<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   FORM 10-Q
                   QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


For the Quarter Ended   August 31, 1996       Commission File Number      0-921
                     -------------------------                      -----------

                       THE  ARNOLD PALMER GOLF COMPANY
--------------------------------------------------------------------------------
           (Exact name of registrant as specified in its charter)

           Tennessee                                     62-0331019
--------------------------------------------------------------------------------
    (State of Incorporation)                (I.R.S. Employer Identification No.)

6201 Mountain View Road, Ooltewah, Tennessee                        37363 
--------------------------------------------------------------------------------
(Address of principal executive offices)                          (Zip Code)


Registrant's telephone number                              423-238-5890


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 twelve 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         .
   ---------      ---------

As of September 25, 1996, the number of shares outstanding of the issuer's
common stock was 2,926,805.
<PAGE>   2
                                     INDEX


<TABLE>
<CAPTION>
                                                                          Pages
                                                                          -----
<S>     <C>                                                               <C>
Part I.  Financial Information                                       
                                                                     
         Balance Sheets - August 31, 1996 and March 2, 1996                   1
                                                                     
         Statements of Operations - Three and Six Months             
           Ended August 31, 1996 and August 26, 1995                          2
                                                                     
         Statements of Cash Flows - Six Months Ended                 
           August 31, 1996 and August 26, 1995                                3
                                                                     
         Notes to Financial Statements                                    4 - 7
                                                                     
         Management's Discussion and Analysis of                     
           Financial Condition and Results of Operations                  8 -10
                                                                     
                                                                     
Part II. Other Information                                                   11
                                                                     
         Signature Page                                                      12
</TABLE>
<PAGE>   3
Page 1                                                                 Form 10-Q

PART I.  FINANCIAL INFORMATION

ITEM I.  FINANCIAL STATEMENTS

                                 BALANCE SHEETS
                       AUGUST 31, 1996 AND MARCH 2, 1996
                                ($ in thousands)


<TABLE>
<CAPTION>
ASSETS
------
                                                      August 31, 1996     March 2, 1996
                                                      ---------------     -------------
                                                        (Unaudited)
<S>                                                        <C>                <C>
Current assets:
   Cash                                                        32                 10

   Trade receivables                                        6,447              4,534
     less: allowance for doubtful accounts                   (576)              (758)
                                                           ------             ------
       Net receivables                                      5,871              3,776

   Inventories, net                                         9,698              9,896
   Current portion of note receivable                           -              1,126
   Prepaid expenses and other                                 808                759
                                                           ------             ------

     Total current assets                                  16,409             15,567

Property, plant and equipment                               3,902              3,931
     less: accumulated depreciation                        (2,692)            (2,743)
                                                           ------             ------
       Net property, plant and equipment                    1,210              1,188

Other assets:

   Investment in NBHI                                       5,000                  -
   Non-current assets of discontinued operations              265                265
   Goodwill                                                   455                 85
   Other                                                    1,622              1,455
                                                           ------             ------
                                                            7,342              1,805
                                                           ------             ------
TOTAL ASSETS                                               24,961             18,560
                                                           ======             ======

LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------

Current liabilities:
   Current maturities of long-term obligations                 59                 71
   Short-term borrowings from bank                         12,046             10,096
   Accounts payable                                         2,117              1,718
   Accrued liabilities                                      2,148              2,409
                                                           ------             ------

     Total current liabilities                             16,370             14,294

Long-term obligations, net of
   current maturities                                       3,918              4,600

Redeemable preferred stock                                  5,000                  -

Stockholders' equity (deficit):
   Common stock, $.50 par value,
      10,000,000 shares authorized,
      2,926,805 and 2,634,991 shares issued
      and outstanding at August 31, 1996
      and March 2, 1996, respectively                       1,463              1,317
   Additional paid-in capital                               5,991              4,794
   Accumulated deficit                                     (7,781)            (6,445)
                                                           ------             ------

     Total stockholders' equity (deficit)                    (327)              (334)
                                                           ------             ------

TOTAL LIABILITIES & STOCK-
   HOLDERS' EQUITY (DEFICIT)                               24,961             18,560
                                                           ======             ======
</TABLE>



 (The accompanying notes are an integral part of these financial statements.)
<PAGE>   4
Page 2                                                                 Form 10-Q


