<PAGE> 1
                    U.S. Securities and Exchange Commission
                            Washington, D.C. 20549
         ------------------------------------------------------------

                                 Form 10-KSB
(Mark One)
            [ x ]  ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE
                   SECURITIES EXCHANGE ACT OF 1934

            For the fiscal year ended March 31, 1998

            [   ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
                   SECURITIES EXCHANGE ACT OF 1943

            For the transition period from                  to 
                                          ------------------  --------------
                        Commission file number 0-23898
         ------------------------------------------------------------
                               MITY-LITE, INC.
                (Name of small business issuer in its charter)

            Utah                                           87-0448892
 (State or other jurisdiction of                       (I.R.S. Employer
  incorporation or organization)                      Identification No.)

                             1301 West 400 North
                               Orem, Utah 84057
              (Address of principal executive offices, zip code)
                  Issuer's telephone number:  (801) 224-0589
         ------------------------------------------------------------
     Securities registered under Section 12(b) of the Exchange Act:  None
        Securities registered under Section 12(g) of the Exchange Act:
                                Title of class
                         Common Stock, par value $.01
         ------------------------------------------------------------
     Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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       
     Check if there is no disclosure of delinquent filers in response to Item
405 of Regulation S-B in this form, and no disclosure will 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-KSB or any
amendment to the Form 10-KSB. [x]
     The Company's net sales for the fiscal year just ended were $25,337,000. 
The aggregate market value of the registrant's voting Common Stock held by
non-affiliates of the registrant was approximately $27,300,000 (computed using
the closing price of $18.375 per share of Common Stock on May 22, 1998 as
reported by Nasdaq).  Shares of Common Stock held by each officer and director
(and their affiliates) and each person who owns 5 percent or more of the
outstanding Common Stock have been excluded in that such persons may be deemed
affiliates for purposes of this calculation.  The determination of affiliate
status is not necessarily a conclusive determination for other purposes.

     There were 3,264,934 shares of the registrant's Common Stock, par value
$.01 per share, outstanding on May 22, 1998.
<PAGE> 2
     TRANSITIONAL SMALL BUSINESS DISCLOSURE FORMAT (Check one:) Yes    No   x  
         ------------------------------------------------------------
     Portions of the registrant's definitive Proxy Statement for the Annual
Meeting of Shareholders scheduled to be held on August 20, 1998, which Proxy
Statement will be filed no later than 120 days after the close of the
registrant's fiscal year ended March 31, 1998, are incorporated by reference
in Part III of this Annual Report on Form 10-KSB.  Portions of the
registrant's 1998 Annual Report to Shareholders, attached hereto as Exhibit
13,  are incorporated by reference in Part II, Items 6 and 7 of this Annual
Report on Form 10-KSB.

<PAGE> 3
                                    PART I

ITEM 1.  BUSINESS

Background

     Mity-Lite, Inc. ("Mity-Lite" or the "Company") designs, manufactures and
markets lightweight, durable, folding leg tables, stacking chairs and related
products used in multi-purpose rooms of educational, recreational, hotel and
hospitality, government, office, health care, religious and other public
assembly facilities.  The Company typically sells its products directly to end
users.  The Company markets its products throughout the United States and in
certain foreign countries. 

     The Company has developed and currently manufactures and markets 48
different plastic table sizes which come in three standard and a variety of
custom colors.  These tables are made with several different folding leg and
custom color options.  The Company has successfully applied engineering grade
plastics and sophisticated manufacturing and assembly methods to the
production of tables that weigh less and are more durable than competing
particle board or plywood table products of similar size.  The Company's
plastic tables are manufactured using abrasion, stain and water resistant
materials.  The Company's cornered tables are constructed using the Company's
proprietary high-impact corners which can withstand a two foot drop without
sustaining debilitating damage.  All of the Company's plastic tables include
reinforced edging.  Cornered tables are equipped with non-skid pads which
facilitate stacking and storage.  Management believes the Company's plastic
table products appeal to its customers because they are durable, lightweight,
easy to handle and attractive. 

     The Company also manufacturers and sells Elite(TM) and Aluminum(TM)
tables.  The Elite(TM) table is a distinctive, lightweight, folding leg wood
conference style table.  The table is constructed of real wood veneers or high
pressure laminates, solid wood edges and a polymer honeycomb core.  The
Elite(TM) line provides easily removable elegant tables for offices,
conference and training rooms.   The Aluminum(TM) table is made for outdoor
use and provides resistance to extreme exposure to ultraviolet light, rain,
snow and other corrosive environments.  The Aluminum(TM) tables can hold up to
1600 pounds, yet are 30 to 50 percent lighter than conventional particle board
tables.  All of the Company's table products are sold with a five-year
warranty covering materials and workmanship.  

     In addition to its table products, the Company currently offers five
lines of stacking chairs, the MityTuff(TM), the MityStack(TM), the
MityFlex(TM), the MityDeluxe(TM) and the MityHost(TM).  The MityTuff(TM) and
MityStack(TM) chairs are distributed by the Company under original equipment
manufacturer (OEM) arrangements with the chair manufacturers.  Portions of the
MityFlex(TM) and the MityDeluxe(TM) chairs are manufactured by the Company. 
In addition, the Company performs final assembly on these two chair lines. 
The MityHost(TM) stacking chair was introduced in January 1997 and is
manufactured in-house at the Company's facility in Orem, Utah.  

     The MityTuff(TM) is sold with a seven-year warranty covering materials 
and workmanship.  The MityStack(TM), MityFlex(TM) and the MityDeluxe(TM) are
sold with a ten-year warranty covering materials and workmanship.  The
MityHost(TM) is sold with a ten-year warranty covering the structural
integrity of the metal frame and a one-year warranty covering the upholstery. 

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     In addition to lightweight, durable tables and stacking chairs, the
Company manufactures and markets accessory products including table and chair
carts, tablecloths, skirting and skirt clips.  

     In March 1997, Mity-Lite acquired a 49.9 percent equity interest in DO
Group, Inc. ("DO Group"), a manufacturer of office seating and office panel
systems headquartered in Elkhart, Indiana.  DO Group markets its products
under the Domore(TM) and DO3(TM) trade names and has manufacturing facilities
in Elkhart, Indiana and Marked Tree, Arkansas.  DO Group's seating and system
sales totaled approximately $12 million for the fiscal year ended March 31,
1998.

