<PAGE>

                     SECURITIES AND EXCHANGE COMMISSION

                           Washington, DC  20549

                                 Form 10-K
(Mark One)
  X           ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D)
-----     OF THE SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED)
              FOR THE FISCAL YEAR ENDED DECEMBER 31, 1995.

           TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D)
-----   OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
          FOR THE TRANSITION PERIOD FROM ________ TO _______.

                        Commission File Number 0-5555

                           LIBERTY HOMES, INC.
           (Exact name of registrant as specified in its charter)

     INDIANA                                            35-1174256
(State of Incorporation)                    (I.R.S. Employer Identification No.)

P.O. BOX 35, GOSHEN, INDIANA                                          46527-0035
(Address of principal executive offices)                              (ZIP Code)

Registrant's telephone number, including area code: (219) 533-0431

Securities registered pursuant to Section 12 (g) of the Act:

                                                       NAME OF EACH EXCHANGE
        TITLE OF EACH CLASS                             ON WHICH REGISTERED
        -------------------                             -------------------
       Class A Common Stock                                   NASDAQ
       Class B Common Stock                                   NASDAQ    

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____
                                                   ----

Indicate by check mark if disclosure of delinquent filers pursuant to Item 
405 of Regulation S-K (229.405 of this chapter) is not contained herein, and 
will not be contained, to the best of registrant's knowledge, in definitive 
proxy or information statements incorporated by reference in Part III of this 
Form 10-K or any amendment to this form 10-K [ X ]

As of March 1, 1996, the aggregate market value of the voting Common Stock 
Class B, held by nonaffiliates (based upon its closing transaction price on 
the Composite Tape on such date) was approximately $8,314,814.  

Indicate the number of shares outstanding of each of the registrant's classes 
of common stock, as of the latest practicable date.

                                                           Shares of Outstanding
      Class                                                  at March 1, 1996
      -----                                                  ----------------
Class A Common Stock, $1,00 par value                           2,609,996

Class B Common Stock, $1.00 par value                           1,757,259

The Exhibit Index is located on page 21.


                                       1
<PAGE>
                                     PART I

ITEM 1.  BUSINESS
         Liberty Homes, Inc. (the "Company") was organized as an
Indiana corporation in 1970 as the successor to a business
founded in 1941.  The Company designs, manufactures and sells at
wholesale throughout most of the United States a broad line of
manufactured homes under various trade names.  Constructed on a
wheel-mounted under-carriage, a manufactured home is a
relocatable factory-built dwelling which, when towed to a
location, properly set up and connected to utilities, provides
permanent housing.  A manufactured home may also consist of two
or more units which are towed separately and when securely joined
together are called multi-sectional housing.  
         A manufactured home is to be distinguished from a travel
trailer, motor home or other recreational vehicle which is
generally used for living accommodations during relatively short
periods, primarily for vacation and recreational purposes.  
         The Company's typical manufactured home contains a living
room, dining area, kitchen equipped with range and refrigerator,
two, three, four or five bedrooms, and one or more baths complete
with tub and/or shower, flush toilet and lavatory.  The homes are
equipped with central heating, carpeting, a choice of coordinated


                                       2
<PAGE>

colors and interior decoration, and a wide range of floor plans. 
Single section homes are 12, 14, 15 or 16 feet wide and vary in
overall length from 36 to 80 feet (including about 4 feet for the
hitch).  Multi-section homes are two or three 12, 14, 15 or 16
foot wide sections, with overall lengths ranging from 36 to 80
feet (including about 4 feet for the hitch).  
         The Company utilizes assembly line techniques in the
production of its homes.  Steel for frames, axles, tires, steel,
wood or vinyl siding, lumber, ceiling materials, windows,
furniture, electrical and plumbing fixtures, and many other items
are purchased from numerous suppliers for fabrication or
assembly.  Sources of material are readily available and the
Company is not dependent upon any particular supplier for its raw
materials or component parts.  
         The Company sells its products through its employee-salesmen
to numerous independent dealers, most of whom also sell competing
products.  In the year ended December 31, 1995, the Company's
largest dealer accounted for approximately four percent of the
Company's sales.  The Company generally manufactures its homes
only after receipt of orders from its dealers, and sales backlogs
in the manufactured housing industry are traditionally short.  
         Retail prices for the Company's single section homes
typically 