                            STATEMENTS OF OPERATIONS
         THREE AND SIX MONTHS ENDED AUGUST 31, 1996 AND AUGUST 26, 1995
                                  (Unaudited)
                   ($ in thousands except per share amounts)


<TABLE>
<CAPTION>
                                                                   THREE MONTHS ENDED                   SIX MONTHS ENDED
                                                               ---------------------------        --------------------------
                                                               Aug 31, 1996   Aug 26, 1995        Aug 31, 1996  Aug 26, 1995
                                                               ------------   ------------        ------------  ------------
<S>                                                               <C>             <C>                 <C>          <C>
Net sales                                                          5,688          4,837               16,918       13,089
Cost of sales                                                      4,307          3,909               11,998        9,632
                                                                  ------          -----               ------       ------

   Gross profit                                                    1,381            928                4,920        3,457
                                                              
Selling and marketing expenses                                     1,748          1,083                3,723        2,399
                                                              
General and administrative expenses                                  950            523                1,838        1,042
                                                                  ------          -----               ------       ------

   Income (loss) from operations                                  (1,317)          (678)                (641)          16
                                                              
Other income (expense), net                                         (234)           416                  303          563
                                                                  ------          -----               ------       ------

Income (loss) before interest and income taxes                    (1,551)          (262)                (338)         579
                                                              
Interest expense                                                     476            723                  998        1,606
                                                                  ------          -----               ------       ------

Income (loss) from continuing operations before income taxes      (2,027)          (985)              (1,336)      (1,027)
                                                              
Provision for income taxes                                             -              -                    -            -
                                                                  ------          -----               ------       ------

Income (loss) from continuing operations                          (2,027)          (985)              (1,336)      (1,027)
                                                              
Discontinued operations                                                -              -                    -          348
                                                                  ------          -----               ------       ------

Net income (loss)                                                 (2,027)          (985)              (1,336)        (679)
                                                                  ======          =====               ======       ======

Net income (loss) per share from:                             
                                                              
         Continuing operations                                     (0.69)         (0.38)               (0.47)       (0.39)
         Discontinued operations                                       -              -                    -         0.13
                                                                  ------          -----               ------       ------

                                                                   (0.69)         (0.38)               (0.47)       (0.26)
                                                                  ======          =====               ======       ======
</TABLE>



  (The accompanying notes are an integral part of these financial statements.)
<PAGE>   5
Page 3                                                                 Form 10-Q


                            STATEMENTS OF CASH FLOWS
              SIX MONTHS ENDED AUGUST 31, 1996 AND AUGUST 26, 1995
                                  (Unaudited)
                                ($ in thousands)

<TABLE>
<CAPTION>
                                                       August 31, 1996  August 26, 1995
                                                       ---------------  ---------------
<S>                                                         <C>             <C>
CASH FLOWS FROM
   OPERATING ACTIVITIES:

Net loss                                                    (1,336)           (679)
Adjustments to reconcile net income to net cash
   used for operating activities -

      Depreciation and amortization                            253             482
      Gain on sale of assets                                  (100)            (30)
       Writedown of note receivable                            794               -

      Changes in operating assets and liabilities -

           Receivables                                      (1,942)          2,742
           Inventories                                         282             870
           Prepaid expenses and other                         (117)            112
           Accounts payable                                    229          (2,794)
           Accrued liabilities                                (169)           (972)
                                                            ------          ------


Net cash used for operating activities                      (2,106)           (269)
                                                            ------          ------


CASH FLOWS FROM
   INVESTING ACTIVITIES:

   Additions to property, plant and equipment                 (167)            (89)
   Proceeds from sale of property, plant & equipment           122           1,761
   Payments received on note receivable                          -           1,400
   Other                                                       258             335
                                                            ------          ------

         Net cash provided by investing activities             213           3,407
                                                            ------          ------

CASH FLOWS FROM
   FINANCING ACTIVITIES:

Net increase (decrease) in short-term
   borrowings from bank                                      1,950          (2,546)

Principal payments on long-term obligations                    (35)           (617)

                                                            ------          ------

   Net cash provided (used) by financing activities          1,915          (3,163)
                                                            ------          ------

NET CHANGE IN CASH                                              22             (25)

CASH, beginning of period                                       10              34
                                                            ------          ------

CASH, end of period                                             32               9
                                                            ======          ======

Supplemental disclosures of
   cash flow information:

Cash paid during the period for:

      Interest                                                 462             645
                                                            ======          ======
</TABLE>


  (The accompanying notes are an integral part of these financial statements.)
<PAGE>   6
Page 4                                                                 Form 10-Q

                         NOTES TO FINANCIAL STATEMENTS
                                  (Unaudited)

                                     NOTE 1

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

The quarterly financial statements included herein have been prepared by the
Company, without audit, pursuant to the rules and regulations of the Securities
and Exchange Commission for interim financial information.  Certain information
and footnote disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been condensed or
omitted pursuant to such rules and regulations, although the Company believes
that the disclosures are adequate to make the information presented not
misleading.  These condensed financial statements should be read in conjunction
with the Company's latest annual report on Form 10-K.  In the opinion of
management of the Company, all adjustments necessary, consisting only of normal
recurring adjustments, to present fairly (1) the financial position of The
Arnold Palmer Golf Company as of August 31, 1996; (2) the results of its
operations and its cash flows for the six months ended August 31, 1996 and
August 26, 1995; and (3) the results of its operations for the three months
ended August 31, 1996 and August 26, 1995, have been included.  The results of
operations for the interim periods are not necessarily indicative of the
results for the full year.

Reference is also made to the Company's annual report on Form 10-K for the
fiscal year ended March 2, 1996, for a discussion of the Company's significant
accounting policies.


                                    NOTE 2
INCOME TAXES:

The Company has federal tax loss carryforwards of approximately $23.8 million
at March 2, 1996.  There was no current income tax provision or benefit
recorded during the six months ending August 31, 1996 due to the losses
sustained by the Company.
<PAGE>   7
Page 5                                                                 Form 10-Q

                                     NOTE 3

SHORT-TERM BORROWINGS:

Short-term borrowings consist of advances under a $15.0 million line of credit
with a bank which matures on February 28, 1997.  There are no financial
covenants under the line of credit, which is unconditionally guaranteed by a
significant shareholder and director of the Company (the "Guarantor"). Advances
under the line of credit bear interest at LIBOR plus 2 points (7.437% at August
31, 1996) on the first $6 million outstanding, 7.844% on the next $3.7 million
outstanding, and 7.656% on the next $1.0 million outstanding.  Outstanding
amounts in excess of $10.7 million bear interest at the prime rate less .50%
(7.75% at August 31, 1996).  At August 31, 1996, $12.0 million was outstanding
under the line of credit.

As consideration to the Guarantor for the January 1995 guarantee of the
Company's previous line of credit, the Company issued an $850,000 convertible
subordinated note and a warrant to purchase up to 390,000 common shares of the
Company.  Additionally, the Guarantor was given preemptive rights through
January 27, 2000, with respect to future issuances by the Company sufficient to
enable the Guarantor to maintain his fully diluted common stock ownership
percentage.  The $850,000 subordinated note plus accrued interest was converted
to 191,814 shares of common stock in April 1996.

                                     NOTE 4

NET INCOME (LOSS) PER COMMON SHARE:

The computation of net income (loss) per common share and common equivalent
share is based on the monthly weighted average number of common shares
outstanding during the period after adding common stock equivalents (stock
options) having a dilutive effect.


<TABLE>
<CAPTION>
                                                  THREE MONTHS ENDED                  SIX MONTHS ENDED
                                            -----------------------------      -----------------------------
                                            AUG 31, 1996     AUG 26, 1995      AUG 31, 1996     AUG 26, 1995
                                            ------------     ------------      ------------     ------------
<S>                                           <C>              <C>               <C>              <C>
Weighted average number of
  common shares outstanding                   2,926,805        2,624,991         2,839,918        2,603,963

Effect of assumed exercise of
 stock options (where dilutive)                      --               --                --               --
                                              ---------        ---------         ---------        ---------

Weighted average common and common
 equivalent shares outstanding                2,926,805        2,624,991         2,839,918        2,603,963
                                              =========        =========         =========        =========
</TABLE>
<PAGE>   8
Page 6                                                                 Form 10-Q


                                    NOTE 5
INVENTORIES:

Inventories as of August 31, 1996 and March 2, 1996, were as follows (in
thousands):