     Mity-Lite purchased its 49.9 percent equity interest in DO Group from an
outside investor group for $868,000 in cash, including transaction-related
expenses.  Mity-Lite holds an option to put back its investment to the DO
Group officers at any time until May 15, 2000.  At the conclusion of the put
option period and if the put option has not been exercised, the majority
owners of DO Group will have the right to convert their 50.1 percent interest
in DO Group into 115,000 shares of Mity-Lite common stock, at which time DO
Group will become a wholly-owned subsidiary of Mity-Lite.  In addition, Mity-
Lite set aside options to purchase 175,000 shares of Mity-Lite Common Stock
for DO Group employees under the 1997 Stock Incentive Plan.  These options
will vest only if Mity-Lite does not exercise its put option.

     As part of the acquisition, Mity-Lite loaned $1,000,000 in a senior
subordinated note to a wholly-owned subsidiary of DO Group.  The note matures
on March 24, 2000 and bears interest at 10 percent payable quarterly.  The
Company believes the interest rate approximates the market rate of interest
for similar debt instruments negotiated at arms length.  


GROWTH STRATEGY

     The Company's strategy is to be a niche supplier of institutional
furniture.  Key elements of the Company's business strategy include: 

     Increase Share of Table Market.  The Company intends to continue its
efforts to expand its share of the market for lightweight, durable, folding
leg tables.  During the fiscal years ended March 31, 1996, 1997, and 1998, the
Company's table sales increased by 15 percent, 19 percent and 33 percent,
respectively.  The Company attributes this growth in sales to increasing
market acceptance of its products, an expanded sales force, an increasing rate
of existing customer re-orders and the Company's ability to generate new
customer leads and close sales.  With respect to the hospitality market, the
Company's tables have been approved for use by three major hotel operators. 
The Company's table products have been approved for purchase by the General
Services Administration of the United States government.  The states of Utah,
Virginia, New Jersey and Louisiana have also approved the Company's table
products for purchase by agencies of those states.  The Company's approval as
a qualified vendor by the General Services Administration, and the states of
Utah, Virginia, New Jersey and Louisiana means that agencies of these
authorities can, if they so choose, purchase products from the Company at a
specifically negotiated price.  The Company's designation as a qualified
government vendor for these authorities does not extend to any new products
introduced by the Company.  The Company intends to continue its efforts to
become a qualified government vendor.  The Company also intends to pursue
penetration of international markets primarily through direct marketing and an

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international sales team.  The Company has also expanded its table product
line to include higher priced designer tables and aluminum tables, giving the
Company a broader table product line to offer its customers.  The Company
further intends to continue emphasizing product quality and convenience,
factors which have enabled the Company to increase sales of its table products
despite the fact that the Company's table products are generally more
expensive than competing table products of similar sizes.  

     Continue to Introduce New Product Lines to Existing Customers.  The
Company currently intends to develop in-house or acquire complementary product
lines of multi-purpose room furniture that can be sold to its customers using
the Company's current marketing strategy.  Data collected from existing
customers leads management to believe that a market exists for complementary
multi-purpose room furniture products.  Complementary product lines identified
by the Company include stacking and folding chairs, staging, flooring, risers,
bench seating, partitions and podiums.  The Company has expanded its product
line to include several lines of stacking chairs.  Each line has been
developed for and focuses on varying needs of different customers.  The
Company intends to continue to develop or acquire through purchase or license
or through creation of a distributor relationship chair lines which could be
sold to the Company's table customers, are complementary to the Company's
tables and are consistent with specific market needs.  The Company believes
that the development or acquisition of new lines of multi-purpose room
furniture products is important to its long-term success. 

     Market Products Directly to End Users.  Unlike its competitors who
usually sell through dealers and distributors, the Company primarily sells its
table and chair products directly to end users.  The Company believes that its
strategy of selling directly to end users through its in-house staff of sales
and customer service personnel gives the Company a competitive advantage by
allowing the Company to reduce and control its selling costs and maintain
direct contact with its customers.  While the Company's sales and service
representatives will from time to time visit customers in their respective
sales territories, the Company has been able to reduce its selling costs
through a system of following up on leads and closing sales using the
telephone, videos, fax machine, overnight courier services and the mail as its
primary sales tools.  The Company intends to continue this strategy for
marketing its existing table products and any future product lines and has
begun to introduce similar techniques at its affiliate, DO Group, Inc.  In
addition, the Company intends to continue expanding its domestic and
international in-house sales and customer service staff and believes the
expansion will allow it to focus more aggressively on its current markets.  

     Expand into New Market Segments.  The Company intends to continue to
develop and/or acquire niche businesses in the institutional furniture
industry.   This will allow Mity-Lite to expand into new markets, such as the
architectural,  design and corporate market segments.  In March 1997, the
Company acquired a 49.9 percent equity interest in DO Group, Inc., a closely-
held manufacturer and niche marketer of specialty office seating and easy-to-
assemble office panel systems.  The Company will continue to consider 
acquiring other companies with businesses or product lines compatible with or
complementary to the Company's businesses or products.  

     Continue Enhancement of Manufacturing Process.  The Company believes its
manufacturing system provides it with a competitive advantage by allowing it
to better control production costs, maintain product quality, increase
productivity and maintain relatively short lead times (the period from 

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customer order to delivery).  The Company strives to achieve low delivery
costs to its customers and has located its manufacturing operations in an area
with high quality and relatively low cost labor and has equipped its
manufacturing facility with advanced technology and cost effective machinery. 
In an effort to control costs and increase productivity, the Company's
management carefully evaluates the Company's production process and often
makes technical modifications and adjustments to reduce costs and improve
productivity.  The Company intends to continue efforts to enhance its
manufacturing process.  

     Forward-Looking Statements.  Certain statements made above in this
section are "forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995 (the "Reform Act").  In addition,
when used in this filing, the words or phrases "may," "will," "Management
believes," "Company believes," "Company intends," "estimates," "projects,"
"anticipates," "expects" and similar expressions are intended to identify
"forward-looking statements" within the meaning of the Reform Act. 

