10-Q/A

   1
                                 FORM 10-Q/A-1

                       SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549

                 QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF
                      THE SECURITIES EXCHANGE ACT OF 1934

For the Quarter Ended March 30, 1996

Commission file number 1-6687

                           JOHNSTON INDUSTRIES, INC.
                           -------------------------
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


                Delaware                                  11-1749980        
                --------                                  ----------        
    (State or other jurisdiction of                    (I.R.S. Employer     
     incorporation or organization)                   Identification No.)   
                                                                            
105 Thirteenth Street, Columbus, Georgia                     31901          
(Address of principal executive offices)                  (Zip Code)        

                                 (706) 641-3140
                                 --------------
              (Registrant's telephone number, including area code)

N/A
(Former name, former address and former fiscal year if changed since last
report.)

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
      ---                 ---

The number of shares outstanding of the Registrant's Common Stock as of March
30, 1996 was 10,327,660 shares.



                                       1


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This form 10-Q/A-1 amends Item 6 of that certain Form 10-Q  for the quarter
ended March 30, 1996 which was filed with the commission on May 20, 1996, (the
"Original Form 10-Q") by including the exhibits referred to below.

ITEM 6.      EXHIBITS AND REPORTS ON FORM 8-K

             (a)    Exhibits

                    27.1  Financial Data Schedule as of
                          March 30, 1996 and the three months then ended.

                    27.2  Restated Financial Data Schedule
                          as of March 31, 1995 and the three months then ended.



                                       2


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JOHNSTON INDUSTRIES, INC. AND SUBSIDIARIES

                                 SIGNATURES



     Pursuant to the requirements of the Securities and Exchange Act of 1934,
the undersigned has duly caused this amendment # 1 to its report on Form 10-Q
to be filed on its behalf by the undersigned hereto duly authorized.





                                     JOHNSTON INDUSTRIES, INC.


Dated:  July 9, 1996             By:  s/John W. Johnson
                                      -----------------------
                                      John W. Johnson
                                      Vice President
                                      Chief Financial Officer




                                 By:  s/John W. Johnson
                                      ------------------------------
                                      John W. Johnson
                                      (Principal Accounting Officer)




                                       3

EX-27.1

 

<ARTICLE> 5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
JOHNSTON INDUSTRIES, INC. AND SUBSIDIARIES FINANCIAL STATEMENTS AS OF
MARCH 30, 1996 AND FOR THE THREE MONTHS THEN ENDED AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.

       
                             
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          MAR-30-1996
<PERIOD-END>                               MAR-30-1996
<CASH>                                       3,722,000
<SECURITIES>                                         0
<RECEIVABLES>                               47,264,000
<ALLOWANCES>                                 1,966,000
<INVENTORY>                                 62,369,000
<CURRENT-ASSETS>                           130,201,000
<PP&E>                                     218,387,000
<DEPRECIATION>                             (90,442,000)
<TOTAL-ASSETS>                             279,904,000
<CURRENT-LIABILITIES>                       47,790,000
<BONDS>                                    149,881,000
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                      3,000
<COMMON>                                     1,245,000
<OTHER-SE>                                  58,748,000
<TOTAL-LIABILITY-AND-EQUITY>               279,904,000
<SALES>                                     84,030,000
<TOTAL-REVENUES>                            84,030,000
<CGS>                                       68,757,000
<TOTAL-COSTS>                               82,174,000
<OTHER-EXPENSES>                             2,424,000
<LOSS-PROVISION>                                   (99)
<INTEREST-EXPENSE>                           2,302,000
<INCOME-PRETAX>                               (568,000)
<INCOME-TAX>                                  (647,000)
<INCOME-CONTINUING>                          1,279,000
<DISCONTINUED>                                 969,000
<EXTRAORDINARY>                                527,000
<CHANGES>                                            0
<NET-INCOME>                                 1,721,000
<EPS-PRIMARY>                                      .16
<EPS-DILUTED>                                        0
        



 

EX-27.2

 

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE 
JOHNSTON INDUSTRIES, INC. AND SUBSIDIARIES FINANCIAL STATEMENTS AS OF 
MARCH 31, 1995 AND FOR THE THREE MONTHS THEN ENDED AND IS QUALIFIED 
IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.

       
                             
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          MAR-31-1995
<PERIOD-END>                               MAR-31-1995
<CASH>                                       4,227,000
<SECURITIES>                                         0
<RECEIVABLES>                               43,156,000
<ALLOWANCES>                                 1,433,000
<INVENTORY>                                 53,633,000
<CURRENT-ASSETS>                           114,210,000
<PP&E>                                     186,356,000
<DEPRECIATION>                              75,510,000
<TOTAL-ASSETS>                             233,414,000
<CURRENT-LIABILITIES>                       41,044,000
<BONDS>                                     87,320,000
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                          0
<COMMON>                                     1,241,000
<OTHER-SE>                                  61,243,000
<TOTAL-LIABILITY-AND-EQUITY>               233,414,000
<SALES>                                     90,536,000
<TOTAL-REVENUES>                            90,536,000
<CGS>                                       72,545,000
<TOTAL-COSTS>                               83,331,000
<OTHER-EXPENSES>                               134,000
<LOSS-PROVISION>                               149,000
<INTEREST-EXPENSE>                           2,119,000
<INCOME-PRETAX>                              4,860,000
<INCOME-TAX>                                 2,001,000
<INCOME-CONTINUING>                            105,000
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                 2,633,000
<EPS-PRIMARY>                                      .10
<EPS-DILUTED>                                        0