<TABLE>
<CAPTION>
                                   August 31, 1996           March 2, 1996
                                   ---------------           -------------
<S>                                     <C>                      <C>
Inventories:                       
   Raw materials                        $ 4,851                  $ 4,270
   Work-in-process                          374                      372
   Finished goods                         4,473                    5,254
                                        -------                  -------
                                        $ 9,698                  $ 9,896
                                        =======                  =======
</TABLE>                           


                                     NOTE 6

SUBORDINATED NOTES AND COMMON STOCK WARRANTS:

On November 3, 1994, the Company completed a private placement of $5.0 million
aggregate principal amount of 6% subordinated notes (the "Notes") due 1999, and
warrants to purchase up to 1,000,000 shares of common stock of the Company at a
price of $5.50 per share (the "Warrants").  The Notes were recorded net of the
aggregate discount of $1,662,000 which gives effect to the original issue
discount attributed to the Notes and the assigned value of the Warrants.  The
Notes and Warrants were issued to certain members of the Board of Directors, an
officer of the Company, and certain shareholders of the Company.  The securities
are restricted.

The Notes have a stated interest rate of 6% and all principal and unpaid
interest is due November 3, 1999.  Interest payments through December 31, 1995
were deferred at the option of the Company.  Certain interest payments continue
to be deferred at the option of the Note holders.  The Notes are subordinated
to all senior indebtedness and are included in long-term obligations in the
accompanying balance sheet at August 31, 1996.

The Warrants are exercisable for five years and vest 70% upon funding of the
Notes, 90% after one year, and 100% after two years.  The value assigned to the
Warrants was $1,662,000 or $1.662 per share.  The holders of the Warrants will
have one demand registration right for the purpose of registering the stock
underlying the Warrants for resale pursuant to the Securities Act of 1933.  The
value assigned to the Warrants was credited to additional paid-in capital.
<PAGE>   9
Page 7                                                                 Form 10-Q


                                    NOTE 7

INVESTMENT IN NEVADA BOB'S HOLDINGS, INC./ISSUANCE OF PREFERRED STOCK:

In August 1996, the Company purchased 625,000 mandatorily redeemable,
convertible shares of Series D Preferred Stock ("Series D Shares") of Nevada
Bob's Holdings, Inc. ("NBHI") for $5.0 million.  The shares are convertible to
common shares at any time at the currently effective conversion rate (as
defined). If the Series D Shares are not converted to common shares of NBHI by
August 21, 2000, NBHI shall redeem 33 1/3% of the shares annually over a three
year period at $12.00 per share plus unpaid dividends.  This investment is
classified as held-to-maturity and is accounted for using the cost method of
accounting.

To fund this investment, the Company issued 833,333 shares of its Series NB
Preferred Stock ("NB Shares") to a substantial shareholder and director.  The
NB Shares have a stated value of $6 per share and are convertible at any time
to common stock on a one to one ratio.  The NB Shares are entitled to
cumulative dividends equal to 30% of the earnings realized by the Company from
its investment in NBHI's Series D Shares.  The NB Shares shall have a
preference in liquidation of $5.0 million plus accumulated dividends and are
required to be redeemed upon redemption or sale of the Series D Shares of NBHI.

                                    NOTE 8

IMPAIRMENT OF NOTE RECEIVABLE:

The Company's $1.1 million note receivable from the purchaser of the Duckster
apparel division was scheduled for repayment October 10, 1996.  The payment was
not made and the Company is in negotiations with the holder of the note
regarding this delinquent obligation.  In lieu of payment, the holder has
offered to turn over certain manufacturing equipment to the Company which the
Company believes has a fair value of approximately $400,000.  No agreement
regarding the compromise of the obligation has been reached.  Due to the
uncertainty of the realization of the note, the Company has established a
reserve for $800,000.  The net value expected to be realized is included in
other non-current assets in the accompanying balance sheet.


<PAGE>   10
Page 8                                                                 Form 10-Q

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS


FINANCIAL CONDITION

For purposes of this Form 10-Q, second quarter 1996 relates to the quarter
ended August 31, 1996, while second quarter 1995 relates to the quarter ended
August 26, 1995.

