3
million. Ruzika added, "If this transaction is
consummated, then, through a series of transactions, we will have realized
approximately $44.

congress us

Devcon Reports First Quarter Results

The increase in Security Division revenue
in the first quarter of 2005 as compared to the first quarter of 2004 resulted
from the inclusion of revenue from the Adelphia operations from the date of
acquisition and the inclusion of revenue from the operations of Security
Equipment Corporation , Inc.27) $ 0.

islands congress

0 million
which was offset by a net U.
In the first quarter of 2005 revenue increased $7. Thomas in the U.

Forward-Looking Statements
This press release may contain statements, which are not historical facts
and are considered forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Authorized
15,000,000 shares, issued 5,792,877
in 2005 and 5,753,057 in 2004, outstanding
5,784,333 in 2005 and 5,738,713 shares
in 2004 $ 579 $ 575
Additional paid-in capital 29,892 29,790
Retained earnings 46,532 48,106
Accumulated other comprehensive loss -
cumulative translation adjustment (1,633) (1,390)
Treasury stock, at cost, 14 ,344 and 86800
Shares in 2005 and 2004, respectively (59) (98)
Total stockholders' equity $ 75,311 $ 76,983

Total liabilities and stockholders ' equity $125,314 $101,665

See notes to the unaudited consolidated financial statements . The Materials Division now produces and distributes crushed stone,
ready-mix concrete and concrete block in the eastern Caribbean with principal
operations, on St.

indies granted

The $12.
The Construction Division reported an increase in operating income of
$1.04
(Loss) Income per common
share-diluted $ (0.

islands rico

04 per fully diluted
share) for the previous year.7 million for the comparable period in 2004. The company is actively
bidding and negotiating additional projects in areas throughout the Caribbean
and, since March 31, 2005, the division has added $2.
ET, Wednesday, May 18.
The transaction is subject to the negotiation and execution of a
definitive agreement, Devcon's receiving an opinion that the transaction is
fair to shareholders from a financial point of view, approval by the Company's
Board of Directors and other approvals which may be required.3 million in value from our legacy operations which has or
will be redeployed into security services.

rico named

8 million.0 million during the first quarter of 2005 when compared to
$0. This increase in the division's operating loss is
primarily attributable to increases in operating losses incurred in our Sint
Maarten/St."
The Security Division reported operating income of $58,000 during the
first quarter of 2005. Ruzika, Devcon President and CEO, stated, "This transaction if
completed will finalize Devcon's transformation into a security services
company, in addition to supplying us with additional cash resources to expand
our security services operations.

Congress granted U.

named croix

4 million of additional
construction contracts. Ruzika said, "Management is working to eliminate
the shortfall of cement by developing alternative sources, however, we
currently expect that certain of our operations will experience cement
shortages and outages from time to time during the second quarter of 2005 and
possibly throughout the remainder of 2005. The Security Services Division
provides electronic security services to commercial and residential customers
in selected Florida markets.

citizenship to Virgin Islanders in 1927.

indies 1927

federal income tax benefit amounting to $2. In the Materials Division, we are
implementing the necessary changes to improve profitability, which include
price increases, where appropriate, and operating expense reductions, in
addition to changes in our procurement policies and procedures. Based upon the
purchase price agreed, the Company currently anticipates it will be recording
an impairment charge of approximately $11 million during the fourth quarter of
2005 related to the assets being disposed.

islanders smaller

(Nasdaq: DEVC) today reported a net loss of $1.2 million to $2. Continued delays and
shortages in cement supply experienced in 2004 have added to operational
inefficiencies and cost. The Materials Division produces and distributes crushed
stone , ready-mix concrete and concrete block in the eastern Caribbean with
principal operations on St.

DEERFIELD BEACH, Fla. Martin in the
French West Indies, on Puerto Rico, and on Antigua in the independent nation
of Antigua and Barbuda.

S.

smaller 1927

5 million, a 53 percent increase when compared to 2004 revenue of
$14. This improvement was primarily
attributable to substantially increased revenue and corresponding gross margin
on construction contracts in the Bahamas, as well as increased utilization of
our marine dredging equipment during the quarter. Martin, Antigua, and Puerto Rico operations ."
Mr.m. You should not rely on
forward-looking statements because Devcon's actual results may differ
materially from those indicated by these forward-looking statements as a
result of a number of important factors.
Devcon does not intend to and undertakes no duty to update the information
contained in this press release.

They were discovered by Columbus in 1493.

1666 congress

8 million to
$22. The company
expects the Material operations conducted in Sint Maarten/St. You should not rely on
forward -looking statements because Devcon's actual results may differ
materially from those indicated by these forward-looking statements as a
result of a number of important factors. These factors include , but are not
limited to: general economic and business conditions; our business strategy
for expanding our presence in our industry; anticipated trends in our
financial condition and results of operation; the impact of competition and
technology change; existing and future regulations effecting our business , and
other risks and uncertainties discussed under the heading "Factors Affecting
Our Operating Results, Financial Condition, Business Prospects and Market
Price of Stock" in Devcon's Annual Report on Form 10-K for the period ended
December 31, 2004 as filed with the Securities and Exchange Commission , and
other reports Devcon files from time to time with the Securities and Exchange
Commission .com . The webcast will be archived and
available on the company's website for one month following the call.