     Forward-looking statements contained herein include plans and objectives
of management for future operations, including plans and objectives relating
to the products, marketing, customers, product line expansions, manufacturing
process and potential acquisitions.  These forward-looking statements involve
risks and uncertainties and are based on certain assumptions that may not be
realized.  Actual results and outcomes may differ materially from those
discussed or anticipated.  The forward-looking statements and associated risks
set forth herein and elsewhere in this filing relate to: (i) the Company's
expectation that it will be able to expand its share of the market for
lightweight, durable, folding leg tables, (ii) the Company's anticipation that
it will become a qualified government vendor, (iii) the Company's intentions
to expand the international market for its products, (iv) the Company's plan
to enhance the productivity and efficiency of its manufacturing process, (v)
Management's belief that it will be able to continue to benefit from
relatively low cost labor, (vi) the Company's intention to expand and
introduce new product lines to existing customers, (vii) the Company's ability
to maintain its low product warranty obligations, (viii) the Company's
expectation that it will be able to expand into new market segments by
developing new products or acquiring other products or businesses in such
segments, (ix) the possibility that the Company may exercise its option to
acquire the remaining 50.1 percent of the DO Group, (x) the Company's
expectation of a continued profitable return on its equity interest in the DO
Group, and (xi) the Company's intention to continue to market products
directly to its end users.

     All forward-looking statements involve predictions and are subject to
known and unknown risks and uncertainties, including, without limitation,
those discussed below as well as general economic and business conditions,
that could cause actual results to differ materially from historical earnings
and those presently anticipated or projected.  Readers should not place undue
reliance on any such forward-looking statements, which speak only as of the
date made.  The considerations listed below and elsewhere in this filing could
affect the Company's financial performance and could cause the Company's
actual results for future periods to differ materially from any views or
statements expressed with respect to future periods.  See "Certain
Considerations."  Important factors and risks that might cause such
differences, include, but are not limited to (a) lower than expected revenue,
revenue growth and cash flow from operations because of adverse economic or
business conditions or the Company's inability, for any reason, to introduce 

<PAGE> 7
new products or implement its marketing strategies, (b) management's ability
to manage effectively the Company's growth, (c) the Company's ability to
expand successfully its international markets, (d) import restrictions and
economic conditions in the Company's foreign markets, (e) competition in the
Company's existing and future markets, (f) increased expenditures required to
address the Year 2000 issue if the Company's technology requirements change,
(g) the market's acceptance of additional products such as multi-purpose room
furniture, (h) the Company's ability to maintain relatively low cost labor
rates in a period of lower unemployment, (i) the Company's ability to source
acceptable raw materials at current prices, (j) increased product warranty
service costs if warranty claims increase as a result of the Company's new
manufacturing bonding process or for any other reason, (k) the Company's
ability to refine and enhance the quality and productivity of its
manufacturing process, and (l) the Company's ability to manufacture and market
at current margins high quality, high performance products at competitive
prices.

     In light of the significant uncertainties inherent in forward-looking
statements, the inclusion of any such statement should not be regarded as a
representation by the Company or any other person that the objectives or plans
of the Company will be achieved.  The Company disclaims any obligation or
intent to update any such factors or forward-looking statements to reflect
future events or developments.


MARKET OVERVIEW

     Based upon management's analysis of companies known to sell multi-purpose
room furniture and based upon management's experience and contacts in this
business, management estimates that the domestic market for multi-purpose room
furniture exceeds $1 billion annually.  It is estimated that folding tables
alone make up over $250 million of this domestic market.  Chairs and other
related seating products are estimated to account for approximately $700
million of the estimated domestic multi-purpose room furniture market.  Other
products such as staging, risers, partitions, podiums, and flooring account
for the balance of the estimated domestic market.  


SALES AND MARKETING

     The Company primarily markets its products directly to end users in the
educational, recreational, hotel and hospitality, governmental, office
products, health care, public assembly and church markets.  This strategy
enables the Company to manage selling costs more effectively and maintain
direct contact with its customers.  The Company currently employs 40 full-time
in-house sales and customer service employees.  The Company's sales and
customer service personnel are compensated on a commission basis and may
qualify for other incentive bonuses based on individual, sales team, and
Company performance.  Each sales and customer service employee receives
training in product attributes, customer service, use of the Company's
computerized sales management system and in all aspects of the sales cycle.  

     The Company typically markets its products by first identifying customers
through internal market research, referrals, trade shows, customer networking
and test marketing.  Once a market has been identified, the Company's sales
and marketing staff will attempt to generate leads for prospective purchasers
in such markets by attending trade shows, through mass mailings, and other 

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lead oriented advertising.  The Company uses a proprietary, computer based
sales management system to qualify, track and manage sales leads for
prospective and existing customers and to compile customer feedback.  While
each sales and customer service employee maintains some in-person contact with
such employee's assigned customers, most of the Company's sales efforts are
pursued using the telephone, fax machine, e-mail, internet, videotapes and
overnight mail services.  The Company also uses a reference list of customers
in each geographical sales territory in order to promote sales of its
products.  The Company has a sampling program and provides prospective
purchasers with product samples for 30-day trial periods.  The Company does
not extensively advertise its products in trade publications.  

INTERNATIONAL OPERATIONS
 
     Since its inception in 1987, the Company has focused its marketing
efforts primarily on domestic markets.  The Company has, however, sold its
table products in Canada, South America, Europe, Asia, Middle East and
Australia.  For the fiscal years ended March 31, 1996, 1997, and 1998, the
Company's international sales accounted for 5.8 percent, 7.4 percent and 7.8
percent of the Company's total net sales, respectively.  In June 1995, the
Company created an international sales department under the direction of an
international sales manager.  Since that time, the Company has been successful
in establishing distributor relationships in Canada, Mexico, Brazil,
Venezuela, Peru, Argentina, Colombia, Dominican Republic, England, France,
Spain, Germany, Israel, Jordan, United Arab Emirates, Hong Kong, China, South
Korea, Taiwan, Singapore, and Malaysia. 