The Company had working capital on August 31, 1996 of $39,000 and a current
ratio of one to one.  This compares to working capital of $1.3 million as of
fiscal year end March 2, 1996 and $2.1 million as of first quarter ending June
1, 1996.  Included in working capital at year end March 2, 1996 was a current
note receivable from DeLong Sportswear in the amount of $1.1 million plus
accrued interest as the final payment for its purchase of the Company's
Duckster apparel division.  Maturity on the principal and accrued interest was
October 10, 1996.  Subsequent to the quarter ending August 31, 1996, the
Company was informed that DeLong Sportswear would not be able to meet its
obligation with respect to the note at the date of maturity.  In lieu of
payment, DeLong has offered to transfer certain manufacturing equipment to the
Company which carries a fair market value of approximately $0.4 million.  The
Company thus established a reserve as of quarter ending August 31, 1996 for the
remaining $0.8 million, although no agreement with DeLong regarding a
compromise of its obligation to the Company has yet been reached. The principal
amount of the DeLong note plus accrued interest is shown net of the reserve in
other non-current assets in the accompanying balance sheet.

Cash was generated primarily from a $3.8 million reduction in accounts
receivable during the Company's second quarter of 1996.  The cash generated was
used to finance a second quarter increase in inventory of $1.0 million, reduce
short-term borrowings and accounts payable by $1.6 million, and to fund second
quarter 1996 operating losses of $2.0 million.

The Company believes that receivable collections and availability under the
current $15 million line of credit will be sufficient to support normal working
capital requirements for the remainder of the fiscal year.  However, the
Company anticipates the need for additional financing for working capital
purposes during the first quarter of the fiscal year ending September 30, 1997. 
The Company expects such working capital requirements to be met through a
temporary increase in its existing line of credit.

RESULTS OF OPERATIONS

The tables below show sales performance by product line and market segment for
the second quarter of 1996 and year to date through the second quarter of 1996,
compared to the same periods in 1995.
<PAGE>   11
Page 9                                                                 Form 10-Q

                             Sales By Product Line
                               ($'s in millions)

<TABLE>
<CAPTION>
                                                2nd Qtr                                         YTD
                                    ------------------------------                 -------------------------------
                                    1996         1995     % Change                 1996         1995      % Change
                                    ------------------------------                 -------------------------------
         <S>                        <C>          <C>        <C>                    <C>          <C>         <C>
         Clubs                       2.8         2.2        + 27.3                   9.5         5.9        + 61.0
         Bags                        2.5         2.5            --                   6.8         7.0         - 2.9
         Outlet                      0.2         0.1        +100.0                   0.3         0.2        + 50.0
         Other                       0.2          --            --                   0.3          --            --
                                    ------------------------------                 -------------------------------
         Total                       5.7         4.8        + 18.8                  16.9        13.1        + 29.0
                                    ------------------------------                 -------------------------------
</TABLE>

                            Sales By Market Segment
                               ($'s in millions)

<TABLE>
<CAPTION>
                                                2nd Qtr                                         YTD
                                    ------------------------------                 -------------------------------
                                    1996         1995     % Change                 1996         1995      % Change
                                    ------------------------------                 -------------------------------
         <S>                        <C>          <C>        <C>                    <C>          <C>         <C>
         Pro                         3.0         2.3        + 30.4                   8.8         6.0        + 46.7
         Retail                      2.3         2.4        -  4.2                   7.5         6.9        +  8.7
         Outlet                      0.2         0.1        +100.0                   0.3         0.2        + 50.0
         Other                       0.2          --            --                   0.3          --            --
                                     -----------------------------                  ------------------------------
         Total                       5.7         4.8        + 18.8                  16.9        13.1        + 29.0
                                     -----------------------------                  ------------------------------
</TABLE>

Club sales continued its strong performance during the second quarter of 1996
with a 27.3% increase over the second quarter of 1995.  Year to date pro club
sales were $4.4 million, an increase of 139.9% over second quarter 1995 year to
date.  Year to date club sales to the retail market increased 21.6% through
second quarter 1996.  Although year to date total bag sales were down slightly
from $7.0 million in 1995 to $6.8 million in 1996, pro bag sales increased 5.7%
to $4.3 million for the six months ending August 31, 1996, from $4.1 million
for the same period in 1995.  Retail bag sales decreased to $2.4 million for
the six months ending August 31, 1996 from $3.0 million for the comparable
period in 1995.  Sales of pro line golf equipment represented 52.1% of the
Company's total sales for the six months ended August 31, 1996, as the Company
continues to focus its growth in the pro line of products sold to on-course pro
shops and off-course golf equipment stores.  For the comparable six month
period in 1995, pro line golf equipment represented 45.8% of the Company's
total sales.  The more favorable product mix is reflected in the Company's
gross profit for the second quarter and six months ending August 31, 1996.
Gross profit for the second quarter of 1996 was 24.3% compared to 19.2% for the
second quarter of 1995.  Gross profit for the six months ending August 31, 1996
was $4.9 million, or 29.1% on total sales of $16.9 million.  For the comparable
six months period of 1995, gross profit was $3.5 million on $13.1 million in net
sales, or 26.4%.
<PAGE>   12
Page 10                                                                Form 10-Q