DEVCON INTERNATIONAL CORP.

John), as well as about 50 of the smaller islands, were eventually acquired by Denmark, which named them the Danish West Indies .

S.

discovered nine

"We expect a continued and increasing contribution
to our operating income from this division during 2005.
CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited)
(Amounts shown in thousands except share and per share data)

Three Months Ended
March 31,
2005 2004
Revenue
Materials revenue $ 10,956 $ 9,762
Materials revenue, related party 180 893
Construction revenue 5,577 3,614
Construction revenue, related party 3,674 493
Security revenue 2,013 --
Other revenue 142 --
Total revenue 22,542 14,762
Cost of Sales
Cost of Materials (9,682) (8,804)
Cost of Construction (6,376) (2,784)
Cost of Security (808) --
Cost of Other (99) --
Gross profit 5,577 3,174
Operating expenses:
Selling , general and administrative (5,285) (2,717)
Severance and retirement (257) (309)
Operating income 35 148
Other income (expense):
Interest expense (186) (51)
Interest income, receivables 278 341
Interest income , banks -- --
Other income 39 --
Income (loss) before taxes 166 438
Income tax expense 1,731 304

Net (loss) income $ (1,565) $ 134

(Loss) Income per common
share-basic $ (0.
CONSOLIDATED BALANCE SHEETS (Continued) (Unaudited )
(Amounts shown in thousands except share and per share data)

March 31, December 31,
2005 2004
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable, trade and other $ 5,564 $ 4,929
Accrued expenses and other liabilities 6,708 5,068
Deferred revenue 2 ,860 761
Accrued expense, retirement and severance 902 948
Current installments of long-term debt 78 80
Current installments of long-term debt ,
related party 1,725 1,725
Billings in excess of costs and
estimated earnings 1,165 206
Billings in excess of costs and
estimated earnings, related party -- 538
Deferred tax liability -- 4,080
Income tax payable 837 1,125
Total current liabilities 19 ,839 19,450

Long-term debt, excluding
current installments 25,163 564
Retirement and severance,
net of current portion 4,233 4,013
Other long-term liabilities 768 645
Total liabilities $ 50,003 $ 24,682
Commitments and contingencies -- --

Stockholders' equity:
Common stock, $0. These forward-looking
statements contain projections of Devcon's future results of operations ,
financial position or state other forward-looking information.

Croix, St.

Thomas, and St.

smaller citizenship

The net loss is principally attributable to the
company recording a non-cash foreign tax expense in the amount of $4. We are in
the final stages of completing a detailed review of this division , and, based
upon the final outcome of this review, the company may choose to pursue an
orderly divestment of all or certain segments of our Materials operations.04

Weighted average number
of shares outstanding:
Basic 5,758,741 3,306,597
Diluted 5,758,741 3,633,471

See notes to the unaudited consolidated financial statements.

named citizenship

DEERFIELD BEACH, Fla.0
million cash received was used to fund a portion of the purchase price with
respect to the company's purchase of Adelphia Communications ' electronic
security services business (Adelphia), which was completed on February 28,
2005. Mr . Martin and
Puerto Rico will continue to incur operating losses during 2005.S. Maarten in the Netherlands Antilles, on St. Devcon does not intend to and undertakes no duty to update the
information contained in this press release. The Construction Division dredges harbors, builds
marine facilities, constructs golf courses and prepares residential,
commercial and industrial sites, primarily in the Bahamas and the eastern
Caribbean.

Six out of the nine main islands has been British since 1666.

caribbean granted

The net non-cash tax charge related to the company's receipt of a
$12 million net dividend from one of its Antiguan subsidiaries.0 million in revenue
reported by the Security Division.

from Denmark .

islands 1666

31.1 million in
revenue reported by the Construction Division and $2."
The Materials Division reported a $1., Devcon International Corp.

indies rico

3 million operating loss during the
first quarter of 2005 compared to an operating loss of $45,000 during the
comparable period in 2004. Ruzika said, "Our Construction Division continued to make good
progress during the quarter, and after one month of operations of our platform
electronic security services acquisition, we are excited about the
opportunities that are ahead of us. In some cases
you can identify these statements by forward-looking words such as
"anticipate," "believe," "could," estimate," "expect," "intend," "may,"
"should," "will," and "would" or similar words. The
call may also be accessed through a live webcast link on the company 's
Internet home page, http://www.

acquired indies

Martin in the French West
Indies, on Puerto Rico, and on Antigua in the independent nation of Antigua
and Barbuda.

