##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-K
 þ
    
    Annual Report under Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December  31, 2010
 o
    
    Transition Report under Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from ________ to _______.
 Commission file number 0-439
 American Locker Group Incorporated
  Delaware
(State or other jurisdiction of 
incorporation or organization)
    
    16-0338330
(I.R.S. Employer Identification No.)
 815 South Main Street 
Grapevine, Texas
(Address of principal executive offices)
    
    76051
(Zip Code)
 (817) 329-1600
 Title of each class
    
    Name of each exchange on which registered
 None   Common Stock, Par Value $1.00 Per Share
 o þ
 o þ
 þ o
 o o
 o
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company þ(Do not check if a smaller reporting company)
 o þ
   DOCUMENTS INCORPORATED BY REFERENCE




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##### 



TABLE OF CONTENTS
 PART IItem 1. Business
    
    
    1Item 1A
    
    
    5Item 1B. Unresolved Staff Comments
    
    
    7Item 2. Properties
    
    
    7Item 3. Legal Proceedings
    
    
    7PART IIItem 5. Market for Registrants Common Equity, Related Stockholder Matters and
Issuer Purchases of Equity Securities
    
    
    8Item 6. Selected Financial Data
    
    
    9Item 7. Managements Discussion and Analysis of Financial Condition and Results of
Operations
    
    
    10Item 7A. Quantitative and Qualitative Disclosures About Market Risk
    
    
    20Item 8. Financial Statements and Supplementary Data
    
    
    21Item 9. Changes in and Disagreements With Accountants on Accounting and Financial
Disclosure
    
    
    42Item 9A(T). Controls and Procedures
    
    
    42Item 9B. Other Information
    
    
    43PART IIIItem 10. Directors, Executive Officers and Corporate Governance
    
    
    43Item 11. Executive Compensation
    
    
    43Item 12. Security Ownership of Certain Beneficial Owners and Management and
Related Stockholder Matters
    
    
    44Item 13. Certain Relationships and Related Transactions, and Director Independence
    
    
    44Item 14. Principal Accountant Fees and Services
    
    
    44PART IVItem 15. Exhibits, Financial Statement Schedules
    
    
    44EXHIBIT INDEX
    
    
    44SIGNATURES
    
    
    45EX-10.6EX-10.7EX-21.1EX-23.1EX-31.1EX-31.2EX-32.1




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##### Table of Contents



FORWARD-LOOKING INFORMATION
  
 PART I
 
 Item 1.
Business.
 Overview
     t
   1




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##### Table of Contents



Recreation lockers
 Coin operated keys and locks
 USPS approved multi-tenant mailboxes
 Private mail delivery mailboxes
 Electronic distribution lockers
 Evidence lockers
 Laptop lockers
 Mini-check lockers
 Selected end user types:
    
    Amusement parksWater parksApartment buildingsLaw enforcementHealth clubsSki resortsColleges and universitiesMilitaryPost officesSelected customers:
    
    Disneyland ResortSea WorldVail Resorts, Inc.United States Department of Homeland SecurityLA FitnessMammoth Mountain Ski AreaResearch In Motion
United States Postal ServiceThe UPS Store
  2




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Business Segment Financial Information
  Competition
  Raw Materials
   Patents and Trademarks
  Employees
  3




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Dependence on Material Customer
  Distribution and Geographic Areas
  Research and Development
  Impact of Government Regulations
  Compliance with Environmental Laws and Regulations
  Backlog and Seasonality
 .
 Available Information
  4




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##### Table of Contents



Item 1A. Risk Factors.
 The Companys results from continuing operations and its financial position could be adversely
affected in the future by known and unknown risks, uncertainties and other factors, many of which
the Company is unable to predict or control. Some of these factors are described in more detail in
this Annual Report on Form 10-K and in the Companys other filings with the SEC. Additional risks
and uncertainties not presently known to the Company or that the Company currently deems immaterial
may also impair its business operations. Should one or more of any of these risks or uncertainties
materialize, the Companys business, financial condition or results of operations could be
materially adversely affected.
 The Companys results of operations are dependent on the price of raw materials, particularly steel
and aluminum. High raw material costs or cost increases could have a material adverse effect on the
Companys operating results.
  The Company must relocate to a new facility during 2011. Failure to relocate in a timely manner
could have a materially adverse effect on the Companys operating results.
  The global economic recession has resulted in weaker demand for the Companys products and may
create challenges for us that could have a material adverse effect on our business and results of
operations.
  5




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Continuing disruptions in the financial markets or other factors could affect the Companys
liquidity.
  Terrorist attacks or international hostilities may adversely affect the Companys business,
financial condition and operating results.
  The global financial crisis may have an impact on the Companys business and financial condition in
ways that management cannot predict.
   If the Company experiences losses of senior management personnel and other key employees, operating
results could be adversely affected.
  The postal locker industry is subject to extensive regulation by the USPS, and new regulation might
negatively impact the Companys ability to continue to sell postal lockers or increase our
operating costs
  6




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The Companys future success will depend, in large part, upon its ability to successfully introduce
new products.
  
 Item 1B. Unresolved Staff Comments.
  
 Item 2. Properties.
  ApproximateFloor SpaceLocation
    
    Subsidiary
    
    In Sq. Ft.
    
    UseAnaheim, CA
    
    American Locker
Security Systems, Inc.
    
    
    100*
    
    
    Manage Disneyland
Resort LockersEllicottville, NY
    
    American Locker
Security Systems, Inc.
Lock Shop and Service
Center
    
    
    12,800
    
    
    Lock manufacturing,
service and repairToronto, Ontario
    
    Canadian Locker
Company, Ltd.
    
    
    1,000*
    
    
    Sales, service and
repair of lockers and
locksGrapevine, TX
    
    Operated by Security
Manufacturing
Corporation
    
    
    70,000*
    
    
    Manufacturing and
corporate headquarters
(1)DFW Airport, TX
    
    Security Manufacturing
Corporation
    
    
    100,000*
    
    
    Future manufacturing
and corporate
headquartersTOTAL
    
    
    
    
    183,900
  
 (1)
    
    On September 18, 2009, the Company closed the sale of its Grapevine, Texas facility. Please
see Note 3 Sale of Property to the Companys consolidated financial statements for further
information.
 