MANUFACTURING AND MATERIALS
 
     The Company's manufacturing process for its table products consists
principally of bonding a thermoformed ABS plastic shell to a wood core frame. 
Metal legs, which are manufactured and painted in-house, and edge trim are
then attached to the table to complete the process.  Since its inception, the
Company has implemented a number of changes to its manufacturing process and
product design which have resulted in increased production volumes, improved
production quality, reduced costs and increased on-time shipping performance. 
The Company has designed and manufactured certain proprietary equipment used
in its manufacturing process.  The Company believes that its manufacturing
innovations give it a competitive advantage, allowing the Company to reduce
production costs and increase productivity.  The Company's typical order to
delivery lead time is between three and five weeks.  

     The Company's manufacturing process for its chair products consists
principally of the manufacturing and painting of legs and frames, upholstering
seat and back cushions and final assembly of the components.

     Raw materials used in the Company's products such as plastic, wood, metal
and fabric are generally available from a number of suppliers.  The plastic
used in the Company's products and tubing used in the metal legs are
manufactured according to the Company's specifications.  The Company's other
raw materials such as wood, fabric and certain welding compounds are commodity
items.  The Company has no raw material supply contracts.  The Company
operates without a substantial raw materials inventory by depending on certain
key suppliers to provide raw materials on a "just-in-time" basis.  The Company
believes that its raw materials are available from alternative suppliers. 
However, any significant interruption in delivery of such items could have a
material adverse effect on the Company's operations.  

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COMPETITION
 
     The markets in which the Company participates are highly competitive. 
The table, institutional chair and multi-purpose room furniture industry
consists of a fragmented group of approximately 60 major manufacturers and a
host of smaller manufacturers.  

     Management believes that customers purchase the Company's tables
primarily because of product performance, reputation, on-time delivery,
warranty service and perceived value.  The Company markets its table products
based primarily on product performance (lightweight and durability) and
reputation, not price.  The Company's average table price is generally higher
than the average price of competing particle board, plywood or metal table
products of its competitors.  The Company believes that it has a respected
reputation for product quality, convenience and customer service and that for
these reasons, end users often choose its table products over competitors'
lower cost table products. Because only certain elements of the Company's
table design are patented, the Company's tables may be reverse engineered and
duplicated by competitors who are able to develop the manufacturing equipment
and processes to do so.  Introduction of similar products by low cost
producers would put price and profit margin pressure on the Company which
would have a material adverse effect on the Company's results of operations. 
Among the Company's primary competitors in the table market are Palmer-Snyder,
Inc., McCourt Manufacturing, Inc., Midwest Folding Products, Krueger
International, Virco Manufacturing Corporation, Inc. and Howe Furniture
Corporation which market a thermoformed plastic table; Southern Aluminum,
Inc., which produces an aluminum table; Krueger International, Inc., U.S.
Industries  (Samsonite), Bevis Custom Furniture, Inc., Globe Business
Furniture and Virco Manufacturing Corporation, Inc. which produce particle
board tables; and Howe Furniture Corporation, Midwest Folding Products,
Palmer-Snyder, Inc., and Shelby Williams Industries, Inc. which produce
plywood tables.  

     Management believes that customers will purchase the Company's chair
products primarily because of product performance, reputation, warranty
service and convenience.  The market for institutional chairs is highly
competitive and very fragmented.  Although the Company has not yet developed
chairs which offer the same technological and performance advances as the
Company's table products, the Company believes its current chair line has
distinct selling features.  The MityTuff(TM) chair offers a strong, durable
leg, rivetless construction, and seat back reinforcements for added strength
and comfort.  The lightweight MityFlex(TM) chair has a patented "living hinge"
that flexes and conforms to each individual's back, adding extra comfort.  The
Company is party to a distribution agreement with the patent holder related to
the MityFlex(TM) chair.  The MityDeluxe(TM) chair is a stylish, lightweight
upholstered chair that is constructed with thick, high grade foam in the seat
and back and has contoured molding.  The MityHost(TM) stacking chair is
lighter weight than comparable models and has wider contoured seats without
adding any width to the chair itself.  Among the Company's primary competitors
in the institutional chair market are Steelcase, Falcon Products, Inc., Virco
Manufacturing Corporation, Artco-Bell Corporation, Fixtures Manufacturing
Company, Globe Business Furniture, Shelby Williams Industries, Inc., Krueger
International, Inc. and U.S. Industries (Samsonite).



<PAGE> 10
INTELLECTUAL PROPERTY
 
     The Company has been granted two utility patents relating to the
construction of its table tops.  The Company has chosen not to apply for
international patent protection for these two concepts.  The Company does not
believe this will have a material adverse effect on the Company.  The Company
believes that aspects of its manufacturing processes are trade secrets of the
Company.  The Company relies on trade secret law and nondisclosure agreements
to protect its trade secrets.  The Company believes that its patents and trade
secrets provide competitive advantages.  The Company claims common law
trademark rights in the trademarks Elite(TM), Aluminum(TM), MityTuff(TM),
MityFlex(TM), MityStack(TM), MityDeluxe(TM) and MityHost(TM).  The Company
does not own patent rights on any of these chairs.


REGULATION AND ENVIRONMENTAL COMPLIANCE
 
     The Company is subject to various local, state and federal laws and
regulations including, without limitation, regulations promulgated by federal
and state environmental and health agencies, the Federal Occupational Safety
and Health Administration, and laws pertaining to the hiring, treatment,
safety and discharge of employees.  The Company's manufacturing operations
must also meet federal, state and local regulatory standards in the areas of
labor, safety and health.  Historically, the cost of regulatory compliance has
not had a material adverse effect on the Company's sales or operations.  The
Company believes it is in compliance with applicable laws including laws
related to the handling and use of environmentally hazardous materials.  


EMPLOYEES
 
     As of March 31, 1998, the Company had 155 full-time employees.  Except
for certain executive officers, all of the Company's employees are employed at
will.  None of the Company's employees is represented by a labor union.  The
Company believes that its relationship with its employees is good.  
 


DO GROUP, INC. AFFILIATE

     In March 1997, Mity-Lite acquired a 49.9 percent equity interest in DO
Group, Inc. ("DO Group"), a manufacturer of office seating and office panel
systems headquartered in Elkhart, Indiana.  DO Group markets its products
under the Domore(TM) and DO3(TM) trade names and has manufacturing facilities
in Elkhart, Indiana and Marked Tree, Arkansas.  DO Group's seating and system
sales totaled approximately $12 million for the fiscal year ended March 31,
1998.

