EXHIBIT 11.01

                        STATEMENT RE: EARNINGS PER SHARE

The calculation of earnings per share is detailed in the table below:
<TABLE>
<CAPTION>
                                                                     THREE MONTHS ENDED                       NINE MONTHS ENDED
                                                                         MARCH 31,                                MARCH 31,
                                                            -----------------------------------------------------------------------
                                                                      2001              2000                 2001              2000
                                                                      ----              ----                 ----              ----
<S>                                                              <C>               <C>                  <C>                <C>
EARNINGS
Net loss (in thousands)                                          $(2,517)          $(1,308)             $(2,739)           $(1,090)
                                                                 --------          --------             --------           --------

WEIGHTED AVERAGE NUMBER OF SHARES
Outstanding common stock during the period                      5,003,639         4,933,900            4,959,882          4,933,900
Contingently issuable shares                                                         24,392                   --             74,504
                                                                ---------         ---------            ---------          ----------

BASIC WEIGHTED AVERAGE NUMBER OF SHARES                         5,003,639         4,958,292            4,959,882          5,008,404
Effect of dilutive stock options and other contingent           ---------         ---------            ---------          ---------
shares

DILUTED WEIGHTED AVERAGE NUMBER OF SHARES                       5,003,639         4,958,292            4,959,882          5,008,404
                                                                =========         =========            =========          =========

Basic earnings per share                                          $(0.50)           $(0.26)              $(0.55)            $(0.22)
                                                                  =======           =======              =======            =======

Diluted earning per share                                         $(0.50)           $(0.26)              $(0.55)            $(0.22)
                                                                  =======           =======              =======            =======
</TABLE>


During the  nine-month  period-ended  March 31, 2001,  the Company issued 95,767
shares of common  stock,  which  reflected  69,739 and 25,982  weighted  average
shares  for  the  three-month  and  nine-month  period  ended  March  31,  2001,
respectively.  During the three-month  period-ended  March 31, 2001, the Company
issued  options to purchase  174,000  shares of its common  stock at an exercise
price of $2.00. The above dilutive earnings per share  calculations  exclude the
effect of warrants and options to purchase  1,624,500  and  1,624,500  shares of
common stock for the  three-month  and nine-month  periods ended March 31, 2001,
respectively,  at exercise  prices  ranging  from $2.00 to $12.00  respectively,
because  they  were  anti-dilutive.   The  above  dilutive  earnings  per  share
calculations  exclude the effect of warrants and options to purchase 329,000 and
329,000 shares of common stock for the three-month and nine-month  periods ended
March 31, 2000,  respectively,  at exercise prices ranging from $10.00 to $12.00
respectively,  because  they  were  anti-dilutive.  Also,  see  Note  3  to  the
Consolidated  Condensed  Financial  Statements related to contingently  issuable
shares related to an acquisition. The effect of contingent shares related to the
first  earn-out of American  Micro is not included,  as such payment was paid in
cash in March 2000. The effect of contingent  shares related to second  earn-out
of  American  Micro is not  included,  as such  amount was  recognized  with the
issuance of the notes payable to the former shareholders.