 Item 3. Legal Proceedings.
  7




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PART II
 
 Item 5. Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of
Equity Securities.
 Market Prices and Dividends
  8




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Market Price  Per Common Share
 2010
    
    High
    
    
    LowQuarter ended December 31, 2010
    
    $
    1.50
    
    
    $
    1.05Quarter ended September 30, 2010
    
    
    1.75
    
    
    
    1.06Quarter ended June 30, 2010
    
    
    1.90
    
    
    
    1.40Quarter ended March 31, 2010
    
    
    3.00
    
    
    
    1.25
 2009
    
    High
    
    
    LowQuarter ended December 31, 2009
    
    $
    2.00
    
    
    $
    0.40Quarter ended September 30, 2009
    
    
    0.75
    
    
    
    0.25Quarter ended June 30, 2009
    
    
    0.35
    
    
    
    0.15Quarter ended March 31, 2009
    
    
    1.05
    
    
    
    0.15
   Equity Compensation Plan Information
  Number of securitiesNumber of securities to be
    
    
    Weighted-average
    
    
    remaining availableissued upon exercise of
    
    
    exercise price of
    
    
    for future issuanceoutstanding options,
    
    
    outstanding options,
    
    
    under equitywarrants and rights
    
    
    warrants and rights
    
    
    compensation plansEquity
compensation plans
approved by
security holders(1)
    
    
    12,000
    
    
    $
    4.95
    
    
    
    37,000Equity compensation
plans not approved
by security holders
    
    
    
    
    
    
    
    
    
    
    Total
    
    
    12,000
    
    
    $
    4.95
    
    
    
    37,000
 
 (1)
    
    Represents the American Locker Group Incorporated 1999 Stock Incentive Plan. Please see Note
11 Stock-Based Compensation to the Companys consolidated financial statements for further
information. 
 Item 6. Selected Financial Data.
  9




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For the Years Ended December 31,2010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006Sales
    
    $
    12,099,012
    
    
    $
    12,515,433
    
    
    $
    14,129,807
    
    
    $
    20,242,803
    
    
    $
    25,065,090Income (loss) before income
taxes
    
    
    200,165
    
    
    
    (618,945
    )
    
    
    (3,353,730
    )
    
    
    (2,749,743
    )
    
    
    845,224Income tax (benefit)
    
    
    131,796
    
    
    
    (196,339
    )
    
    
    (653,519
    )
    
    
    (845,626
    )
    
    
    300,904Net income (loss)
    
    
    68,369
    
    
    
    (422,606
    )
    
    
    (2,700,211
    )
    
    
    (1,904,117
    )
    
    
    544,320Earnings (loss) per sharebasic
    
    
    0.04
    
    
    
    (0.27
    )
    
    
    (1.73
    )
    
    
    (1.23
    )
    
    
    0.35Earnings (loss) per sharediluted
    
    
    0.04
    
    
    
    (0.27
    )
    
    
    (1.73
    )
    
    
    (1.23
    )
    
    
    0.35Weighted average common shares
outstandingbasic
    
    
    1,605,769
    
    
    
    1,572,511
    
    
    
    1,564,039
    
    
    
    1,549,516
    
    
    
    1,547,392Weighted average common shares
outstandingdiluted
    
    
    1,605,769
    
    
    
    1,572,511
    
    
    
    1,564,039
    
    
    
    1,549,516
    
    
    
    1,547,392Dividends declared
    
    
    0.00
    
    
    
    0.00
    
    
    
    0.00
    
    
    
    0.00
    
    
    
    0.00Interest expense
    
    
    16,232
    
    
    
    255,973
    
    
    
    159,380
    
    
    
    195,280
    
    
    
    184,257Depreciation and amortization
expense
    
    
    336,037
    
    
    
    337,507
    
    
    
    416,664
    
    
    
    386,430
    
    
    
    396,304Number of employees
    
    
    103
    
    
    
    137
    
    
    
    117
    
    
    
    126
    
    
    
    147Consolidated Balance Sheet Total
assets
    
    
    9,495,197
    
    
    
    8,894,726
    
    
    
    10,810,038
    
    
    
    12,416,042
    
    
    
    14,517,522Long-term debt, including current
portion
    
    
    1,000,000
    
    
    
    0
    
    
    
    2,004,315
    
    
    
    2,143,765
    
    
    
    2,178,042Stockholders equity
    
    
    4,302,559
    
    
    
    4,265,782
    
    
    
    4,627,185
    
    
    
    7,758,161
    
    
    
    9,302,162Stockholders equity per share (1)
    
    
    2.62
    
    
    
    2.68
    
    
    
    2.94
    
    
    
    5.01
    
    
    
    6.00Common shares outstanding at
year-end
    
    
    1,642,108
    
    
    
    1,589,015
    
    
    
    1,571,849
    
    
    
    1,549,516
    
    
    
    1,549,516Expenditures for property, plant
and equipment
    
    
    1,968,592
    
    
    
    97,118
    
    
    
    334,902
    
    
    
    818,646
    
    
    
    98,591
 
 (1)
    
    Based on shares outstanding at December 31, 2010. 
 Item 7. Managements Discussion and Analysis of Financial Condition and Results of Operations.
 Critical Accounting Policies and Estimates
   Revenue Recognition
   Allowance for Doubtful Accounts
  10




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Inventories
   Property, Plant and Equipment
   Pension Assumptions
   Deferred Income Tax Assets
  11




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Results of OperationsYear Ended December 31, 2010 Compared to Year Ended December 31, 2009
 Overall Results
  Net Sales
    
 12




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Percentage2010
    
    
    2009
    
    
    Increase (Decrease)Lockers
    
    $
    9,272,432
    
    
    $
    7,044,760
    
    
    
    31.6
    %Mailboxes
    
    
    2,374,682
    
    
    
    3,923,610
    
    
    
    (39.5
    )%Contract Manufacturing
    
    
    451,898
    
    
    
    1,547,063
    
    
    
    (70.8
    )%Total
    
    $
    12,099,012
    
    
    $
    12,515,433
    
    
    
    (3.3
    )%
 Gross Margin
  Selling, Administrative and General Expenses
  Restructuring Costs
  Pension Settlement Charge
  Other Income (Expense)Net
  Interest Expense
  Income Taxes
  13




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Non-GAAP Financial Measure  Adjusted EBITDA
   
    
    Does not reflect our cash expenditures, or future requirements, for capital
expenditures or contractual commitments;
    
    Does not reflect changes in, or cash requirements for, our working capital needs;
    
    Does not reflect our interest expense, or the cash requirements necessary to service
interest or principal payments, on our debt;
    
    Excludes tax payments that represent a reduction in available cash;
    
    Excludes non-cash equity based compensation;
    
    Excludes one-time restructuring costs and pension settlement costs;
    
    Excludes one-time expenses and equity compensation; and
    
    Does not reflect any cash requirements for assets being depreciated and amortized that
may have to be replaced in the future.
  Twelve Months Ended December 31,2010
    
    
    2009Net income (loss)
    
    
    68,369
    
    
    
    (422,606
    )Income tax expense (benefit)
    
    
    131,796
    
    
    
    (196,339
    )Interest expense
    
    
    16,232
    
    
    
