NUMEREX CORP /PA/

ANNUAL REPORT

10-K

SHAREHOLDERS' AGREEMENT

EX-2.7

STOCK PURCHASE AGREEMENT

EX-2.8

STOCK PURCHASE AGREEMENT

EX-2.9

SHAREHOLDERS' AGREEMENT

EX-2.10

LOAN AND SECURITY AGREEMENT

EX-2.11

INCENTIVE COMPENSATION PROGRAM FOR FY 98

EX-10.20

LOAN AGREEMENT

EX-10.23

TECHNOLOGY LICENSE

EX-10.24

CONTRACT

EX-10.25

CONFIDENTIAL TEAMING AGREEMENT

EX-10.26

TEAMING AGREEMENT

EX-10.27

EARNINGS PER SHARE

EX-11

SECTIONS OF 1997 ANNUAL REPORT INCORP. BY REF.

EX-13

SUBSIDIARIES OF NUMEREX CORP.(1)

EX-21

INDEPENDENT AUDITORS' CONSENT

EX-23

FDS

EX-27