SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-K

              [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                  For the fiscal year ended December 31, 2000

                         Commission File Number 1-8250

                     WELLS-GARDNER ELECTRONICS CORPORATION
             (Exact name of registrant as specified in its charter)

               ILLINOIS                                36-1944630
               --------                                ----------
   (State or other jurisdiction of                    (IRS Employer
   incorporation or organization)                Identification Number)

                          2701 North Kildare Avenue
                           Chicago, Illinois 60639
                  (Address of principal executive offices)

      Registrant's telephone number, including area code:  773/252-8220

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

  Common Stock, $1.00 par value               American Stock Exchange
  -----------------------------               -----------------------
       Title of each class                Name of each exchange on which
                                                    registered

      Securities registered pursuant to Section 12(g) of the Act:  None

   Indicate  by check  mark  whether the  registrant  has filed  all  reports
 required to be filed by Section 13  or 15(d) of the Securities Exchange  Act
 of 1934 during the preceding 12 months (or for such shorter period that  the
 registrant was required to file such reports).  YES  X     NO

   Indicate by  check mark whether  the registrant has  been subject to  such
 filing requirements for the past 90 days.       YES  X     NO

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

   The aggregate market value of  the registrant's voting stock held by  non-
 affiliates of  the  registrant  (assuming  for  the  purposes  hereof,  that
 directors, executive  officers  and  10%  or  greater  stockholders  of  the
 registrant are affiliates of  the registrant), based  upon the closing  sale
 price of the  registrants Common Stock  on March 1,  2001 was  approximately
 $9,969,000.

   The number of  shares of the registrant's  Common Stock outstanding as  of
 March 1, 2001, was 4,908,139.

                    DOCUMENTS INCORPORATED BY REFERENCE

   Portions of  the Registrant's Annual Report  to Shareholders for the  year
 ended December 31, 2000 are incorporated into Part II of this Report on Form
 10-K  and  filed  as  Exhibit  13  hereto.   Portions  of  the  Registrant's
 Definitive Proxy Statement relating to the Registrant's 2001 Annual  Meeting
 of Stockholders to be filed hereafter are incorporated into Part II of  this
 Report on Form 10-K.

   As used in  this Annual Report on Form 10-K,  the terms "we," "us,"  "our"
 and the  Company mean  Wells-Gardner  Electronics Corporation,  an  Illinois
 corporation, and its subsidiaries, unless the context indicates a difference
 meaning, and the term "common stock" means our common stock, $1.00 par value
 per share.

                                   PART I
 Item 1.  BUSINESS

 OVERVIEW

 Founded in 1925, Wells-Gardner  Electronics Corporation[R]  (the  "Company")
 is a  distributor  and  ISO  9001  certified  manufacturer  of  color  video
 monitors,  video  liquid  crystal  &  plasma  displays,  coin  doors,   coin
 mechanisms and other  related distribution products  for a  wide variety  of
 markets including, but not limited to, gaming machines, coin-operated  video
 games, leisure and fitness, automotive, display, intranet, medical,  service
 and video walls.   During  2000, the Company  formed a  50/50 joint  venture
 named Wells-Eastern Asia Displays ("WEA")  to manufacture video monitors  in
 Malaysia. In addition, the Company  acquired American Gaming &  Electronics,
 Inc., a New Jersey corporation and  its affiliates ("AGE") in January  2000.
 AGE, a leading  parts distributor  to the  gaming markets,  sells parts  and
 service to over 500 casinos in North  America with offices in Las Vegas  and
 Reno, NV;  Egg Harbor  Township, NJ;  Hollywood, FL;  Palm Springs,  CA  and
 Chicago, IL.


 PRODUCTS

 The Company's  primary business  is the  distribution, design,  manufacture,
 assembly, service and  marketing of electronic  components which consist  of
 video color  monitors and  displays, gaming  supplies and  components,  coin
 doors and mechanisms  and the bonding  of touch sensors  to video  monitors.
 Related video  products  and  accessories  accounted  for  approximately  99
 percent of revenue in 2000, 1999 and 1998.