    255,973Depreciation and amortization expense
    
    
    336,037
    
    
    
    337,507Loss on sale of equipment
    
    
    
    
    
    
    14,299Equity based compensation
    
    
    75,516
    
    
    
    26,171Restructuring charge
    
    
    
    
    
    
    296,118Pension settlement charge
    
    
    
    
    
    
    186,069Adjusted EBITDA
    
    
    627,950
    
    
    
    497,192Adjusted EBITDA as a percentage of revenues
    
    
    5.0
    %
    
    
    4.0
    %
 Results of OperationsYear Ended December 31, 2009 Compared to Year Ended December 31, 2008
 Overall Results
  14




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Net Sales
   Percentage2009
    
    
    2008
    
    
    Increase (Decrease)Mailboxes
    
    $
    3,923,610
    
    
    $
    5,299,502
    
    
    
    (26.0
    )%Contract Manufacturing
    
    
    1,547,063
    
    
    
    
    
    
    
    Lockers
    
    
    7,044,760
    
    
    
    8,830,305
    
    
    
    (20.2
    )%Total
    
    $
    12,515,433
    
    
    $
    14,129,807
    
    
    
    (11.4
    )%
 Gross Margin
  Selling, Administrative and General Expenses
  Loss on Sales of Property, Plant and Equipment
  15




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Other Income (Expense)Net
  Interest Expense
  Income Taxes
  Liquidity and Sources of Capital
 Cash Flows Summary
 Year ended December 31,2010
    
    
    2009
    
    
    2008Net cash (used in) provided by:Operating activities
    
    $
    1,517,669
    
    
    $
    (70,463
    )
    
    $
    (1,488,884
    )Investing activities
    
    
    (1,968,592
    )
    
    
    2,649,882
    
    
    
    (310,200
    )Financing activities
    
    
    571,412
    
    
    
    (2,328,350
    )
    
    
    613,173Effect of exchange rate changes on cash
    
    
    2,711
    
    
    
    (4,301
    )
    
    
    (96,056
    )Increase (Decrease) in cash and cash equivalents
    
    $
    123,200
    
    
    $
    246,768
    
    
    $
    (1,281,967
    )
 Cash Flows  Year ended December 31, 2010 Compared to Year Ended December 31, 2009
 Operating Activities
  Investing Activities
  Financing Activities
  16




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Cash Flows  Year ended December 31, 2009 Compared to Year Ended December 31, 2008
 Operating Activities
  Investing Activities
  Financing Activities
  Capital Resources and Debt Obligations
        17




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Effect of Exchange Rate Changes on Cash
   Cash and Cash Equivalents
  Liquidity
  As of December 31,2010
    
    
    2009Current Ratio
    
    
    1.96 to 1
    
    
    
    2.1 to 1Working Capital
    
    $
    3,011,293
    
    
    $
    3,757,669
    18




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Off-Balance Sheet Arrangements
  Market Risks
 Raw Materials
  Foreign Currency
  Effect of New Accounting Guidance
 Fair Value Measurements and Disclosures Improving Disclosures about Fair Value Measurements
 19




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Subsequent Events Amendments to
Certain Recognition and Disclosure Requirements
 
 Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
  20




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##### Table of Contents



Item 8. Financial Statements and Supplementary Data.
 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
     
 21




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American Locker Group Incorporated and Subsidiaries
 Consolidated Balance Sheets
 December 31,2010
    
    
    2009AssetsCurrent assets:Cash and cash equivalents
    
    $
    649,952
    
    
    $
    526,752Accounts receivable, less allowance for
doubtful accounts of $134,000 in 2010 and
$216,000 in 2009
    
    
    2,370,642
    
    
    
    2,319,440Inventories, net
    
    
    2,545,200
    
    
    
    2,378,017Prepaid expenses
    
    
    227,570
    
    
    
    95,489Income tax receivable
    
    
    
    
    
    
    1,409,696Deferred income taxes
    
    
    358,481
    
    
    
    416,713Total current assets
    
    
    6,151,845
    
    
    
    7,146,107Property, plant and equipment:Land
    
    
    500
    
    
    
    500Buildings and leasehold improvements
    
    
    397,136
    
    
    
    394,739Machinery and equipment
    
    
    10,050,517
    
    
    
    7,907,73210,448,153
    
    
    
    8,302,971Less allowance for depreciation and amortization
    
    
    (7,442,888
    )
    
    
    (7,066,629
    )3,005,265
    
    
    
    1,236,342Other noncurrent assets
    
    
    41,545
    
    
    
    Deferred income taxes
    
    
    510,635
    
    
    
    512,277Total assets
    
    $
    9,709,290
    
    
    $
    8,894,726
  22




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American Locker Group Incorporated and Subsidiaries
 Consolidated Balance Sheets (continued)
 December 31,2010
    
    
    2009Liabilities and stockholders equityCurrent liabilities:Accounts payable
    
    $
    1,992,819
    
    
    $
    2,068,289Commissions, salaries, wages and taxes thereon
    
    
    193,006
    
    
    
    127,444Income taxes payable
    
    
    65,203
    
    
    
    76,176Secured borrowings from factoring agreement
    
    
    
    
    
    
    428,588Revolving line of credit
    
    
    
    
    
    
    Current portion of long-term debt
    
    
    200,000
    
    
    
    Deferred revenue
    
    
    341,000
    
    
    
    341,000Other accrued expenses
    
    
    348,524
    
    
    
    346,941Total current liabilities
    
    
    3,140,552
    
    
    
    3,388,438Long-term liabilities:Long-term debt, net of current portion
    
    
    800,000
    
    
    
    Pension and other benefits
    
    
    1,466,179
    
    
    
    1,240,5062,266,179
    
    
    
    1,240,506Total liabilities
    
    
    5,406,731
    
    
    
    4,628,944Commitments and contingencies (Note 16)Stockholders equity:Common stock, $1 par value:Authorized shares4,000,000 Issued
shares1,834,106 and 1,781,015 in 2010
and 2009, respectively Outstanding
shares1,642,106 and 1,589,015 in 2010
and 2009, respectively
    
    
    1,834,106
    
    
    
    1,781,015Other capital
    
    
    265,271
    
    
    
    242,846Retained earnings
    
    
    4,964,006
    
    
    
    4,895,637Treasury stock at cost (192,000 shares)
    
    
    (2,112,000
    )
    
    
    (2,112,000
    )Accumulated other comprehensive loss
    
    
    (648,824
    )
    
    
    (541,716
    )Total stockholders equity
    
    
    4,302,559
    
    
    
    4,265,782Total liabilities and stockholders equity
    
    $
    9,709,290
    
    
    $
    8,894,726
  23




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American Locker Group Incorporated and Subsidiaries
 Consolidated Statements of Operations
 Year ended December 31,2010
    