                                       3
<PAGE>

range from approximately $15,000 to $40,000 and from
approximately $20,000 to $65,000 for multi-sections.  The
Company's homes generally fall within the lower price range of
the industry.
         Manufactured homes were sold by the Company during 
1995 to dealers in most of the continental United States.  
Transportation charges from the point of manufacture to the 
dealer are an important factor in the cost of a manufactured 
home and often influence a dealer's preference for similar 
products.  In general, most retail outlets are located within a 
500 mile radius of the manufacturing facility serving the 
dealer.
         In each of the geographical areas in which the Company
operates, it faces direct competition from other manufacturers,
some of whom are larger than the Company and possess greater
financial resources.  This group of competitors consists of
manufacturers who compete with the Company on a national level as
well as many others who are only regional in scope.  According to
data from the National Conference of States on Building Codes and
Standards (NCSBCS) at the end of 1995, there were 92 companies
operating 285 facilities producing manufactured housing in the
United States.  Due to transportation complexities, none of the
Company's products, and very little of the industry's product, is
shipped outside the United States.  According to the US
Department


                                       4
<PAGE>

of Commerce, Building Products Division, in 1994, the
latest full year statistics available, a total of 909 units with
a sales value of $13,137,000 were exported by the industry. 
Since the manufactured homes sold by the Company are a form of
housing, changes in factors which influence the national housing
market usually affect the Company's business, either beneficially
or adversely.  
         In addition, the quality and number of manufactured home
parks with space available for new homes sometimes affect the
market for manufactured homes.  Manufactured home parks and
placement of manufactured homes on real-estate type scattered
sites or sub-divisions are generally subject to local zoning
ordinances and other local regulations.  Any limitation of the
availability of space for manufactured homes due to any cause,
including such local ordinances, could adversely affect the
Company's business.  
         In 1994, the Company formed Waverlee Homes, Inc., a majority
owned subsidiary, which operates a production facility in
Hamilton, Alabama.  This operation incorporates many state-of-
the-art manufacturing concepts and enhances the Company's ability
to serve the market in the South Central United States. 
         In 1988, the Company's wholly-owned subsidiary, Irish Homes,
Inc., commenced operations to develop subdivisions using the


                                       5
<PAGE>

Company's manufactured homes.  The homes located within
subdivisions include a garage and are placed on a foundation with
the landscaping, concrete and other work, performed on site by
independent contractors.  
         The Company's ability to sell to its dealers is dependent to
a considerable degree upon the availability and terms of
financing both to its dealers and to the retail customers of its
dealers.  Consequently, increases in interest rates or tightening
of credit through governmental action or otherwise, could
adversely affect the Company's business.  Conversely, a lowering
of interest rates or relaxation of credit restraints could
improve the Company's business.  
         Because of their size and weight, manufactured homes are
generally transported by specially modified trucks.  Most states
require special permits for the movement of such homes. 
Typically, these permits prescribe the roads to be used, speed
limits, hours during which travel is permitted, types of
signaling devices which must be used, and other such
restrictions, primarily for safety purposes.  Seasonal weather
conditions can also be a factor for transportation.  
         The construction of manufactured homes, and the plumbing,
heating and electrical systems installed therein, are subject to


                                       6
<PAGE>

the National Manufactured Home Construction and Safety Standards
promulgated by the U.S. Department of Housing and Urban
Development (HUD) pursuant to authority granted them by the
National Manufactured Home Construction and Safety Standards Act
of 1974.  HUD has also promulgated lengthy and complex
regulations to implement and enforce the construction standards,
and there are substantial penalties for deviations from the
regulations.  
         In 1985, HUD promulgated a regulation regarding the content
of formaldehyde in certain products used in manufactured homes. 
This regulation provides, among other things, that a warning
notice regarding the health effects of formaldehyde be posted in
the home.  The Company believes that this regulation has
adversely affected the sale of its homes, although it is unable
to quantify the impact on sales.  
         Additionally, in 1994, HUD promulgated regulations
specifying minimum requirements for energy loss (insulation) and
structural soundness in high wind zones of the country.  These
regulations increased the cost of units sold by varying amounts
depending in which area of the United States the unit is sold. 
The cost of complying with these regulations has been passed on
to the consumer.  
         Dealers who purchase from the Company generally obtain