 The Company offers  a full line  of video monitors,  with CRT sizes  ranging
 from 13" to 39" with  horizontal scan frequencies from  15kHz to 70kHz.   In
 addition to  providing standardized  products, the  Company also  customizes
 electrical and mechanical  applications to meet  specific customer  require-
 ments and optically bonds touch screen  sensors to the face of the  monitors
 to allow the user of a CRT video monitor to interact with a computer program
 by touching a video screen.

 The Company's sells into the following markets:

           Market              2000      1999      1998
           --------------------------------------------
           Gaming               41%       29%       22%
           Service & Coin       28%       29%       20%
           Amusement            24%       30%       38%
           Other                 7%       12%       20%
                               ------------------------
                Totals         100%      100%      100%
                               ========================

 MANUFACTURING AND ASSEMBLY

 The Company's  production activities  consist  primarily of  wiring  printed
 circuit  boards,  assembling  finished  units  (and  to  a  limited   extent
 subassemblies), aligning,  testing and  optically bonding  touch sensors  in
 both its  Chicago  plant  and in  WEA's  plant  in Malaysia.    The  Company
 manufactures a limited  range of electronic  components and  coin doors  and
 mechanisms and therefore relies on outside  sources for the majority  of the
 other required components.   A limited number of  sources are available  for
 such electronic components and the other  raw materials.  Two sources supply
 the Company  with almost  all  of the  chassis  subassemblies for  its  two-
 dimensional color game monitors.   Chassis subassemblies are contracted  off
 shore, based on  custom designs developed  by the Company.   As the  Company
 believes is characteristic of  other manufacturers in  its industry, it  has
 been confronted with long lead times and cost pressures.


 MARKETING AND SALES

 The Company sells products throughout the world.  A portion of the Company's
 products  are   sold  through   James  Industries,   Inc.  under   a   Sales
 Representation Agreement  (See Item  13. Certain  Relationships and  Related
 Transactions).   James  Industries,  Inc.  is  headquartered  in  Inverness,
 Illinois and uses  the services  of regional  sub-representative agents  and
 firms.  The  Company maintains its  own internal sales  staff primarily  for
 sales of  products not  covered under  the Sales  Representation  Agreement,
 repair and  service  of its  products  and  to support  its  external  sales
 representative organization.

 The Company is licensed on a non-exclusive basis under certain patents owned
 by RCA Corporation, covering  the technical and  electrical design of  color
 display and video monitor chassis.   Fees under these licenses are based  on
 the number of units  shipped and amounted  to less than  0.1% of total  2000
 revenue.  Although certain  of these licenses may  expire in the future,  it
 has been the practice of the Company to renew such licenses on substantially
 the same terms. However, failure of the Company to obtain renewal of any  of
 these licenses  could have  a materially  adverse  effect on  the  Company's
 business, financial condition and results of operations.

 The Company's business is generally not seasonal.

 The Company has no unique or  unusual practices relating to working  capital
 items.

 The Company's largest customer accounted for total revenues of 21%, 32%  and
 33% in 2000, 1999 and 1998, respectively.

 The  Company's  2000  year-end  backlog  was  approximately  $10.4  million,
 representing  approximately  three  months  sales.    It  is  the  Company's
 experience  that  well  over  90  percent  of  backlog  results  in  revenue
 recognition.

 No material portion of the Company's  business is subject to  re-negotiation
 of profits or termination  of contracts or subcontracts  at the election  of
 the Government.

 During  2000,  the  Company  spent  approximately  $1,400,000  for   product
 engineering, research and development costs, compared to $1,334,000 in  1999
 and $1,536,000 in 1998.

 Compliance with federal, state and local provisions which have been  enacted
 or adopted regulating the  discharge of materials  into the environment,  or
 otherwise relating to  the protection of  the environment,  has no  material
 effect upon the capital expenditures,  earnings and competitive position  of
 the Company.

 At December 31, 2000, the Company  employed approximately 205 persons.   The
 Company believes its relationship with its employees is satisfactory.

 Export sales were approximately  3 percent of sales in  2000 and 1999 and  4
 percent in 1998.


 RISK FACTORS RELATED TO OUR BUSINESS AND INDUSTRY

 Our business may be harmed if  we are unable to  renew the licenses for  the
 intellectual property we use in the manufacture of our products.

