
dated July 17, 1984 (filed as Exhibit 10 to the Company's Form
10-K for the fiscal year ended October 31, 1984, and
incorporated herein by reference).
10.3 -- Description of Supplemental Executive Benefit Plan
(filed as Exhibit 10 to the Company's Form 10-K for the fiscal
year ended October 31, 1984, and incorporated herein by
reference).
10.5 -- Credit Agreement dated August 15, 1997 between Powell
Industries, Inc. and Bank of America, Texas, N.A. (filed as an
Exhibit to the Company's Form 10-Q for the quarter ended July
31, 1997 and incorporated herein by reference).
10.7 -- 1992 Powell Industries, Inc. Stock Option Plan (filed
as Exhibit 4.2 to the Company's registration statement on Form
S-8 dated July 26, 1994 (File No. 33-81998) and incorporated
herein by reference).
10.8 -- The Powell Industries, Inc. Directors' Fees Program
(filed as Exhibit 10.7 to the Company's Form 10-K for the
fiscal year ended October 31, 1992, and incorporated herein by
reference).
10.9 -- The Powell Industries, Inc. Executive Severance
Protection Plan (filed as exhibit 10.7 to the Company's Form
10-Q for the quarter ended April 30, 1996, and incorporated
herein by reference).
10.10 -- Amendment to Powell Industries, Inc. Stock Option Plan
(filed as exhibit 10.8 to the Company's Form 10-Q for the
quarter ended April 30, 1996 and incorporated herein by
reference).
27.0 -- Financial Data Schedule
5
1,000
3-MOS
OCT-31-1998
APR-30-1998
1,936
0
39,849
503
22,652
84,430
61,521
31,478
120,741
29,363
7,000
107
0
0
82,094
120,741
53,989
53,989
41,708
41,708
7,335
0
30
4,916
1,602
3,314
0
0
0
3,314
0.31
0.31