     DO Group's systems products include office panels, movable full height
walls, work surfaces, pedestals, storage units, tables and other accessory
items used in office cubicles.  DO Group offers two styles of panel systems. 
Panel systems sold under the DO3(TM) tradename are a metal based panel using a
post to panel assembly approach whereby panels are hung onto posts.  Panels
are available in a variety of fabric, laminate or painted surfaces.  DO3(TM)
panel systems are known for ease of installation and reconfiguration. 


<PAGE> 11
     Panel systems sold under the Domore(TM) Series System Seven(TM) trade
name are a wood based panel connected by interlocking hinges.  Panels are
available in a variety of fabric and laminate surfaces.  Domore(TM) panel
systems are known for ease of installation and reconfiguration and are sold at
a value price point.  Management believes that Domore(TM) panel systems
compete effectively with many lower priced panel systems on the market today.

     Both the DO3(TM) and Domore(TM) panel systems offer the lastest
electrical and voice/data transmission capabilities, including access to CAT5
wiring at beltline level.

     DO Group's seating products are marketed under the Domore(TM) tradename
and consist of ergonomic office task, executive, intensive use and custom
seating lines.  Management believes that Domore(TM) is a market leader in
intensive use seating, i.e. seating that is used three shifts per day, seven
days per week.  Domore(TM) seating includes a unique proprietary control,
spring cushion seat and lumbar support as well as many other ergonomic
features.  

     Domore(TM) offers a complete line of Big & Tall seating for office and 24
hour use.  DO Group believes that it provides the only office seating tested
to 800 pounds capacity in today's market.  Management believes the Big & Tall
market segment will grow in the coming years.  

     DO Group markets its products through independent representatives and
dealers, and to targeted, select national accounts.  DO Group also sells its
intensive use seating through an in-house staff of trained sales and customer
service personnel to selected markets.


CERTAIN CONSIDERATIONS

     Competition.  The markets in which the Company participates are highly
competitive.  In the future, the Company expects increased competition from
the Company's existing competitors as well as from other companies which may
enter the markets served by the Company.  Only certain elements of the
Company's table products are patented so the unpatented elements could be
reverse engineered and duplicated by competitors who are able to develop the
manufacturing equipment and processes to do so.  Many of the Company's
competitors have greater name recognition and greater financial, personnel,
manufacturing and marketing resources than the Company.  The Company believes
that competition for multi-purpose room furniture products is generally based
on product quality and characteristics, service and price.  The Company's
table products are more expensive than table products sold by the Company's
competitors in the same markets.  However, the Company believes that it has
been able to compete in such markets and increase its market share by
emphasizing the quality and performance of its table products as compared to
its competitors' table products.  Introduction of similar products by low cost
producers would put price and margin pressure on the Company.  The Company's
continued success will depend upon, among other things, its ability to
continue to manufacture and market high quality, high performance tables and
other multi-purpose room furniture products at prices competitive in the
markets served by the Company.  
 
     Product Line Expansion Strategies; Entry Into New Markets.  One of the
Company's primary growth strategies is to pursue revenue and earnings growth
through the introduction of new lines of complementary multi-purpose room 

<PAGE> 12
furniture such as chairs, staging, partitions, podiums, flooring, risers,
bench seating and related furniture products which the Company intends to
acquire or develop in-house.  The Company's expansion of its current product
lines is contingent, among other things, upon the Company's ability to develop
and/or acquire additional lines of complementary multi-purpose room furniture
which can be purchased or manufactured in a cost efficient manner and sold at
competitive prices in the Company's markets.  Except for DO Group, Inc., the
Company currently has no commitments, agreements or understandings with
respect to any acquisitions of product lines or of companies with
complementary products or businesses.  The Company to date has and will
continue to acquire or develop in-house several lines of chairs.  The Company
is not in a position to project whether it will be able to develop or acquire
chair lines which can be sold profitably and can meet the Company's quality
standards.  Although the Company has successfully penetrated the lightweight,
folding leg table market, and while the Company believes that a number of
complementary product lines can be sold into the Company's existing markets,
no assurances are or can be made that the Company's experience in the folding
leg table market will be repeated in markets for new product lines. 
Furthermore, the Company anticipates the development or acquisition of new
product lines and the penetration of new markets will require a substantial
commitment of management's time and the Company's resources.  
 
     The Company's ability to manufacture other product lines depends on,
among other things, the timely expansion of its current facility or
construction of additional manufacturing facilities on the property currently
leased by the Company.  The Company's ability to increase penetration of the
domestic table market depends in part on the Company's ability to expand its
in-house sales and customer service staff and locate and hire qualified
personnel.  No assurances can be or are made that the Company's expansion
strategies will be successful.  
 
     Dependence on Management.  The Company is dependent on the efforts and
abilities of certain of its senior management, including Gregory L.  Wilson,
the Company's Chairman, President, and Chief Executive Officer.  Mr.  Wilson
is employed under a five-year employment contract expiring in May 2003.  The
Company maintains $2,000,000 of "key-man" life insurance on Mr.  Wilson.  The
loss of any of the Company's key executives could have a material adverse
effect on the Company and its operations and prospects, although the loss of
Mr. Wilson might have a more significant adverse effect on the Company. 
 
     Proprietary Rights.  The Company has been granted two utility patents
relating to the construction of its table tops.  The Company has chosen not to
apply for international patent protection for these two concepts.  The
Company's success and future revenue growth will depend, in part, upon its
ability to protect its trade secrets.  The Company relies on trade secret law
and non-disclosure agreements to protect its unpatented and proprietary
know-how.  There can be no assurance that such measures will provide
meaningful protection for the Company's trade secrets or other proprietary
information.  Moreover, in the absence of further patent protection, the
Company's business may be adversely affected by competitors who independently
develop substantially equivalent products and manufacturing processes.  The
Company will endeavor to keep its products and processes and the results of
its research and development program proprietary, but it may not be able to
prevent others from using some or all of such information or technology
without compensation to the Company.  The Company claims common law trademark
rights in the trademarks MityTuff(TM), MityFlex(TM), MityDeluxe(TM) and
MityHost(TM).  The Company does not own patents rights on any of these chairs.
<PAGE> 13
     Raw Material Prices and Sources. Both the plastic used in the Company's
products and the tubing used in the Company's table and chair legs are
manufactured according to Company specifications.  The Company intends to
operate without substantial inventory levels of raw materials by depending on
certain key suppliers to provide raw materials on a "just-in-time" basis.  The
Company has no raw material supply contracts.  The Company believes that
necessary materials are generally available from alternate suppliers. 
However, any shortages or significant interruptions in the delivery of raw
materials could have a material adverse effect on the Company's production
schedule and operations.  Price increases for raw materials used in the
Company's products would put pressure on the Company's profit margins if the
Company were unable to pass such price increases through to customers. 
 