 A significant portion of our revenues are derived from the sale of  products
 we manufacture using  licensed patents  and/or technology.   If  we fail  to
 renew these licenses on  favorable terms or  at all, we  could be forced  to
 stop  manufacturing  and  distributing  these  products  and  our  financial
 condition could be adversely affected.

 The loss of, or interruption of  supply from, our key suppliers could  limit
 our ability to manufacture our products.

 We purchase certain materials and components  for our products from  various
 suppliers, some of which are located  outside of the U.S.   Any loss of,  or
 interruption of supply  from our key  suppliers may require  us to find  new
 suppliers.  We could  experience production or  development delays while  we
 seek new suppliers and  could have difficulty  finding new suppliers,  which
 could substantially impair our operating results and business.

 We depend on one customer for a significant portion of our sales.

 A single customer accounted for  21% of our total  revenues in 2000, 32%  of
 our total revenues in 1999 and 33% of our  total revenues in 1998.  If  this
 customer were to  reduce the amount  of products  and/or services  purchased
 from us  or discontinue  its business  relationship with  us, our  financial
 condition could be adversely affected.

 Our growth could be impaired if we are  not able to continue to develop  and
 maintain the success of WEA.

 WEA, the  Malaysian  joint  venture we  established  in  January  2000  with
 Easttech, is an important part of our plan for growth.  We expect to produce
 a significant amount of our manufacturing requirements at WEA's facility  in
 Malaysia.  Our growth will depend, in large part, on the success of WEA.  If
 we are unable to successfully complete  this transition, we may not be  able
 to grow as expected.

 Our current business may suffer if our move takes longer than expected or is
 unsuccessful.

 We plan to move  from our current  manufacturing and corporate  headquarters
 facility in Chicago, Illinois to a new facility in the Chicago  metropolitan
 area during mid-2001.  If this  move takes longer than expected, costs  more
 than anticipated or is unsuccessful, or if we have failed to anticipate  our
 needs in connection with this space, our business may suffer.

 Intense competition in  our industry could  impair our ability  to grow  and
 achieve profitability.

 We  may  not  be  able  to  compete  effectively  with  current  or   future
 competitors.  The market for our products and  services is rapidly  evolving
 and intensely competitive. We expect  this competition to further  intensify
 in the future.  Some of  our competitors  are large  companies with  greater
 financial, marketing  and  products development  resources  than ours.    In
 addition, new competitors may enter our key markets.  This may place us at a
 disadvantage  in  responding   to  our   competitors'  pricing   strategies,
 technological advances and other initiatives.

 Our gaming business  is heavily regulated  and we depend  on our ability  to
 obtain/ maintain regulatory approvals.

 The manufacture and distribution of parts for gaming machines are subject to
 extensive federal, state, local and foreign  regulations and taxes, and  the
 governments of the various gaming jurisdictions amend these regulations from
 time to  time.   Virtually  all  of these  jurisdictions  require  licenses,
 permits, documentation  of qualification,  including evidence  of  financial
 stability, and other forms of approval for manufacturers and distributors of
 gaming machines and  for their officers,  directors, major shareholders  and
 key personnel.  The  revocation or  denial  of  a license  in  a  particular
 jurisdiction could  adversely  affect  our ability  to  obtain  or  maintain
 licenses in other jurisdictions.


 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

 Because we want to provide you with more meaningful and useful  information,
 this annual  report includes  forward-looking  statements that  reflect  our
 current expectations and projections about our future results,  performance,
 prospects and  opportunities.   You can  find many  of these  statements  by
 looking for words such as "may," "will," "expect," "anticipate,"  "believe,"
 "intend,"  "estimate"   and  similar   expressions.  These   forward-looking
 statements are  based  on information  currently  available to  us  and  are
 subject to a  number of risks,  uncertainties and other  factors that  could
 cause our actual  results, performance, prospects  or opportunities in  2001
 and beyond to  differ materially  from those  expressed in,  or implied  by,
 these forward-looking  statements.  These  risks,  uncertainties  and  other
 factors include  but are  not limited  to the  factors described  under  the
 heading "Risk Factors" above.  We caution you not to place undue reliance on
 any forward-looking  statements.  Except  as otherwise required  by  federal
 securities laws, we undertake no obligation to publicly update or revise any
 forward-looking statements, whether as a  result of new information,  future
 events, changed circumstances  or any other  reason after the  date of  this
 annual report.


