Delaware		06-1507104
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization.)		Identification No.)
240 Royal Palm Way
Palm Beach, FL		33480
(Address of principal executive offices)		(Zip Code)

				Page No.
PART I—FINANCIAL INFORMATION
Item 1.		Financial Statements
		Consolidated Balance Sheet		3
		July 31, 2002 (unaudited) and April 30, 2002
		Consolidated Statement of Income (unaudited)		4
		For the three months ended July 31, 2002 and July 31, 2001
		Consolidated Statement of Cash Flows (unaudited)		5
		For the three months ended July 31, 2002 and July 31, 2001
		Notes to Consolidated Financial Statements (unaudited)		7
Item 2.		Management’s Discussion and Analysis of Financial Condition and Results of Operations		17
Item 3.		Quantitative and Qualitative Disclosure About Market Risk		25
PART II—OTHER INFORMATION
Item 6.		Exhibits and Reports on Form 8-K		26
Signatures				27
Certifications under Section 302 of the Sarbanes-Oxley Act of 2002				27
Certifications under Section 906 of the Sarbanes-Oxley Act of 2002				28

ASSETS		July 31, 2002				April 30, 2002
		(Unaudited)
Current assets:
Cash and cash equivalents		$	4,535			$	5,262
Accounts receivable, less allowance for doubtful accounts of $4,934 and $4,917, respectively			93,782				102,184
Inventories			52,785				50,529
Prepaid expenses and other current assets			18,878				13,821
Total current assets			169,980				171,796
Property and equipment, net			47,475				48,992
Goodwill			131,810				128,232
Other intangible assets, net			1,394				1,544
Other assets			6,506				7,635
Total assets		$	357,165			$	358,199
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Short-term debt		$	169,000			$	157,843
Accounts payable			38,623				42,594
Accrued compensation			10,530				12,641
Accrued additional purchase consideration			3,183				8,525
Accrued income taxes							933
Accrued restructuring costs			516				573
Other accrued liabilities			23,264				22,457
Total current liabilities			245,116				245,566
Other long-term debt			1,321				1,500
Deferred income taxes			6,777				6,820
Long-term swap contract liability			4,345				3,666
Other long-term liabilities			3,189				3,865
Total liabilities			260,748				261,417
Stockholders’ equity:
Preferred stock, $.001 par value, 1,000,000 shares authorized, none outstanding
Common stock, $.001 par value, 150,000,000 shares authorized, 13,178,489 and 13,132,724 issued and outstanding, respectively			13				13
Additional paid-in capital			52,598				52,501
Notes receivable from officers			(4,820	)			(4,820	)
Accumulated other comprehensive loss			(4,319	)			(6,255	)
Retained earnings			52,945				55,343
Total stockholders’ equity			96,417				96,782
Total liabilities and stockholders’ equity		$	357,165			$	358,199

		Three Months Ended
		July 31, 2002				July 31, 2001
Revenues		$	156,209			$	155,166
Cost of revenues			112,802				111,213
Gross profit			43,407				43,953
Selling, general and administrative expenses			36,385				36,545
Restructuring costs			221
Operating income			6,801				7,408
Interest expense			4,149				3,703
Interest income			(140	)			(220	)
Loss on ineffective interest rate hedge			4,345
Debt offering costs			1,705
Other expense (income)			13				(14	)
(Loss) income before (benefit) provision for income taxes			(3,271	)			3,939
(Benefit) provision for income taxes			(872	)			1,641
Net (loss) income		$	(2,399	)		$	2,298
(Loss) income per share:
Basic		$	(0.18	)		$	0.18
Diluted		$	(0.18	)		$	0.18
Weighted average common shares outstanding:
Basic			13,155				13,002
Diluted			13,155				13,069

		Three Months Ended
		July 31, 2002				July 31, 2001
Cash flows from operating activities:
Net (loss) income		$	(2,399	)		$	2,298
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization expense			2,644				2,740
Restructuring costs, net of cash paid			(57	)			(966	)
Amortization of deferred financing costs			295				161
Changes in assets and liabilities (net of assets acquired and liabilities assumed in business combinations):
Accounts receivable			8,321				4,583
Inventories			(2,313	)			849
Prepaid expenses and other assets			(3,654	)			240
Accounts payable			(3,927	)			6,193
Accrued liabilities			(418	)			(2,804	)
Net cash (used in) provided by operating activities			(1,508	)			13,294
Cash flows from investing activities:
Cash paid in acquisitions, net of cash received			(1,072	)			(3,624	)
Cash paid for additional purchase consideration			(7,306	)			(7,043	)
Additions to property and equipment			(1,396	)			(5,053	)
Cash collection of notes receivable			175
Cash received on the sale of property and equipment			245				9,218
Other			(79	)			(1	)
Net cash used in investing activities			(9,433	)			(6,503	)
Cash flows from financing activities:
Proceeds from credit facility borrowings			43,950				48,111
Payments of credit facility borrowings			(32,800	)			(52,058	)
Payments of short-term debt, net							(157	)
Payments of other long-term debt			(179	)			(1,222	)
Payments of deferred financing costs			(831	)			(221	)
Proceeds from common stock issued under employee benefit programs			92				116
Issuance of common stock to outside directors			6				5
Net cash provided by (used in) financing activities			10,238				(5,426	)
Effect of exchange rates on cash and cash equivalents			(24	)			(1	)
Net (decrease) increase in cash and cash equivalents			(727	)			1,364
Cash and cash equivalents at beginning of period			5,262				2,126
Cash and cash equivalents at end of period		$	4,535			$	3,490

Three Months E