     Warranty Service Costs. The Company's tables come with a five year
warranty covering materials and workmanship.  The Company's warranty service
costs for fiscal years ended March 31, 1996, 1997, and 1998 totaled 0.9
percent of net sales or $145,000, 1.4 percent of net sales or $267,000, and
1.5 percent of net sales or $373,000, respectively.  The Company intends to
continue to offer warranties covering materials and workmanship on its table
and chair products and anticipates providing a warranty covering materials and
workmanship for all complementary product lines developed or acquired by the
Company.  While the Company has implemented improved quality control measures
that it expects will reduce warranty claims, it is possible that warranty
servicing costs will increase in future periods.  Furthermore, the Company is
not in a position to anticipate the additional warranty service costs that may
be incurred as a result of the Company's expansion into complementary product
lines.  

     New Manufacturing Process.  During the fiscal year, the Company
implemented what it believes will be improvements to its bonding process.  The
new system, which utilizes hot melt reactive adhesives, is more
environmentally friendly than the previous system, which used ketone-based
adhesives.  The move to the new process was influenced by the Clean Air Act's
Title V permitting requirements.  The Clean Air Act requires companies
emitting more than 10 tons of a single hazardous air pollutant each year to
apply for a Title V permit.  This new process virtually eliminates ketone,
hence the need to apply for a yearly permit.  In addition, the new system will
facilitate faster throughput in the bonding process but will also require
greater process control to ensure a proper bond. However, no assurances can be
given regarding the long term product performance characteristics and
reliability of the new system.  

     Future Variations in Operating Results.  The Company's short-term
profitability could be adversely affected by its decision to develop or
acquire complementary product lines, hire additional sales staff, implement
changes to the Company's sales compensation program and implement a new
management information system.  Various factors, including timing of new
product introductions and the cost of penetrating new markets and changes in
product mix, may have an adverse effect on the Company's results of
operations.  While the Company believes that the addition of new product lines
will increase the Company's long term profitability, there can be no assurance
that the Company will continue to experience profitability at historical
rates.  No assurances can be or are made that the Company will not experience
temporary fluctuations in operations.  While the Company has not experienced
substantial negative variations in quarterly operating results during the
fiscal years ended March 31, 1997 and 1998, no assurances can be or are made
that the Company will not experience such quarterly variations in the future.  
 
<PAGE> 14
     Regulation and Environmental Considerations.  The Company is subject to
various local, state and federal laws and regulations including, without
limitation, regulations promulgated by federal and state environmental, health
and labor agencies.  Historically, regulatory compliance has not had a
material adverse effect on the Company's sales or operations.  However,
changes in the laws and regulations governing the Company's business may
impose an increased financial burden upon the Company which could adversely
affect the Company's business or operations.  Actions by federal, state and
local governments concerning environmental or other matters could result in
regulations that could increase the cost of producing the products
manufactured and sold by the Company.  Certain of the Company's operations are
subject to federal, state and local laws and environmental regulations that
impose limitations on the discharge of pollutants into the air.  The Company
believes that it is in compliance with applicable air quality laws and
regulations.  The Company cannot predict with any certainty its future capital
expenditure requirements relating to environmental compliance because of
continually changing compliance standards and technology.  The Company does
not have insurance coverage for environmental liabilities and does not
anticipate obtaining such coverage in the future.  

     Forward-Looking Statements.  Certain statements made in this filing,
including without limitation, the sections entitled "Business Growth
Strategy," and " Manufacturing and Materials" are "forward-looking statements"
within the meaning of the Reform Act.  In addition, when used in this filing,
the words or phrases "may," "will," "Management believes," "Company believes,"
"Company intends," "estimates," "projects," "anticipates," "expects" and
similar expressions are intended to identify "forward-looking statements"
within the meaning of the Reform Act.  These forward-looking statements may be
impacted by the matters referenced above in this "Certain Considerations"
section.



ITEM 2. PROPERTIES
 
     The Company's corporate headquarters and manufacturing facility is
located in Orem, Utah (approximately 40 miles south of Salt Lake City).  This
facility consists of approximately 68,000 square feet of leased manufacturing,
office, research and development and storage space located on approximately
three acres of leased land.  The facility and related real estate is leased
from a trust, of which Gregory L. Wilson's uncle is one of the trustees, under
a lease agreement for a five year term expiring in the year 2000.  The base
monthly lease payment is $17,100.  The Company pays all maintenance costs,
taxes and insurance.  The Company believes that by adding additional equipment
and production shifts, its current facility will serve its table manufacturing
needs for the term of the lease.  The Company currently anticipates that it
will need additional office space within the next two years and anticipates
either leasing or constructing additional facilities for future expansion.  


ITEM 3.  LEGAL PROCEEDINGS
 
     The Company is not a party to any material litigation and is not aware of
any material threatened litigation against the Company.  


<PAGE> 15
ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

     No matters were submitted to a vote of security holders during the fourth
quarter of the fiscal year ended March 31, 1998.


                                   PART II

ITEM 5.  MARKET VALUE OF THE REGISTRANT'S COMMON STOCK

     The Company's Common stock is traded on the Nasdaq National Market System
under the symbol MITY.  The Company's Common Stock first began trading on
April 29, 1994.  