 Item 2.  PROPERTIES

 The Company's current manufacturing and corporate headquarters is located at
 2701 North Kildare Avenue  in Chicago, Illinois.   During 2000, the  Company
 sold its ownership in this  property.  It has  entered into a monthly  lease
 with the  current owner  and expects  to  move into  a new,  modern,  leased
 facility during mid  2001, resulting in  a one-time charge.   The  Company's
 current leased Kildare  facility has  approximately 207,000  square feet  of
 floor space.  Not less than 100,000 of the 207,000 square feet of the  plant
 are at any time dedicated to production.  Offices for engineering, sales and
 administration are also  located at  that facility.   The plant  is in  good
 condition, is well maintained, and currently has excess production capacity.
 In 2000, the plant operated at an  average 69 percent capacity based on  one
 shift production.  The Company also  has other leased facilities to  support
 the operations of AGE.


 Item 3.  LEGAL PROCEEDINGS

 As the Company sells its products and services to a wide customer base, from
 time to time it may be named in legal proceedings.  The Company aggressively
 reviews all claims on a timely basis  and in the opinion of management,  any
 currently pending legal claims against the Company have no basis and no loss
 contingency reserves have been established.


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

 No matters were submitted to a vote of the Company's shareholders during the
 fourth quarter of 2000.


                                  PART II

 Item 5.  MARKET FOR THE  REGISTRANT'S COMMON STOCK AND RELATED  STOCKHOLDERS
 MATTERS.

 The information required  by this  Item is set  forth in  Exhibit 13  hereto
 under  the  caption  "Common  Share  Market  Price,"  which  information  is
 contained in the Company's Annual Report to Shareholders for the year  ended
 December 31, 2000, and incorporated herein by reference.


 Item 6.  SELECTED FINANCIAL DATA

 The information required  by this  Item is set  forth in  Exhibit 13  hereto
 under the caption "Selected Financial Data," which information is  contained
 in the Company's Annual Report to  Shareholders for the year ended  December
 31, 2000, and incorporated herein by reference.


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

 The information required  by this  Item is set  forth in  Exhibit 13  hereto
 under  the  caption  "Management's  Discussion  and  Analysis  of  Financial
 Condition and Results of Operations" which  information is contained in  the
 Company's Annual  Report to  Shareholders for  the year  ended December  31,
 2000, and incorporated herein by reference.


 Item 7a.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 The information required  by this  Item is set  forth in  Exhibit 13  hereto
 under the caption "Market and Credit  Risks" in the Management's  Discussion
 and  Analysis  of  Financial  Condition  and  Results  of  Operations  which
 information is contained in the Company's Annual Report to Shareholders  for
 the year ended December 31, 2000, and incorporated herein by reference.


 Item 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

 The following financial statements together with  the notes thereto are  set
 forth in Exhibit 13 hereto which  information is contained in the  Company's
 Annual Report  to Shareholders  for the  year ended  December 31,  2000  and
 incorporated herein by reference.

   Consolidated Balance Sheets as of December 31, 2000 and 1999

   Consolidated Statements of  Operations for years ended December 31,  2000,
     1999 and 1998

   Consolidated Statements of  Shareholders' Equity for years ended  December
     31, 2000, 1999 and 1998

   Consolidated Statements of Cash  Flows for years ended December 31,  2000,
     1999 and 1998

   Notes to the Consolidated Financial Statements


   Independent Auditors' Report

 Quarterly financial data for the years ended December 31, 2000 and 1999  are
 set forth in  Exhibit 13 hereto  in Note 13  of "Notes  to the  Consolidated
 Financial Statements" and are  contained in the  Company's Annual Report  to
 Shareholders for  the year  ended December  31, 2000,  which information  is
 hereby incorporated herein by reference.


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

   None


                                  PART III

 Item 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

 DIRECTORS

 The information required by this Item is incorporated by reference from  the
 "Election of Directors"  and "Section 16(a)  Beneficial Ownership  Reporting
 Compliance," section of the Company's definitive proxy statement to be filed
 with the SEC in connection with our 2001 annual meeting of shareholders.