    
    2009
    
    
    2008Net sales
    
    $
    12,099,012
    
    
    $
    12,515,433
    
    
    $
    14,129,807Cost of products sold
    
    
    7,700,847
    
    
    
    8,598,486
    
    
    
    10,954,020Gross profit
    
    
    4,398,165
    
    
    
    3,916,947
    
    
    
    3,175,787Selling, administrative and general expenses
    
    
    4,242,855
    
    
    
    3,873,415
    
    
    
    6,028,730Restructuring charge
    
    
    
    
    
    
    296,118
    
    
    
    Pension settlement charge
    
    
    
    
    
    
    186,069
    
    
    
    Asset impairment
    
    
    
    
    
    
    
    
    
    
    275,685Total operating expenses
    
    
    4,242,855
    
    
    
    4,355,602
    
    
    
    6,304,415Total operating income (loss)
    
    
    155,310
    
    
    
    (438,655
    )
    
    
    (3,128,628
    )Interest income
    
    
    
    
    
    
    36
    
    
    
    10,891Loss on sale of property, plant and equipment
    
    
    
    
    
    
    (14,299
    )
    
    
    (138
    )Other income (expense)net
    
    
    61,087
    
    
    
    89,946
    
    
    
    (76,475
    )Interest expense
    
    
    (16,232
    )
    
    
    (255,973
    )
    
    
    (159,380
    )Net income (loss) before income taxes
    
    
    200,165
    
    
    
    (618,945
    )
    
    
    (3,353,730
    )Income tax expense (benefit)
    
    
    131,796
    
    
    
    (196,339
    )
    
    
    (653,519
    )Net income (loss)
    
    $
    68,369
    
    
    $
    (422,606
    )
    
    $
    (2,700,211
    )Weighted average common shares:Basic
    
    
    1,605,769
    
    
    
    1,572,511
    
    
    
    1,564,039Diluted
    
    
    1,605,769
    
    
    
    1,572,511
    
    
    
    1,564,039Income (loss) per share of common stock:Basic
    
    $
    0.04
    
    
    $
    (0.27
    )
    
    $
    (1.73
    )Diluted
    
    $
    0.04
    
    
    $
    (0.27
    )
    
    $
    (1.73
    )Dividends per share of common stock
    
    $
    0.00
    
    
    $
    0.00
    
    
    $
    0.00
  24




---



##### Table of Contents



American Locker Group Incorporated and Subsidiaries
 Consolidated Statements of Stockholders Equity
 AccumulatedOther Comprehensive
    
    
    Total StockholdersCommon Stock
    
    
    Other Capital
    
    
    Retained Earnings
    
    
    Treasury Stock
    
    
    Income (Loss)
    
    
    EquityBalance at December
31, 2007
    
    $
    1,741,516
    
    
    $
    184,988
    
    
    $
    8,018,454
    
    
    $
    (2,112,000
    )
    
    $
    (74,797
    )
    
    $
    7,758,161Net income (loss)
    
    
    
    
    
    
    
    
    
    
    (2,700,211
    )
    
    
    
    
    
    
    
    
    
    
    (2,700,211
    )Other comprehensive
income (loss):Foreign currency
translation
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (205,775
    )
    
    
    (205,775
    )Minimum pension
liability
adjustment, net
of tax benefit of
$197,451
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (296,176
    )
    
    
    (296,176
    )Total comprehensive loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,202,162
    )Common stock issued as
compensation (22,333
shares)
    
    
    22,333
    
    
    
    45,261
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    67,594Stock-based compensation
    
    
    
    
    
    
    3,592
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,592Balance at December 31,
2008
    
    $
    1,763,849
    
    
    $
    233,841
    
    
    $
    5,318,243
    
    
    $
    (2,112,000
    )
    
    $
    (576,748
    )
    
    $
    4,627,185Net income (loss)
    
    
    
    
    
    
    
    
    
    
    (422,606
    )
    
    
    
    
    
    
    
    
    
    
    (422,606
    )Other comprehensive
income (loss):Foreign currency
translation
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    37,293
    
    
    
    37,293Minimum pension
liability
adjustment, net
of tax benefit of
$1,506
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,261
    )
    
    
    (2,261
    )Total comprehensive loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (387,574
    )Common stock issued as
compensation (17,166
shares)
    
    
    17,166
    
    
    
    4,210
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    21,376Stock-based compensation
    
    
    
    
    
    
    4,795
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    4,795Balance at December 31,
2009
    
    $
    1,781,015
    
    
    $
    242,846
    
    
    $
    4,895,637
    
    
    $
    (2,112,000
    )
    
    $
    (541,716
    )
    
    $
    4,265,782Net income (loss)
    
    
    
    
    
    
    
    
    
    
    68,369
    
    
    
    
    
    
    
    
    
    
    
    68,369Other comprehensive
income (loss):Foreign currency
translation
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    11,925
    
    
    
    11,925Minimum pension
liability
adjustment, net
of tax benefit of
$79,354
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (119,033
    )
    
    
    (119,033
    )Total comprehensive loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (38,739
    )Common stock issued as
compensation (53,091
shares)
    
    
    53,091
    
    
    
    22,425
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    75,516Balance at December 31,
2010
    
    $
    1,834,106
    
    
    $
    265,271
    
    
    $
    4,964,006
    
    
    $
    (2,112,000
    )
    
    $
    (648,824
    )
    
    $
    4,302,559
  25




---



##### Table of Contents



American Locker Group Incorporated and Subsidiaries
 Consolidated Statements of Cash Flows
 Year ended December 31,2010
    
    
    2009
    
    
    2008Operating activitiesNet income (loss)
    
    $
    68,369
    
    
    $
    (422,606
    )
    
    $
    (2,700,211
    )Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:Depreciation and amortization
    
    
    336,037
    
    
    
    337,507
    
    
    
    416,664Provision for uncollectible accounts
    
    
    31,290
    
    
    
    36,000
    
    
    
    60,182Equity based compensation
    
    
    75,516
    
    
    
    26,171
    
    
    
    71,186Loss on disposal of assets
    
    
    686
    
    
    
    14,299
    
    
    
    138Deferred income taxes
    
    
    (36,088
    )
    
    
    (204,628
    )
    
    
    909,994Impairment of assets
    
    
    
    
    
    
    
    
    
    
    275,685Changes in assets and liabilities:Accounts and other receivables
    
    
    1,526,273
    
    
    
    (1,162,825
    )
    
    
    81,496Inventories
    
    
    (297,059
    )
    
    
    18,440
    
    
    
    545,510Prepaid expenses
    
    
    (131,793
    )
    
    
    118,835
    
    
    