                                                  High            Low
                                              ------------    ------------
  Fiscal Year Ended March 31, 1997:
    First Quarter                                 $8.375         $7.500
    Second Quarter                                 9.500          7.000
    Third Quarter                                 14.125          9.125
    Fourth Quarter                                15.750         10.750

  Fiscal Year Ended March 31, 1998:
    First Quarter                                $14.875        $11.500
    Second Quarter                                19.500         13.875
    Third Quarter                                 21.250         16.500
    Fourth Quarter                                20.250         14.500


     There were approximately 140 security holders of record as of May 22,
1998.  In addition, management estimates that there were approximately 1,500
beneficial shareholders.  Since the closing of its public offering, the
Company has not declared dividends and intends to retain earnings for use in
the business and for potential acquisitions in the foreseeable future.


ITEM 6.  SELECTED FINANCIAL DATA AND MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

     The information required by this Item is incorporated by reference to the
Company's 1998 Annual Report to Shareholders, extracts of which are attached
as Exhibit 13.


ITEM 7.  FINANCIAL STATEMENTS

     The information required by this Item is incorporated by reference to the
Company's 1998 Annual Report to Shareholders, extracts of which are attached
as Exhibit 13.


ITEM 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE

     None to report.  


<PAGE> 16
                                  PART III

ITEM 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, AND CONTROL PERSONS;
COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT  

     The information required by this Item is incorporated by reference to the
sections of the Company's Proxy Statement filed in connection with its 1998
Annual Meeting of Stockholders entitled "Nominees" and "Directors and
Executive Officers."


ITEM 10.  EXECUTIVE COMPENSATION

     The information required by this item is incorporated by reference to the
section of the Company's Proxy Statement filed in connection with its 1998
Annual Meeting of Stockholders entitled "Executive Compensation."


ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 

     The information required by this item is incorporated by reference to the
section of the Company's Proxy Statement filed in connection with its 1998
Annual Meeting of Stockholders entitled "Security Ownership of Management and
Others."


ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     The information required by this item is incorporated by reference to the
sections of the Company's Proxy Statement filed in connection with its 1998
Annual Meeting of Stockholders entitled "Executive Compensation" and "Certain
Transactions."

<PAGE> 17
ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K

     (a)  Exhibits

                              Index to Exhibits
Exhibit No.                      Description                         Location
------------------------------------------------------------------------------
   2.1           Contribution Agreement dated as of March 24, 1997 
                 by and among Estate of Chester E. Dekko, David 
                 Kebrdle, Dennis and Mary M. Kebrdle, Domenic and 
                 Martha S. Federico, ChiCol Group, Inc., DO Group, 
                 Inc., Sican Corp., Sican II Corp., DO Group Holding, 
                 Inc. and Mity-Lite, Inc.                                (5)
   2.2           Stock Purchase Agreement dated as of March 13, 1997 
                 between Mity-Lite, Inc. and Xaio, Inc.                  (5)
   2.3           Stock Purchase Agreement dated as of March 13, 1997 
                 between Mity-Lite, Inc. and Ellman Equities, Inc.       (5)
   2.4           Stock Purchase Agreement dated as of March 13, 1997 
                 between Mity-Lite, Inc. and Key Equity Capital 
                 Corporation.                                            (5)
   2.5           Stock Purchase Agreement dated as of March 13, 1997 
                 between Mity-Lite, Inc. and National City Capital
                 Corporation.                                            (5)
   2.6           Stock Purchase Agreement dated as of March 13, 1997 
                 between Mity-Lite, Inc. and Cardinal Development 
                 Capital Fund I.                                         (5)
   2.7           Term Loan Agreement dated as of March 24, 1997 between 
                 Mity-Lite, Inc. and Sican Corp.                         (5)
   2.8           Put Agreement dated as of March 24, 1997 by and among 
                 Mity-Lite, Inc. and Dennis Kebrdle, David Kebrdle, 
                 Domenic Federico, ChiCol Group, Inc., Sican II Corp., 
                 and DO Group, Inc.                                      (5)
   3.1           Amended and Restated Articles of Incorporation of the
                 Registrant                                              (1)
   3.2           Amended and Restated Bylaws of the Registrant           (1)
   3.3           First Amendment to the Amended and Restated Bylaws of
                 Registrant                                              (1)
   4.1           Form of Stock Certificate                               (1)
  10.1           Revolving Note dated March 16, 1992 and Revolving 
                 Loan Agreement dated March 16, 1992 between the 
                 Registrant and First Security Bank of Utah, N.A.        (1)
  10.2           Modification Agreement dated March 16, 1993 between 
                 the Registrant and First Security Bank of Utah, N.A.    (1)
  10.3           Lease Agreement dated November 1, 1993 between the 
                 Registrant and the Walter M. and Orpha M. Lewis 
                 Family Trust                                            (1)
  10.4           Trademark License dated November 23, 1993 between 
                 the Registrant and R.D. Werner Co., Inc.                (1)
  10.5           Solicitation, Offer and Award Contract between the 
                 Registrant and the General Services Administration 
                 Federal Supply Service dated January 27, 1992 (issued 
                 March 6, 1990) and Amendments thereto dated January 
                 27, 1992 (effective July 16, 1990), January 27, 1992
                 (effective December 1, 1990), January 27, 1992 
                 (effective December 28, 1991) and the Revision of 
                 August 24, 1992                                         (1)

<PAGE> 18
                              Index to Exhibits
Exhibit No.                      Description                         Location
------------------------------------------------------------------------------