 EXECUTIVE OFFICERS OF THE REGISTRANT

                                                                  Year First
                                                                 Elected As An
      Name                          Office              Age    Executive Officer
 ---------------------  -----------------------------   ---    -----------------
 Anthony Spier          Chairman of the Board,
                        President & Chief
                        Executive Officer                56          1994

 (Alex) C.D. Alexander  Director of Materials            44          2000

 Kathleen E. Hoppe      Chief Information Officer        54          1994

 Mark E. Komorowski     Vice President of Sales &
                        President of AGE                 35          1994

 Eric Slagh             Director of Quality &
                        International Operations         35          1997

 Jeffrey A. Sterling    Vice President of Engineering    42          1998

 George B. Toma         Vice President of Finance,
                        Chief Financial Officer,
                        Treasurer & Corporate Secretary  33          1996

 Randall S. Wells       Executive Vice President &
                        General Manager                  49          1980

 Unless otherwise indicated,  each executive  officer has  served in  various
 executive capacities with the Company for the past five years.

 (Alex) C.D.  Alexander  joined  the Company  as  Director  of  Materials  in
 October, 2000.  Prior to joining the Company, Mr. Alexander was Director  of
 Materials at Sigmatron International and Robertson Worldwide.

 Eric Slagh joined the Company as Director of Quality in May, 1997 and became
 Director of International Operations in January, 2000.  Prior to joining the
 Company, Mr.  Slagh  was Quality  Assurance  Manager at  Danfoss  Electronic
 Drives.

 Jeff Sterling  joined  the  Company as  Vice  President  of  Engineering  in
 November, 1998.  Prior to joining the Company, Mr. Sterling was  Development
 Director of Commercial Products at Zenith Electronics.


 Item 11.  EXECUTIVE COMPENSATION

 The information required by this Item is incorporated by reference under the
 captions "Summary Compensation Table," "Option Grants in 2000,"  "Aggregated
 Option Exercises in 2000 and Option Values at December 31, 2000," "Report of
 Board of Directors on Compensation," and "Compensation Committee  Interlocks
 and Insider Participation," of the Company's 2001 annual  meeting definitive
 proxy statement.


 Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

 The information required by this Item is incorporated by reference under the
 caption  "Securities  Beneficially  Owned  by  Principal  Shareholders   and
 Management,"  of  the  Company's   2001  annual  meeting  definitive   proxy
 statement.


 Item 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

 The Information required by this Item is incorporated by reference under the
 captions "Compensation Committee Interlocks  and Insider Participation,"  of
 the Company's 2001 annual meeting definitive proxy statement.


                                  PART IV

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

   (1)  Financial Statements    The information required by this Item is  set
 forth in Part II, Item 8 of this Report.  The Independent Auditors Report is
 set forth following the Financial Statement  Schedule referred to under  (2)
 below.

   (2)   Financial Statement  Schedules    The information  required by  this
 Item is set forth following the signature page of this Report.

   (3)  Exhibits

 The following exhibits are incorporated by reference or filed herewith:

   3.1.   Articles  of Incorporation  of the  Company, as  amended, filed  as
 Exhibit 3.1 of the Company's Annual Report  on Form 10-K for the year  ended
 December 31, 1994 and incorporated herein by reference.

   3.2.   By-Laws of the Company, as  amended, filed  as Exhibit  3.2 of  the
 Company's Annual Report on  Form 10-K for the  year ended December 31,  1994
 and incorporated herein by reference.

   10.1*.  Amended Employment Agreement dated February 29, 1996, between  the
 Company and Anthony Spier and incorporated herein by reference.

   10.2*.  Wells-Gardner Electronics  Corporation  Employee 401K  Plan  dated
 January 1, 1990  and Amendment 1  dated February 11,  1992, and Amendment  2
 dated January  20, 1994,  filed as  Exhibit 10.10  of the  Company's  Annual
 Report on Form 10-K  for the year ended  December 31, 1993 and  incorporated
 herein by reference.

   10.3*.   Wells-Gardner Electronics Corporation  1996 Nonemployee  Director
 Plan, filed  as Annex  A to  the Company's  Proxy Statement  for the  Annual
 Meeting of Shareholders to be held on April 23, 1996 and incorporated herein
 by reference.