                                       7
<PAGE>

inventory financing from financial institutions (usually banks or 
finance companies) on a "floor plan" basis whereby the financial
institution obtains a lien upon, or title to, all or part of a
dealer's inventory.  To assist dealers in obtaining such
financing, the Company, in accordance with trade practice,
generally enters into repurchase agreements with lending
institutions whereby the Company, during the period (generally
not in excess of one year) pending sale to a retail customer,
agrees to repurchase a home so financed in the event of the
dealer's default and subsequent inability to repay the amount
borrowed from the financial institution.  In the event of
repurchase, the Company will experience a loss if the repurchase
price paid to the financial institution plus any related costs of
repossession (e.g., freight, repairs) exceed the proceeds
received by the Company from resale of the home repurchased.  The
Company's losses under these dealer repurchase agreements were
not significant for 1995, 1994 and 1993.

         Retail customers often finance their purchases with 
funds borrowed from banks, finance companies and savings and 
loan associations.  Such retail finance arrangements frequently 
call for an effective interest rate higher than that imposed 
for conventional home mortgage financing.  
         In 1990, the Company formed a wholly-owned subsidiary,


                                       8
<PAGE>

Arcadian Financial Services, Inc., to operate as a mortgage loan
broker.  The mortgages written include, but are not limited to,
the Company's products at the retail level.  All mortgages
written are sold to secondary financial markets, servicing
released.

EMPLOYEES

         As of February 24, 1996, the Company had approximately 1,220
full-time employees.  

ITEM 2.  PROPERTIES.

LOCATION
--------
Goshen, Indiana                                   Sheridan, Oregon
Syracuse, Indiana                                          Plant #1
Thomasville, Georgia                                       Plant #2
Yoder, Kansas                                     Ocala, Florida
Dorchester, Wisconsin                             Statesville, North Carolina
         Plant #1                                 Hamilton, Alabama
         Plant #2
Leola, Pennsylvania
         Plant #1
         Plant #2

        All of the Company's facilities are manufacturing
facilities, except for the Goshen, Indiana location which is the
Company's executive office and engineering and design center.  As
a result of declining market and industry conditions, the Company
suspended production at its Leola, Pennsylvania facility #1 in
1987; and the Thomasville, Georgia facility in 1990.  The Company
is pursuing the sale of these idle facilities.  
        The Company is planning major construction projects in 1996. 


                                       9
<PAGE>

The existing Yoder, Kansas plant will undergo a major renovation
and 54,000 square foot addition in order to aid manufacturing
efficiencies and provide more capacity for the expanding market. 
The Company's majority owned subsidiary, Waverlee Homes, Inc.,
plans to construct a 100,000 square foot production facility in
Northern Alabama to provide the Company with additional capacity
to serve the strong South Central United States market.  
        The Company owns all of its properties in fee simple and
believes that its facilities and equipment contained therein are
well maintained and in good condition.  All of the Company's
manufacturing facilities are intended for the manufacture of
manufactured homes, and in the Company's judgment, all are
adequate for their current use.  
        The Company's plants currently in production are utilized
during one shift per day.  

ITEM 3.  LEGAL PROCEEDINGS.
        The Company is party to various legal proceedings from the
normal course of operations.  The Company has provided for
anticipated losses resulting from the litigation.  In
management's opinion, the Company has adequate legal defenses and
does not believe these suits will materially affect the Company's
operations or financial position.

                                      10
<PAGE>

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

     There were no matters submitted to a vote of security
holders for the three months ended December 31, 1995.

                             PART II
ITEM 5.  MARKET FOR THE COMPANY'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS.

     The Company's 1995 Annual Report to Shareholders is an
exhibit of this filing.  The information under the caption
"Capital Stock" of the report is incorporated by reference as
Item 5 of this filing.  