  10.6           Notice of Contract Award dated June 23, 1993 between 
                 the Registrant and the Commonwealth of Virginia, 
                 Department of General Services Division of Purchases 
                 and Supply                                              (1)
  10.7           Agreement dated July 26, 1990 between the Registrant 
                 and the State of Utah, Department of Administrative 
                 Services and Revisions thereto dated March 8, 1991, 
                 June 5, 1991, and May 19, 1992 and March 10, 1993       (1)
  10.8           Agreement dated December 17, 1991 between the 
                 Registrant and the Air Force Nonappropriated Fund 
                 Purchasing Office                                       (1)
  10.9           Purchasing Contract effective October 1, 1993 between 
                 the Registrant and The Corporation of the Presiding 
                 Bishop of The Church of Jesus Christ of Latter-Day 
                 Saints                                                  (1)
  10.10          Employment Agreement with attached Proprietary 
                 Information Agreement dated effective as of May 21, 
                 1993 between Registrant and Gregory L. Wilson           (1)
  10.11          Employment Agreement with attached Proprietary 
                 Information Agreement dated effective as of May 21, 
                 1993 between Registrant and Stanley L. Pool             (1)
  10.12          Employment Agreement with attached Proprietary 
                 Information Agreement dated effective as of May 21, 
                 1993 between Registrant and Kenneth A. Law              (1)
  10.13          Employment Agreement with attached Proprietary 
                 Information Agreement dated effective as of 
                 February 16, 1994 between Registrant and Brent Bonham   (1)
  10.14          Employment Agreement with attached Proprietary 
                 Information Agreement dated effective as of February 
                 16, 1994 between Registrant and Bradley T Nielson       (1)
  10.15          1990 Stock Option Plan, as amended and Form of Stock 
                 Option Agreements                                       (1)
  10.16          Form of Indemnification Agreements between Registrant
                 and officers and directors of Registrant                (1)
  10.17          Form of Lock-up Agreements with Shareholders            (1)
  10.18          Form of Confidentiality Agreement entered into with 
                 employees of the Registrant                             (1)
  10.19          Key-Man Insurance Policy between the Company and 
                 Chubb Sovereign Life Insurance Company                  (1)
  10.20          Distributor Agreement between the Company and Sebel 
                 Furniture Limited dated February 14, 1994               (2)
  10.21          Lease Agreement dated March 31, 1995 between the 
                 Company and the Walter M. and Orpha M. Lewis Family 
                 Trust                                                   (3)
  10.22          Exclusive Distributor Agreement between the Company 
                 and Mobilite International Limited (aka Mity-Lite 
                 (Europe) Limited)                                       (3)
  10.23          Purchasing Contract effective October 1, 1995 between 
                 the Registrant and The Corporation of the Presiding 
                 Bishop of The Church of Jesus Christ of Latter-Day 
                 Saints                                                  (4)
  10.24          Promissory Note dated December 6, 1995 between the 
                 Registrant and Zions First National Bank                (4)


<PAGE> 19
                              Index to Exhibits
Exhibit No.                      Description                         Location
------------------------------------------------------------------------------
  10.25          Promissory Note dated October 27, 1995 between the 
                 Registrant and First Security Bank                      (6)
  10.26          Summary Plan Description and Basic Plan Document for 
                 the 1995 Mity-Lite, Inc. Employee Retirement Plan       (6)
  10.27          Promissory Note dated January 23, 1997  between the
                 Registrant and Zions First National Bank                (7)
  10.28          Modification Agreement (dated October 27, 1996) to 
                 Promissory Note dated October 27, 1995 between the 
                 Registrant and First Security Bank                      (7)
  10.29          Lease Agreement Amendment dated October 31, 1996 
                 between the Company and the Walter M. and Orpha M. 
                 Lewis Family Trust                                      (7)
  10.30          Promissory Note dated December 15, 1997 between the
                 Registrant and Zions First National Bank                
  10.31          Modification Agreement (dated October 25, 1997) to 
                 Promissory Note dated October 27, 1995 between the 
                 Registrant and First Security Bank        
  10.32          1997 Stock Incentive Plan and Form of Agreements
  11.1           Statement Regarding Computation of Per Share Earnings
  13             1998 Annual Report to Shareholders (only contains items
                 incorporated by reference in this Annual Report on 
                 Form 10-KSB)
  23.1           Consent of Deloitte & Touche LLP
  23.2           Consent of Crowe, Chizek and Company LLP
  25.1           Power of Attorney (included on signature page)
  27.1           Financial Data Schedule - Fiscal Year Ended March 31, 1998
  27.2           Financial Data Schedule - Restated Fiscal Year Ended 
                 March 31, 1997
  99             Independent Auditors' Report to the Directors of 
                 Sican Corp. 
---------------------------------  
(1)  Incorporated by reference to the referenced exhibit number to the
Company's Registration Statement on Form SB-2, Reg. No. 33-76758-D.

(2)  Incorporated by reference to the referenced exhibit number to the
Company's Form 10-KSB for the year ended March 31, 1994.

(3)  Incorporated by reference to the referenced exhibit number to the
Company's Form 10-KSB for the year ended March 31, 1995.

(4)  Incorporated by reference to the referenced exhibit number to the
Company's Form 10-QSB for the quarter ended December 31, 1995.

(5)  Incorporated by reference to the referenced exhibit number to the
Company's Form 8-K dated March 31, 1997. 

(6)  Incorporated by reference to the referenced exhibit number to the
Company's Form 10-KSB for the year ended March 31, 1996.

(7)  Incorporated by reference to the referenced exhibit number to the
Company's Form 10-KSB for the year ended March 31, 1997.



<PAGE> 20
      (b)   Reports on Form 8-K

            None to report.

<PAGE> 21
                                  SIGNATURES

     In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Orem, State of Utah, on June 3,
1998.

                                       MITY-LITE, INC.

                                        By:  /s/ Gregory L. Wilson             
                                       ---------------------------
                                       Gregory L. Wilson, President


                              POWER OF ATTORNEY

          KNOW ALL MEN BY THESE PRESENT, that undersigned officers or
directors of the Registrant, by virtue of their signatures to this Form 10-KSB
appearing below, hereby constitute and appoint Gregory L. Wilson as attorney-in-
fact in their names, place and stead to execute any and all amendments to
this Registration Statement in the capacities set forth opposite their names
and hereby ratify all that said attorney-in-fact may do by virtue hereof.

     In accordance with the Exchange Act, this report has been signed below by
the following persons on behalf of the registrant and in the capacities and on
the dates indicated:

     Signature                          Title                         Date

/s/ Gregory L. Wilson       Chairman of the Board, President,    June 3, 1998
-----------------------     and Director
Gregory L. Wilson           (Principal Executive Officer)

/s/ Bradley T Nielson       Chief Financial Officer and          June 3, 1998
-----------------------     Corporate Secretary 
Bradley T Nielson           (Principal Financial and Accounting 
                            Officer)

/s/ Ralph E. Crump          Director                             June 3, 1998
-----------------------
Ralph E. Crump

/s/ Peter Najar             Director                             June 3, 1998
-----------------------
Peter Najar

/s/ C. Lewis Wilson         Director                             June 3, 1998
-----------------------
C. Lewis Wilson