Selling, marketing, and general and administrative expenses for the second
quarter of 1996 increased $1.1 million over the second quarter of 1995, and
increased $2.1 million for the six months period ending August 31, 1996 over
the comparable six months period in 1995.  The current year increase is in line
with the Company's planned expenditures for this time period.  In addition to
increased sales commissions and royalty expenses due to the current year's
sales growth, promotional and advertising and other selling expenses, primarily
in sales management, increased approximately $1.0 million for the six months
ending August 31, 1996 over the six months ending August 26, 1995.  Increased
expenditures in general and administrative expenses is due primarily to
training and implementation expenses, as the Company continues to move forward
with replacing its information systems with new software and hardware upgrades.

Other income for the quarter ending August 31, 1996 includes a charge of $0.8
million for the reserve established relative to the DeLong note receivable
previously discussed in this Form 10-Q. The decrease in interest expense for
the second quarter of 1996 and the six months ending August 31, 1996, was due
primarily to reductions in non-cash interest expense related to the conversion
of subordinated notes and the exercise of stock purchase warrants.
<PAGE>   13
Page 11                                                                Form 10-Q


                          PART II.  OTHER INFORMATION



Item 6.  Exhibits and Reports on Form 8-K

         (a)   Exhibits -

               See Exhibit Index on page 13 of this Form 10-Q.

         (b)   Reports on Form 8-K -

                 The Registrant filed a report on Form 8-K dated July 15, 1996
                 regarding the name change of the Company from "ProGroup, Inc."
                 to "The Arnold Palmer Golf Company".

                 The Registrant filed a report on Form 8-K dated August 23,
                 1996 regarding its purchase of 625,0000 shares of Series D
                 Preferred Stock of Nevada Bob's Holdings, Inc. ("Nevada
                 Bob's") for $5 million, and its sale of 833,333 shares of its
                 Series NB Preferred Stock to a substantial shareholder and
                 director for $5 million, which was utilized to purchase the
                 Nevada Bob's Preferred Stock.
<PAGE>   14
Page 12                                                                Form 10-Q


                                   SIGNATURES



Pursuant to the requirements 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.



                                             THE ARNOLD PALMER GOLF COMPANY
                                        ----------------------------------------
                                                      (Registrant)


                                        /s/  George H. Nichols
                                        ----------------------------------------
                                             George H. Nichols
                                        President and Chief Operating Officer


                                        /s/  David J. Kirby
                                        ----------------------------------------
                                             David J. Kirby
                                        Vice President Finance 
                                        (Chief Accounting Officer)



Date    October 14, 1996
    ----------------------
<PAGE>   15
Page 13                                                                Form 10-Q


                                 Exhibit Index


Exhibit
Number                            Description

  3.1            Articles of Amendment to the Restated Charter of ProGroup,
                 Inc. dated July 15, 1996.

  3.2            Articles of Amendment to the Restated Charter of The Arnold
                 Palmer Golf Company dated August 16, 1996.

 10.1            Purchase/Sale Agreement and Bill of Sale by and between 
                 National Golf Suppliers, Inc. and the Company dated June 28, 
                 1996.

 10.2            Marketing and Distribution Agreement by and between Nevada
                 Bob's Pro Shop, Inc. and the Company dated August 21, 1996.

 10.3            Sublicense Agreement by and between Nevada Bob's Pro Shop,
                 Inc. and the Company dated August 21, 1996.

 10.4            Series D Preferred Stock Purchase Agreement by and between
                 Nevada Bob's Holdings, Inc. and the Company dated August 21,
                 1996.

 10.5            Investor Rights Agreement by and between Nevada Bob's 
                 Holdings, Inc. and the Company dated August 21, 1996.

 27              Financial Data Schedule.