ITEM 6. SELECTED FINANCIAL DATA.

     The Company's 1995 Annual Report to Shareholders is an
exhibit of this filing.  The information under the caption
"Selected Financial Data" of the report is incorporated by
reference as Item 6 of this filing.  

ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS.

     Liquidity and Capital Resources - Cash and cash equivalents
and short term investments as of December 31, 1995 and 1994
totaled $25,857,000 and $27,544,000, respectively.  Working
capital was $30,827,000 at year end 1995 and $35,004,000 at year
end 1994.  There was no debt at December 31, 1995 and 1994. 
Historically, the Company's financing needs have been met through
funds generated


                                      11
<PAGE>

internally.
     Capital expenditures during 1995 were $9,464,000 compared to
$4,616,000 in 1994.  Capital expenditures were made primarily to
increase manufacturing capacity, adopt new manufacturing
processes and to improve manufacturing efficiency.  
     Additionally, the Company continued its efforts to
repurchase shares of its Class A and Class B Common Stock under a
program approved by its Board of Directors in 1994.  At the end
of 1995, a total of 193,000 Class A Common Shares had been
repurchased and cancelled.  The Company plans to continue such
repurchases on the open market or in negotiated transactions at
management's discretion.  
     During 1996, the Company anticipates that cash flow from
operations and cash reserves will be sufficient to meet the
requirements for capital expenditures, working capital, stock
repurchases and dividend payments.  It also continues to pursue
the sale of its idle plants in Georgia and Pennsylvania.  
     Results of Operations - The Company achieved record sales
and income for 1995.  The Company's capital expansion program has
taken advantage of the growing manufactured housing industry. 
Consumer confidence and the general availability of favorable
home financing programs have provided growth opportunities to the
industry and to 


                                      12
<PAGE>

the Company.  During 1995, the Company's Alabama
facility, opened in November 1994, began contributing to the
profitability of the Company while the re-opened Kansas facility
experienced significant growth.  
     Net sales increased to $164,753,000 in 1995 from
$125,035,000 in 1994, a $39,718,000 or 32% increase.  The net
sales in 1994 were up $32,412,000 or 35% from $92,623,000 in
1993.  The markets served by the Alabama and Kansas facilities
provided the majority of 1995 growth while the Company's sales in
the remaining markets grew at a more modest pace.  Sales
improvement in 1994 was evenly spread in all the Company's
markets.
     Gross profit in 1995, 1994 and 1993 was $24,172,000,
$16,872,000 and $14,843,000, respectively.  The increases were
principally due to increased sales volume which provided more
dollars of gross profit but also spread fixed cost over a larger
volume.  Start up costs in the new Alabama facility negatively
affected gross profit in 1994 and for a portion of 1995.  The
Company was unable to pass on some material cost increases in
1994 due to sales order backlogs which resulted in some erosion
of margins in that year.
     Selling, general and administrative expenses have grown in
1995 and 1994 as a result of the Company's expanded business. 


                                      13
<PAGE>

These expenses amounted to $15,183,000 in 1995, $11,883,000 in
1994 and $10,071,000 in 1993 or 9.2%, 9.5% and 10.8% of sales,
respectively.  
     Interest and other income was $1,660,000 in 1995, $2,575,000
in 1994 and $875,000 in 1993.  Included in the 1994 amount is
$936,000 of gain on the sale of the Company's idle Texas
facility.  The remaining amounts are primarily from the
investment of cash during the year and variances are due to
varying interest rates and the amount of cash available to
invest.
     The Company generated net income in 1995 of $6,356,000 which
was a $1,532,000 or 32% increase over 1994, which included a net
after tax gain of $552,000 on the sale of the Company's Texas
facility.  Improved sales volume and margins provided most of
this growth.  Investment income was stable with a higher rate of
return earned on a lower average investment amount.  Start up
operating losses in the Alabama facility were experienced in 1994
and part of 1995.  However, for 1995, the facility contributed to
the profitability of the Company.  The net income for 1994 was
$4,824,000, a $1,559,000 or 48% increase over net income of
$3,265,000 in 1993.
     The Alabama expansion in 1994 was done through Waverlee
Homes, Inc., a majority owned subsidiary established in 1994. The