    7,384Deferred revenue
    
    
    
    
    
    
    341,000
    
    
    
    Accounts payable and accrued expenses
    
    
    (214,132
    )
    
    
    491,171
    
    
    
    291,353Income taxes
    
    
    (10,973
    )
    
    
    197,581
    
    
    
    (1,561,991
    )Pension and other benefits
    
    
    169,543
    
    
    
    138,592
    
    
    
    113,726Net cash provided by (used in) operating activities
    
    
    1,517,669
    
    
    
    (70,463
    )
    
    
    (1,488,884
    )Investing activitiesPurchase of property, plant and equipment
    
    
    (1,968,592
    )
    
    
    (97,118
    )
    
    
    (334,902
    )Proceeds from sale of property, plant and equipment
    
    
    
    
    
    
    2,747,000
    
    
    
    24,702Net cash provided by (used in) investing activities
    
    
    (1,968,592
    )
    
    
    2,649,882
    
    
    
    (310,200
    )Financing activitiesLong-term debt payments
    
    
    
    
    
    
    (4,004,315
    )
    
    
    (139,450
    )Long-term debt borrowings
    
    
    1,000,000
    
    
    
    2,000,000
    
    
    
    Borrowings under revolving line of credit
    
    
    
    
    
    
    4,458
    
    
    
    752,623Repayment of factoring agreement
    
    
    (428,588
    )
    
    
    (757,081
    )
    
    
    Borrowings under factoring agreement
    
    
    
    
    
    
    428,588
    
    
    
    Net cash provided by (used in) financing activities
    
    
    571,412
    
    
    
    (2,328,350
    )
    
    
    613,173Effect of exchange rate changes on cash
    
    
    2,711
    
    
    
    (4,301
    )
    
    
    (96,056
    )Net increase (decrease) in cash and cash equivalents
    
    
    123,200
    
    
    
    246,768
    
    
    
    (1,281,967
    )Cash and cash equivalents at beginning of year
    
    
    526,752
    
    
    
    279,984
    
    
    
    1,561,951Cash and cash equivalents at end of year
    
    $
    649,952
    
    
    $
    526,752
    
    
    $
    279,984Supplemental cash flow information:Cash paid during the year for:Interest
    
    $
    15,447
    
    
    $
    267,227
    
    
    $
    152,343Income taxes
    
    $
    20,311
    
    
    $
    
    
    
    $
    11,806
  26




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##### Table of Contents



Notes to Consolidated Financial Statements
American Locker Group Incorporated and Subsidiaries
December 31, 2010
 1. Basis of Presentation
 Consolidation and Business Description
  2. Summary of Significant Accounting Policies
 Cash and Cash Equivalents
  Accounts Receivable
   Inventories
   Property, Plant and Equipment
  27




---



##### Table of Contents



Pensions and Postretirement Benefits
  Revenue Recognition
   Shipping and Handling Costs
  Advertising Expense
  Income Taxes
  28




---



##### Table of Contents



Research and Development
  Earnings Per Share
  Foreign Currency
  Fair Value of Financial Instruments
  29




---



##### Table of Contents



Stock-Based Compensation
   Comprehensive Income
  Use of Estimates
  New Accounting Pronouncements
   30




---



##### Table of Contents



3. Sale of Property
   4. Disneyland Concession Agreement
    5. Inventories
  December 31,2010
    
    
    2009Finished products
    
    $
    80,329
    
    
    $
    76,303Work-in-process
    
    
    857,044
    
    
    
    1,020,838Raw materials
    
    
    1,607,827
    
    
    
    1,280,876Net inventories
    
    $
    2,545,200
    
    
    $
    2,378,017
 6. Other Accrued Expenses and Current Liabilities
  December 31,2010
    
    
    2009Restructuring liability
    
    $
    144,000
    
    
    $
    169,000Accrued severance
    
    
    
    
    
    
    Accrued expenses, other
    
    
    204,524
    
    
    
    177,941Total accrued expenses
    
    $
    348,524
    
    
    $
    346,941
 31




---



##### Table of Contents



7. Debt
  December 31,2010
    
    
    2009Term loan payable to Bank of America
Merrill Lynch through December 2015 at $16,667
monthly plus interest at LIBOR rate plus 375
basis points (4.015% at December 31, 2010)
collateralized by accounts receivable,
inventory, and equipment
    
    $
    1,000,000
    
    
    $
    Secured borrowings from factoring agreement
    
    
    
    
    
    
    428,588Less current portion
    
    
    (200,000
    )
    
    
    (428,588
    )Long-term portion
    
    $
    800,000
    
    
    $
    
           32




---



##### Table of Contents



8. Operating Leases
  2011
    
    $
    177,6262012
    
    
    267,8802013
    
    
    326,1402014
    
    
    409,2522015
    
    
    412,056Thereafter
    
    
    1,102,166Total
    
    $
    2,695,120
  9. Income Taxes
  2010
    
    
    2009
    
    
    2008United States income (loss)
    
    $
    225,555
    
    
    $
    (525,995
    )
    
    $
    (3,064,985
    )Foreign income (loss)
    
    
    (25,390
    )
    
    
    (92,950
    )
    
    
    (288,745
    )$
    200,165
    
    
    $
    (618,945
    )
    
    $
    (3,353,730
    )
  2010
    
    
    2009
    
    
    2008Current:Federal
    
    $
    (13,280
    )
    
    $
    
    
    
    $
    (1,589,218
    )State
    
    
    
    
    
    
    
    
    
    
    25,266Foreign
    
    
    9,334
    
    
    
    8,229
    
    
    
    439Total current
    
    
    (3,946
    )
    
    
    8,229
    
    
    
    (1,563,513
    )Deferred:Federal
    
    
    114,738
    
    
    
    (182,605
    )
    
    
    855,002State
    
    
    21,534
    
    
    
    (530
    )
    
    
    10,279Foreign
    
    
    (530
    )
    
    
    (21,433
    )
    
    
    44,713135,742
    
    
    
    (204,568
    )
    
    
    909,994$
    131,796
    
    
    $
    (196,339
    )
    
    $
    (653,519
    )
 33




---



##### Table of Contents



2010
    
    
    2009
    
    
    2008Statutory income tax rate
    
    
    34
    %
    
    
    (34
    %)
    
    
    (34
    %)State and foreign income taxes, net of federal benefit
    
    
    1
    
    
    
    (1
    )
    
    
    (1
    )Change in valuation allowance
    
    
    23
    
    
    
    
    
    
    
    13Foreign earnings taxed at different rate
    
    
    
    
    
    
    
    
    
    
    Change in estimated state income tax rate
    
    
    
    
    
    
    
    
    
    
    Other permanent differences
    
    
    8
    
    
    
    3
    
    
    
