Maxwell Laboratories.

OTC-MXWL

Maxwell Laboratories is an advanced technical services company and leading developer and manufacturer of high-energy pulsed-power components and systems for the defense and energy markets. Maxwell also develops and manufactures products for commercial markets, involving micro-electronics, materials processing, food processing, packaging, and transportation. For the year ended July 31, 1993, total sales were $86.9 million, compared with $90.1 million in 1992. Net profits for 1993 were $1 million or $.40 a share, compared with a net loss of $3.9 million or $1.58 a share in 1992. Commercial sales in 1993 were more than 42 percent of total sales, compared with 36 percent of total sales the prior year. In 1992, a substantial restructuring effort was begun, and resulted in a loss for the year. In 1993, the restructuring was largely carried out, and the company successfully operated and reduced its facilities and work force. The restructuring was undertaken because of the likelihood of reduced levels of overall defense funding, and because of the impact of those reductions on the company. Sales in the company's largely defense-related Technology Programs and Services (TPS) business segment declined by more than $10 million, to 56 percent of total sales in 1993 from 65 percent of total sales in 1992. Commercial sales of the company's other business segment, Commercial, Industrial, and Scientific Products (CIS), increased again in 1993, to 42 percent of company sales, compared with 36 percent in 1992. Those sales largely offset the TPS decline.

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Directors

Alan C. Kolb, 64 ... has been a director of the company since 1970. He also served as a director from July 1965 to October 1967. He was elected chairman of the board and CEO of the company in June 1980. In August 1992, Dr. Kolb assumed the duties of president of the company.

Kedar D. Pyatt Jr., 60 ... has been a director and vice president of the company since February 1984, following the completion of a merger with S-Cubed and Maxwell Laboratories. Dr. Pyatt was elected senior vice president and chief technical officer of the company in August 1988.

Lewis J. Colby Jr., 59 ... has been a director of the company since 1983. He was senior vice president of technology of Allied-Signal, Inc. from 1985 to 1989.

Donn A. Starry, 68 ... has been a director of the company since 1983. Starry retired from the U.S. Army in 1983, after 40 years of active service. He is presently an advisor to industry and government in the United States and several foreign countries on armor/anti-armor combat systems and military command control systems at tactical, operational and strategic levels.

Henry F. Owsley, 38 ... has been a director of the company since 1991. He is a founding partner of Gordian Group L.P., a merchant banking firm formed in 1988. Maxwell Laboratories has retained Gordian Group L.P. to render consulting services during fiscal 1993.

Karl M. Samuelian, 61 ... has been a director and secretary of the company since 1967. From 1978 to 1980, Samuelian was chairman of the board of the company. He is a shareholder in the law firm of Parker, Milliken, Clark, O'Hara & Samuelian, A Professional Corp. The company has retained Parker, Milliken to provide legal services during fiscal 1993.

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