                                      14
<PAGE>

minority interest in the consolidated earnings and financial
position of the Company were immaterial in 1994.
     Outlook and Risk Factors - The Company plans to focus on its
business expansion through productivity improvements and cost
effective capital expenditures.  A new manufacturing facility in
northern Alabama and expansion and renovation of the Kansas
facility should facilitate the Company's growth in these market
areas. 
     The Company believes consumer housing needs and favorable
retail financing for its homes has had a positive impact on the
Company.  It should be noted, however, sales backlogs are
traditionally short, and dealer inventories do not fluctuate
substantially.  Order activity at the Company is indicative of
the day to day retail sales activity of its products.  Any
changes affecting retail customer demand, such as cost,
availability of favorable credit and unemployment, have an
immediate effect on the Company's operations.
     The Company participates in several dealer financing
programs which require it to repurchase homes which remain unsold
and in dealer inventory for a period of up to one year after
delivery to the dealer, if the dealer defaults on its financing
obligations.  Repurchased units are resold, although some
discounting may be


                                      15
<PAGE>

necessary and some loss may occur.  Prior year losses on such 
repurchases have not been material nor are they expected to be 
during 1996.  
     The manufactured housing industry is regulated by the U.S.
Department of Housing and Urban Development (HUD).  HUD has in
the past issued regulations which affected the content and
therefore cost of manufactured homes. Such increases in cost can
have an adverse effect on the industry and the Company.  However,
the Company is unable to quantify the direct impact on the
Company's sales.  The likelihood of future regulatory activity by
HUD is unknown and consequently there can be no assessment of
potential future adverse effects of new HUD regulations if such
regulations do occur.  

ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
     The Company's 1995 Annual Report to Stockholders is an
exhibit of this filing.  The information contained in the 1995,
1994 and 1993 consolidated financial statements and footnotes
thereto, together with the report thereon of Crowe Chizek and
Company LLP dated February 13, 1996, is incorporated by reference
as Item 8 of this filing.


                                      16
<PAGE>

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE.

     None. 

                         PART III 

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.

     Edward J. Hussey, age 78, has been President, Chairman of
the Board and a Director of the Company (or it predecessors)
since 1960, and is the father of Edward Joseph Hussey and Michael
F. Hussey.
     Edward Joseph Hussey, age 48, is an attorney and a son of
Edward J. Hussey.  He has been a Director of the Company and
Assistant Treasurer since 1981, Secretary of the Company since
1985 and was named Vice President of the Company in 1990.  In
September, 1987, he began employment with the Company on a full
time basis.  Since 1975, he has been associated with the law firm
of Hodges & Davis P.C., where he is still a shareholder.
     Michael F. Hussey, age 39, has been employed by the Company since
1980.  He was named Vice President of Finance in 1984 and became
a Director in 1988.  He is the son of Edward J. Hussey.
     David M. Huffine, age 47, has been a Director of the 
Company since 1988.  He has also held the position of President 
of Sky View Homes, Inc., Colorado Springs, Colorado since 1993. 
Prior thereto 


                                      17
<PAGE>

he was Chairman of the Board of Rampart Investigations, 
Colorado Springs, Colorado and Vice President of Calumet 
Securities Corporation, Schererville, Indiana.  
     Mitchell Day, age 40, has been a Director since 1995.  He
has also been President of Day Equipment Corporation, Goshen,
Indiana since 1984.  
     Ralph D. Ray, age 63, has been employed in various
management positions with the Company for 24 years.  He has been
Treasurer of the Company since 1984.  
     Dorothy L. Peterson, age 84, has been employed with the
Company since 1952.  She was appointed Assistant Treasurer in
1985. 
     Marc A. Dosmann, age 43, joined the Company in February,
1995 as Vice President and Chief Financial Officer.  From
January, 1990 to February, 1995, he was Corporate Controller of
Leer, Inc.
     Bruce A. McMillan, age 44, has served the Company
in various capacities for 24 years.  He was appointed to the
position of Vice President of Sales in 1994.  