    2Effective tax rate
    
    
    66
    %
    
    
    (32
    )%
    
    
    (20
    )%
  2010
    
    
    2009Deferred tax liabilities:Property, plant and equipment
    
    $
    (48,286
    )
    
    $
    (49,555
    )Prepaid expenses and other
    
    
    (4,600
    )
    
    
    (4,609
    )Total deferred tax liabilities
    
    
    (52,886
    )
    
    
    (54,164
    )Deferred tax assets:Operating loss carryforwards
    
    
    809,214
    
    
    
    843,484Postretirement benefits
    
    
    22,734
    
    
    
    22,783Pension costs
    
    
    547,997
    
    
    
    473,473Allowance for doubtful accounts
    
    
    38,023
    
    
    
    63,409Deferred revenues
    
    
    117,048
    
    
    
    118,852Other assets
    
    
    9,724
    
    
    
    12,039Accrued expenses
    
    
    52,160
    
    
    
    61,902Other employee benefits
    
    
    16,412
    
    
    
    24,169Inventory costs
    
    
    66,904
    
    
    
    75,627Total deferred tax assets
    
    
    1,680,216
    
    
    
    1,695,738Net
    
    
    1,627,330
    
    
    
    1,641,574Valuation allowance
    
    
    (758,214
    )
    
    
    (712,584
    )Net
    
    $
    869,116
    
    
    $
    928,990Current deferred tax asset
    
    $
    358,481
    
    
    $
    416,713Long-term deferred tax asset
    
    
    510,635
    
    
    
    512,277$
    869,116
    
    
    $
    928,990
     34




---



##### Table of Contents



10. Pension and Other Postretirement Benefits
 U.S. Pension Plan
   Canadian Pension Plan
    35




---



##### Table of Contents



Pension BenefitsU.S. Plan
    
    
    Canadian Plan2010
    
    
    2009
    
    
    2010
    
    
    2009Change in projected benefit obligationProjected benefit obligation at beginning of year
    
    $
    2,951,717
    
    
    $
    2,888,281
    
    
    $
    1,193,120
    
    
    $
    906,840Service cost
    
    
    21,200
    
    
    
    21,220
    
    
    
    
    
    
    
    Interest cost
    
    
    174,649
    
    
    
    173,030
    
    
    
    78,845
    
    
    
    63,206Benefit payments
    
    
    (150,469
    )
    
    
    (302,150
    )
    
    
    (95,741
    )
    
    
    (78,699
    )Administrative expenses
    
    
    (23,928
    )
    
    
    (30,118
    )
    
    
    
    
    
    
    Actuarial (gain) loss
    
    
    203,500
    
    
    
    201,454
    
    
    
    27,285
    
    
    
    36,620Plan amendments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    105,196Currency translation adjustment
    
    
    
    
    
    
    
    
    
    
    59,016
    
    
    
    159,957Settlements
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Projected benefit obligation at end of year
    
    
    3,176,669
    
    
    
    2,951,717
    
    
    
    1,262,525
    
    
    
    1,193,120Change in plan assetsFair value of plan assets at beginning of year
    
    
    1,777,441
    
    
    
    1,787,205
    
    
    
    1,152,228
    
    
    
    946,282Actual return on plan assets
    
    
    187,405
    
    
    
    273,542
    
    
    
    21,653
    
    
    
    63,382Benefit payments
    
    
    (150,469
    )
    
    
    (302,150
    )
    
    
    (95,741
    )
    
    
    (78,699
    )Employer contribution
    
    
    44,877
    
    
    
    48,962
    
    
    
    69,232
    
    
    
    61,445Administrative expenses
    
    
    (23,928
    )
    
    
    (30,118
    )
    
    
    
    
    
    
    Currency translation adjustment
    
    
    
    
    
    
    
    
    
    
    56,547
    
    
    
    159,818Fair value of plan assets at end of year
    
    
    1,835,326
    
    
    
    1,777,441
    
    
    
    1,203,919
    
    
    
    1,152,228Plan assets (less) greater than benefit obligation
    
    $
    (1,341,343
    )
    
    $
    (1,174,276
    )
    
    $
    (58,606
    )
    
    $
    (40,892
    )
  U.S. Plan
    
    
    Canadian Plan2010
    
    
    2009
    
    
    2010
    
    
    2009Current liabilities
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    (40,892
    )Non-current liabilities
    
    
    (1,341,343
    )
    
    
    (1,174,276
    )
    
    
    (58,606
    )
    
    
    Net amount recognized
    
    $
    (1,341,343
    )
    
    $
    (1,174,276
    )
    
    $
    (58,606
    )
    
    $
    (40,892
    )
  U.S. Plan
    
    
    Canadian Plan2010
    
    
    2009
    
    
    2010
    
    
    2009Unrecognized net loss
    
    $
    883,234
    
    
    $
    777,237
    
    
    $
    305,431
    
    
    $
    213,040$
    883,234
    
    
    $
    777,237
    
    
    $
    305,431
    
    
    $
    213,040
   U.S. Plan
    
    
    Canadian Plan2010
    
    
    2009
    
    
    2008
    
    
    2010
    
    
    2009
    
    
    2008Components of net periodic
benefit cost:Service cost
    
    $
    21,200
    
    
    $
    21,220
    
    
    $
    21,300
    
    
    $
    
    
    
    $
    5,810
    
    
    $
    33,704Interest cost
    
    
    174,649
    
    
    
    173,030
    
    
    
    193,552
    
    
    
    78,845
    
    
    
    63,206
    
    
    
    62,688Expected return on plan assets
    
    
    (132,093
    )
    
    
    (134,666
    )
    
    
    (197,021
    )
    
    
    (81,273
    )
    
    
    (70,688
    )
    
    
    (79,682
    )Net actuarial loss
    
    
    42,191
    
    
    
    45,251
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Amortization of prior service cost
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    7,380
    
    
    
    5,282
    
    
    
    9,535Net periodic benefit cost
    
    $
    105,947
    
    
    $
    104,835
    
    
    $
    17,831
    
    
    $
    4,952
    
    
    $
    3,609
    
    
    $
    26,245
  Level 1 
    
    Financial assets and liabilities whose values are based on
unadjusted quoted market prices for identical assets and
liabilities in an active market that the Company has the
ability to access.Level 2 
    
    Financial assets and liabilities whose values are based on
quoted prices in markets that are not active or model inputs
that are observable for substantially the full term of the
asset or liability.
 36




---



##### Table of Contents



Level 3 
    
    Financial assets and liabilities whose values are based on
prices or valuation techniques that require inputs that are
both unobservable and significant to the overall fair value
measurement.
  December 31, 2010US Plan
    
    
    Canadian PlanCash and cash equivalents
    
    Level 1
    
    $
    
    
    