   10.4*.  Wells-Gardner   Electronics  Corporation   Amended  and   Restated
 Incentive Stock Plan, as amended and  filed as Exhibit 4.1 of the  Company's
 Form S-8, dated August 21, 1998 and incorporated herein by reference.

   10.5.   Amended and Restated Sales Representative Agreement dated December
 9, 1998 and Amendment 1 dated August 30, 1999 and incorporated by  reference
 in this Annual Report on Form 10-K.

   10.6.   Voting Rights  Agreement dated December  9, 1998  and Amendment  1
 dated August 30,  1999, among the  Company, Anthony Spier,  John R.  Blouin,
 James J.  Roberts,  Jr.  and James  Industries,  Inc.  and  incorporated  by
 reference in this Annual Report on Form 10-K.

   10.7.   Acquisition of Certain Assets  of American  Gaming and Electronics
 dated January 12, 2000,  filed as Exhibits 2.1,  2.2 and 2.3  on Form 8-K  ,
 dated January 27, 2000 and incorporated herein by reference.

   10.8.   Executive  Stock Award Plan, filed  as Exhibits 4.1 and 4.2 of the
 Company's Form S-8, dated May 12, 2000 and incorporated by reference in this
 Annual Report on Form 10-K.

   10.9  Credit Agreements dated September 1, 2000, between American National
 Bank and Trust  Company and the  Company, filed as  Exhibits 10.1, 10.2  and
 10.3 of the  Company's Form  10-Q dated  November 3,  2000 and  incorporated
 herein by reference.

   10.10.  License Agreement dated July 1, 2000, between the Company and  RCA
 Corporation.

   10.11. Agreement dated July 3,  2000, between the Company and Local  1031,
 I.B.E.W., AFL-CIO.

   13.    Certain portions of the Company's Annual Report to Shareholders for
 the year ended December 31, 2000 as specified in Part II hereof.

   23.    Consent of KPMG LLP.

 *Management contract or compensatory plan or arrangement.

   b.   Reports on Form 8-K   No reports  on Form 8-K  were filed during  the
 last quarter ended December 31, 2000.


                                 SIGNATURES

   Pursuant to  the requirements  of Section 13  or 15(d)  of the  Securities
 Exchange Act  of 1934,  the Registrant  has duly  caused this  report to  be
 signed on its behalf by the undersigned, thereunto duly authorized.

                   WELLS-GARDNER ELECTRONICS CORPORATION


 By: /S/  ANTHONY SPIER
 ----------------------
 Anthony Spier            Chairman of the Board, President
                          & Chief Executive Officer          February 7, 2001

     /S/  GEORGE B. TOMA
 -----------------------
 George B. Toma CPA, CMA  Vice President of Finance,
                          Chief Financial Officer, Treasurer
                          & Corporate Secretary              February 7, 2001

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

       Signature                    Title                          Date
       ---------                    -----                          ----

 /S/  ANTHONY SPIER
 -----------------------
 Anthony Spier            Chairman of the Board, President
                          & Chief Executive Officer          February 7, 2001

 /S/  MARSHALL L. BURMAN
 -----------------------
 Marshall L. Burman       Director                           February 7, 2001

 /S/  JERRY KALOV
 -----------------------
 Jerry Kalov              Director                           February 7, 2001

 /S/  FRANK R. MARTIN
 -----------------------
 Frank R. Martin          Director                           February 7, 2001

 /S/  ERNEST R. WISH
 -----------------------
 Ernest R. Wish           Director                           February 7, 2001



                             FINANCIAL SCHEDULE

 Schedules not included with this additional financial data have been omitted
 because they are not applicable or the required information is shown in  the
 financial statements or notes thereof.

 SCHEDULE II

 VALUATION AND QUALIFYING ACCOUNTS AND RESERVES
 ALLOWANCE FOR DOUBTFUL ACCOUNTS

           Balance at
           Beginning         (1)               (2)           Balance at
   Year    of Period      Additions         Deductions     End of Period
   ----    ---------      ---------         ----------     -------------
   1998     264,000        36,000            215,000           85,000

   1999      85,000        36,000             61,000           60,000

   2000      60,000        64,000             34,000           90,000

 (1) Provision for bad debt.
 (2) Accounts receivable written off against the allowance.