ITEM 11. EXECUTIVE COMPENSATION.
     The Company's Proxy Statement for the Annual Meeting of
Shareholders to be held on April 25, 1996 includes information
under the caption "Executive Compensation (SUMMARY COMPENSATION
TABLE) and under the caption "Shareholder Return Performance"


                                      18
<PAGE>

(PERFORMANCE GRAPHS).  Those sections are exhibits of this filing
and are incorporated by reference as Item 11 of this filing.  

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND 
MANAGEMENT.
     The Company's Proxy Statement for the Annual Meeting of
Shareholders to be held on April 25, 1996 includes information
regarding SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS.  This
section is an exhibit of this filing and is incorporated by
reference as Item 12 of this filing.  

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
     None.

                             PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON
FORM 8-K.

     (a) 3. EXHIBITS
     The exhibits filed with this Form 10-K are listed in the
exhibit index located on page 21.  

     (b) REPORTS ON FORM 8-K
     No reports on Form 8-K were filed during the three months
ended December 31, 1995.


                                      19
<PAGE>

                           SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) 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.


                            Liberty Homes, Inc.
                            (Registrant)

March 26, 1996              By: /S/ MARC A. DOSMANN
                                -------------------
                            Marc A. Dosmann
                            Vice President - CFO
                            (Principal Financial and 
                            Accounting Officer)

    Pursuant to the requirements of the Securities Exchange Act
of 1934, this report has been signed below by the following
persons on behalf of the Registrant and in the capacities and on
the dates indicated.


/s/ Edward J. Hussey        President, Director, Chairman
------------------------    of the Board of Directors
Edward J. Hussey            (Principal Executive Officer)
                            March 26, 1996 

/s/ Edward Joseph Hussey    Director, Vice President,
------------------------    Secretary & Assistant Treasurer
Edward Joseph Hussey        March 26, 1996 

/s/ Michael F. Hussey       Director and Vice President - Finance
------------------------    March 26, 1996 
Michael F. Hussey


                                      20

<PAGE>

                          EXHIBIT INDEX
                                                            PAGES
                                                            -----
    3(a)    Articles of Incorporation of the Company.
            (File #0-5555, Form 10-K for the year ended 
            December 31, 1984)                                *

    3(b)    Amendment to Articles of Incorporation.
            (File #0-5555, Form 10-Q for the quarter ended
            March 31, 1985, Exhibit 4).                       *

    3(c)    By-laws of the Company.
            (File #0-5555, Form 10-K for the year ended 
            December 31, 1987)                                *

    10(a)   Employment Agreement between the Company          *
            and Edward Joseph Hussey dated September 
            14, 1993 (File #0-5555, Form 10-K for 
            the year ended December 31, 1993).  

    10(b)   Employment Agreement between the Company          *
            and Michael F. Hussey dated September 
            14, 1993 (File #0-5555, Form 10-K for
            the year ended December 31, 1993).  

    10(c)   Split-Dollar Insurance Plan effective June 11,    *
            1993 between the Company and Nancy A. Parrish
            and Michael F. Hussey, Trustees for the 
            Edward Joseph Hussey 1993 Irrevocable 
            Trust (File #0-5555, Form 10-K for the year 
            ended December 31, 1993)

    10(d)   Split-Dollar Insurance Plan effective June 11,    *
            1993 between the Company and Nancy A. Parrish 
            and John P. Hussey, Trustees for the Michael F.
            Hussey 1993 Irrevocable Trust 


                                      21
<PAGE>

                    EXHIBIT INDEX - CONTINUED
                                                            PAGES
                                                            -----
    13      Annual Report to Shareholders for 1995            23
            (Except for those portions of this report which
            are expressly incorporated by reference in this
            Form 10-K, the information contained in such 
            1995 Annual Report to Shareholders is not deemed
            "filed" as part of this Form 10-K).

    27      Financial Data Schedule                           

    99(a)   Executive Compensation - SUMMARY COMPENSATION
            TABLE                                             37

    99(b)   Shareholder Return Performance - PERFORMANCE
            GRAPH                                             38

    99(c)   SECURITY OWNERSHIP OF CERTAIN BENEFICIAL 
            OWNERS                                            39

    *  Incorporated by reference


                                      22