    $
    85,789Mutual funds
    
    Level 1
    
    
    
    
    
    
    1,129,731Pooled separate accounts
    
    Level 2
    
    
    1,835,326
    
    
    
    Total
    
    
    
    
    
    $
    1,835,326
    
    
    $
    1,215,520
  December 31, 2010US Plan
    
    
    Canadian PlanEquities
    
    
    50
    %
    
    
    27
    %Fixed income
    
    
    50
    %
    
    
    73
    %Total
    
    
    100
    %
    
    
    100
    %
  U.S. Plan
    
    
    Canadian Plan2011
    
    $
    89,000
    
    
    $
    99,0002012
    
    
    115,000
    
    
    
    95,0002013
    
    
    131,000
    
    
    
    92,0002014
    
    
    133,000
    
    
    
    88,0002015
    
    
    138,000
    
    
    
    84,0002016 through 2020
    
    
    743,000
    
    
    
    346,000
  U.S. Plan
    
    
    Canadian Plan2010
    
    
    2009
    
    
    2010
    
    
    2009Weighted average assumptions as of December 31:Discount rate
    
    
    5.50
    %
    
    
    6.00
    %
    
    
    6.25
    %
    
    
    6.75
    %Rate of compensation increase
    
    
    
    
    
    
    
    
    
    
    2.00
    %
    
    
    2.00
    %
  U.S. Plan
    
    
    Canadian Plan2010
    
    
    2009
    
    
    2010
    
    
    2009Weighted average assumptions as of December 31:Discount rate
    
    
    6.00
    %
    
    
    6.10
    %
    
    
    6.75
    %
    
    
    6.75
    %Expected return on plan assets
    
    
    7.50
    %
    
    
    7.50
    %
    
    
    7.00
    %
    
    
    7.00
    %Rate of compensation increase
    
    
    
    
    
    
    
    
    
    
    2.00
    %
    
    
    2.00
    %
  37




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##### Table of Contents



Death Benefit Plan
  Defined Contribution Plan
   11. Capital Stock
  12. Stock-Based Compensation
     38




---



##### Table of Contents



2010
    
    
    2009
    
    
    2008Weighted Average
    
    
    
    
    
    
    Weighted Average
    
    
    
    
    
    
    Weighted AverageOptions
    
    
    Exercise Price
    
    
    Options
    
    
    Exercise Price
    
    
    Options
    
    
    Exercise PriceOutstandingbeginning
of year
    
    
    12,000
    
    
    $
    4.95
    
    
    
    40,000
    
    
    $
    6.82
    
    
    
    64,000
    
    
    $
    6.12Expired or forfeited
    
    
    
    
    
    
    
    
    
    
    (28,000
    )
    
    
    7.62
    
    
    
    (24,000
    )
    
    
    4.95Outstandingend of year
    
    
    12,000
    
    
    $
    4.95
    
    
    
    12,000
    
    
    $
    4.95
    
    
    
    40,000
    
    
    $
    6.82Exercisableend of year
    
    
    12,000
    
    
    
    
    
    
    
    12,000
    
    
    
    
    
    
    
    36,000
  VestedRemaining Years ofExercise Price
    
    Number of Options
    
    Intrinsic Value
    
    Contractual Life$4.95
    
    12,000
    
    
    
    6.7
  13. Earnings Per Share
  2010
    
    
    2009
    
    
    2008Numerator:Net income (loss)
    
    $
    68,369
    
    
    $
    (422,606
    )
    
    $
    (2,700,211
    )Denominator:Denominator for basic earnings
per shareweighted average
shares outstanding
    
    
    1,605,769
    
    
    
    1,572,511
    
    
    
    1,564,039Denominator for diluted earnings
per shareweighted average
shares outstanding and assumed
conversions
    
    
    1,605,769
    
    
    
    1,572,511
    
    
    
    1,564,039Basic earnings (loss) per share
    
    $
    0.04
    
    
    $
    (0.27
    )
    
    $
    (1.73
    )Diluted earnings (loss) per share
    
    $
    0.04
    
    
    $
    (0.27
    )
    
    $
    (1.73
    )
  14. Accumulated Other Comprehensive Loss
  2010
    
    
    2009Foreign currency translation adjustment
    
    $
    64,374
    
    
    $
    52,449Minimum pension liability adjustment, net of
tax effect of $475,465 in 2010 and $396,111 in
2009
    
    
    (713,198
    )
    
    
    (594,165
    )$
    (648,824
    )
    
    $
    (541,716
    )
 39




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##### Table of Contents



15. Geographical, Customer Concentration and Products Data
  2010
    
    
    2009
    
    
    2008Lockers
    
    $
    9,272,432
    
    
    $
    7,044,760
    
    
    $
    8,830,305Mailboxes
    
    
    2,374,682
    
    
    
    3,923,610
    
    
    
    5,299,502Contract manufacturing
    
    
    451,898
    
    
    
    1,547,063
    
    
    
    $
    12,099,012
    
    
    $
    12,515,433
    
    
    $
    14,129,807
  2010
    
    
    2009
    
    
    2008United States customers
    
    $
    9,266,197
    
    
    $
    10,318,478
    
    
    $
    11,333,442Canadian and other foreign customers
    
    
    2,832,815
    
    
    
    2,196,955
    
    
    
    2,796,365$
    12,099,012
    
    
    $
    12,515,433
    
    
    $
    14,129,807
    16. Contingencies
   40




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##### Table of Contents



17. Asset Impairment
    Equipment depreciation
    
    $
    164,000Inventory obsolescence charge
    
    
    111,685Total asset impairment
    
    $
    275,685
 18. Restructuring
  41




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##### Table of Contents



Expense/December 31, 2009
    
    
    (Benefit)
    
    
    Payment/Charges
    
    
    December 31, 2010Severance
    
    $
    157,000
    
    
    $
    (5,000
    )
    
    $
    (20,000
    )
    
    $
    132,000Other
    
    
    12,000
    
    
    
    
    
    
    
    
    
    
    
    12,000Total
    
    $
    169,000
    
    
    $
    (5,000
    )
    
    $
    (20,000
    )
    
    $
    144,000
  December 31, 2008
    
    
    Expense
    
    
    Payment/Charges
    
    
    December 31, 2009Severance
    
    $
    
    
    
    $
    264,000
    
    
    $
    (107,000
    )
    
    $
    157,000Professional fees
    
    
    
    
    
    
    20,000
    
    
    
    (20,000
    )
    
    
    Other
    
    
    
    
    
    
    12,000
    
    
    
    
    
    
    
    12,000Total
    
    $
    
    
    
    $
    296,000
    
    
    $
    (127,000
    )
    
    $
    169,000
 19. Subsequent Events
  
 Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.
  