The company's first quarter conference call is scheduled for 10:00 a. To participate in the call, dial 800/374-0765.devc."

About Devcon
Devcon has three operating divisions. These factors include, but are not
limited to: general economic and business conditions; our business strategy
for expanding our presence in our industry; anticipated trends in our
financial condition and results of operation; the impact of competition and
technology change; existing and future regulations effecting our business, and
other risks and uncertainties discussed under the heading "Risks Related to
our Business" in Devcon's Form 10 -K report for the period ending December 31,
2004 as filed with the Securities and Exchange Commission , and other reports
Devcon files from time to time with the Securities and Exchange Commission.

granted discovered

27 per fully
diluted share) for the three months ended March 31 2005, a decrease of $1. CEO Stephen J. The Construction Division dredges
harbors, builds marine facilities, constructs golf courses and prepares
residential, commercial and industrial sites, primarily in the Bahamas and the
eastern Caribbean. Virgin Islands,
on St.

DEVCON INTERNATIONAL CORP .

Forward-Looking Statement
This press release may contain statements, which are not historical facts
and are considered forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995.

discovered indies

, Devcon International Corp. This charge
reduced earnings per share during the first quarter by $0."

About Devcon
Devcon has three operating divisions and an operating joint venture. Croix and St. DevMat, an 80-percent-owned joint venture, was formed in 2003 to
build, own and operate fresh water, waste water treatment and power systems.

Devcon Signs Letter of Intent to Sell Its Construction And Remaining Materials Operations For $22 Million

In some cases
you can identify these statements by forward-looking words such as
"anticipate" , "believe", "could", estimate", "expect", "intend", "may",
"should", "will", and "would" or similar words.

discovered caribbean

Ruzika said, "We currently expect to
experience continued revenue growth accompanied by a corresponding increase in
aggregate gross margin; however, due to the mix of projects currently being
worked and bids outstanding, we anticipate that our gross margin as a
percentage of revenue may continue to experience minor declines throughout
2005. These results include one month of operating income
from the acquisition of Adelphia's security operations and are net of $377,000
of amortization of expense. Our Materials Division results were
disappointing and we have begun to take the steps necessary to improve the
profitability of these operations.10 par value." Mr.

In 1917, these islands were purchased by the U.

1666 1493

(Nasdaq: DEVC) announces that it has executed a letter of intent to sell
certain subsidiaries and net assets that collectively comprise the Company's
Construction Divisions , its remaining Materials operations and DevMat, an 80
percent-owned joint venture, to a private investment group for $22 million in
cash, subject to certain adjustments. Maarten in the Netherlands Antilles , on St.

The remaining three (St.

us denmark

6 million ($0. (SEC), our initial security acquisition, acquired
on July 31, 2004, which were not included in last year's first quarter. These forward-looking
statements contain projections of Devcon's future results of operations,
financial position or state other forward -looking information.27) $ 0.
Stephen J.

The Virgin Islands are group of about 100 small islands located at the East of Puerto Rico.

indies purchased

7
million when compared to net income of $134,000 ($0.S.

DEVCON INTERNATIONAL CORP.

1917 rico

This revenue increase was due to an increase of $5. The
new Security Division provides electronic security services to commercial and
residential customers in selected markets.
CONSOLIDATED BALANCE SHEETS (Unaudited)
(Amounts shown in thousands except share and per share data)

March 31, December 31,
2005 2004
ASSETS
Current assets:
Cash and cash equivalents $ 12,741 $ 34,928
Accounts receivable, net of
allowance for doubtful accounts
of $2,783 and $1,989, respectively 9,852 8,129
Accounts receivable, related party,
net of allowance for doubtful accounts
of $1,243 and $0, respectively 1,243 1,046
Notes receivable 2,990 2,612
Notes receivable, related party 1,630 775
Costs and estimated earnings in
excess of billings 2,038 1,130
Costs and estimated earnings
in excess of billings,
related party 250 --
Inventories 4,243 3,324
Prepaid expenses 713 747
Prepaid taxes 338 4,402
Other current assets 4,303 4,427
Total current assets 40,341 61,520

Property, plant and equipment, net
Land 2,488 1,485
Buildings 853 847
Leasehold improvements 2,623 2,515
Equipment 50,710 49,357
Furniture and fixtures 976 948
Construction in process 2,919 2,019
Total property, plant and equipment 60,569 57,171
Less accumulated depreciation (30,240) (29,426)
Total property, plant and equipment, net 30,329 27,745

Investments in unconsolidated
joint ventures and affiliates, net 362 362
Notes receivable 1,235 1,318
Notes receivable, related party 1,198 2,000
Intangible assets, net of amortization
$577 and $230, respectively 25,128 4,321
Goodwill 21,905 1,115
Other long-term assets 4,816 3,284

Total assets $125,314 $101 ,665

See notes to the unaudited consolidated financial statements.