 Item 9A(T). Controls and Procedures
 Disclosure Controls and Procedures
   Managements Report on Internal Control over Financial Reporting
   42




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##### Table of Contents



Item 9B. Other Information
  
 PART III
 
 Item 10. Directors, Executive Officers and Corporate Governance
  
 Item 11. Executive Compensation.
  
 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters.
  
 Item 13. Certain Relationships and Related Transactions, and Director Independence
  
 Item 14. Principal Accountant Fees and Services.
  43




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##### Table of Contents



PART IV
 
 Item 15. Exhibits, Financial Statement Schedules.
  1.
    
    The financial statements together with the report of Travis Wolff, LLP dated March 15, 2011
are included in Item 8. Financial Statements and Supplementary Data in this Annual Report on
Form 10-K.2.
    
    Schedule IIValuation and Qualifying Accounts is included in this Annual Report on Form
10-K. All other consolidated financial schedules are omitted because they are inapplicable,
not required or the information is included elsewhere in the consolidated financial statements
or the notes thereto.3.
    
    The following documents are filed or incorporated by reference as exhibits to this Annual
Report on Form 10-K:
 
 EXHIBIT INDEX
 Exhibit
    
    
    
    Prior Filing orNo.
    
    Document Description
    
    Notation of Filing Herewith3.1
    
    Certificate of Incorporation of American Locker Group Incorporated
    
    Exhibit to Form 10-K for
Year ended December 31,
19803.2
    
    Amendment to Certificate of Incorporation
    
    Form 10-C filed May 6, 19853.3
    
    Amendment to Certificate of Incorporation
    
    Exhibit to Form 10-K for
year ended December 31,
19873.4
    
    By-laws of American Locker Group Incorporated as amended and
restated
    
    Exhibit to Form 10-K for
the year ended December
31, 20074.1
    
    Certificate of Designations of Series A Junior Participating
Preferred Stock
    
    Exhibit to Form 10-K for
year ended December 31,
199910.1
    
    Form of Indemnification Agreement between American Locker Group
Incorporated and its directors and officers
    
    Exhibit to Form 8-K filed
May 18, 200510.2
    
    American Locker Group Incorporated 1999 Stock Incentive Plan
    
    Exhibit to Form 10-Q for
the quarter ended June 30,
199910.3
    
    Form of Option Agreement under 1999 Stock Incentive Plan
    
    Exhibit to Form 10-K for
year ended December 31,
199910.4
    
    Contract of Sale in Lieu of Condemnation dated September 18, 2009
between Altreco, Inc. and the City of Grapevine, Texas
    
    Exhibit to Form 10-K for
year ended December 31,
200810.5
    
    Employment Agreement dated February 1, 2010 between American
Locker Group Incorporated and Paul M. Zaidins
    
    Exhibit to Form 10-K for
year ended December 31,
200910.6
    
    Loan Agreement dated December 8, 2010 between American Locker
Group and Bank of America (Line of Credit and Term Loan)
    
    Filed herewith10.7
    
    Lease Agreement dated November 16, 2010 between American Locker
Group and BV DFWA I, LP
    
    Filed herewith21.1
    
    List of Subsidiaries
    
    Filed herewith23.1
    
    Consent of Travis Wolff, LLP
    
    Filed herewith31.1
    
    Certification of Principal Executive Officer pursuant to Rule
13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act of
1934
    
    Filed herewith31.2
    
    Certification of Principal Financial Officer pursuant to Rule
13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act of
1934
    
    Filed herewith32.1
    
    Certifications of Principal Executive Officer and Principal
Financial Officer Pursuant to 18 U.S.C. Section 1350 as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
    
    Filed herewith
 44




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##### Table of Contents



SIGNATURES
  AMERICAN LOCKER GROUP INCORPORATEDMarch 15, 2011
    By:
    /s/ ALLEN D. TILLEYAllen D. TilleyChief Executive Officer  Signature
    
    Title
    
    Date/s/ JOHN E. HARRIS

John E. Harris
    
    Non-Executive Chairman
    
    March 15, 2011/s/ Allen D. Tilley

Allen D. Tilley
    
    Chief Executive Officer
(Principal Executive Officer)
    
    March 15, 2011/s/ Paul M. Zaidins

Paul M. Zaidins
    
    President, Chief Operating Officer and
Chief Financial Officer
(Principal Financial and Accounting
Officer)
    
    March 15, 2011/s/ Craig R. Frank

Craig R. Frank
    
    Director
    
    March 15, 2011/s/ Graeme L. Jack

Graeme L. Jack
    
    Director
    
    March 15, 2011/s/ Anthony B. Johnston

Anthony B. Johnston
    
    Director
    
    March 15, 2011/s/ Paul B. Luber

Paul B. Luber
    
    Director
    
    March 15, 2011/s/ Mary A. Stanford

Mary A. Stanford
    
    Director
    
    March 15, 2011
 45




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##### Table of Contents



Schedule II
  Valuation and Qualifying Accounts
 Additions ChargedBalance at the
    
    
    to Costs andYear
    
    Description
    
    
    Beginning of Year
    
    
    Expense
    
    
    Deductions
    
    
    Balance at End of YearYear ended 2010Allowance for
Doubtful
Accounts
    
    
    
    
    
    $
    216,000
    
    
    $
    31,000
    
    
    $
    (113,000
    )
    
    $
    134,000Reserve for
Inventory
Valuation
    
    
    
    
    
    
    916,000
    
    
    
    
    
    
    
    (163,000
    )
    
    
    753,000Deferred income
tax valuation
allowance
    
    
    
    
    
    
    713,000
    
    
    
    45,000
    
    
    
    
    
    
    
    758,000Year ended 2009Allowance for
Doubtful
Accounts
    
    
    
    
    
    $
    180,000
    
    
    $
    36,000
    
    
    $
    
    
    
    $
    216,000Reserve for
Inventory
Valuation
    
    
    
    
    
    
    1,336,000
    
    
    
    62,000
    
    
    
    (482,000
    )
    
    
    916,000Deferred income
tax valuation
allowance
    
    
    
    
    
    
    715,000
    
    
    
    
    
    
    
    (2,000
    )
    
    
    713,000Year ended 2008Allowance for
Doubtful
Accounts
    
    
    
    
    
    $
    233,000
    
    
    $
    60,000
    
    
    $
    (113,000
    )
    
    $
    180,000Reserve for
Inventory
Valuation
    
    
    
    
    
    
    1,435,000
    
    
    
    124,000
    
    
    
    (223,000
    )
    
    
    1,336,000Deferred income
tax valuation
allowance
    
    
    
    
    
    
    297,000
    
    
    
    418,000
    
    
    
    
    
    
    
    715,000
 46