<PAGE>
<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-QSB-A
(X) QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended May 31, 1999
OR
( ) TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT
Commission File Number : 0-27380
ECHOCATH, INC.
------------------------------------------------------------------------
(Exact Name of Small Business Issuer as specified in its charter)
<TABLE>
<S> <C>
New Jersey 22-3273101
- ------------------------------------------------ -------------------------------
(State or Other Jurisdiction of Incorporation (I.R.S. Employer
or Organization) Identification No.)
</TABLE>
P.O. Box 7224, Princeton, NJ 08543
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices)
Issuer's Telephone Number. . .(609) 987-8400
- --------------------------------------------------------------------------------
Former Name, Former Address and Former Fiscal Year, If Changed Since Last Report
Check whether Issuer (1) has filed all reports required to be filed by Section
13 or 15 (d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
YES X NO
------ ------
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:
CLASS OF COMMON EQUITY OUTSTANDING ATJULY 12, 1999
Class A common stock (No Par Value) 2,352,018
Class B common stock(No Par Value) 1,172,018
Transitional Small Business Disclosure Format (check one)
YES NO X
------ -----
1
<PAGE>
<PAGE>
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Reference is made to Form 10-KSB for the fiscal year ended August 31, 1998, Part
1, Item 3. Legal Proceedings.
On October 16, 1997, EP MedSystems delivered to the Company a complaint (the
"Complaint") filed in the United States District Court for the District of New
Jersey in connection with the Company's sale of securities to EP MedSystems
pursuant to a Subscription Agreement, dated as of February 27, 1997, by and
between the Company and EP MedSystems. See "-Collaborative Agreements." In the
Complaint, EP MedSystems alleges that the Company violated ss. 10(b) of the
Exchange Act and committed common law fraud in connection with EP MedSystems'
purchase of securities from the Company. EP MedSystems requested unspecified
compensatory damages, costs, attorneys' fees and punitive damages. On November
26, 1997, pursuant to an order of the Court, the Company filed an Answer,
without prejudice to its right to move to dismiss the Complaint, denying the
material allegations of the Complaint, and asserting a counterclaim against EP
MedSystems seeking its costs and expenses in the action, including its
attorneys' fees, based on EP MedSystems' breach of the Subscription Agreement.
On December 3, 1997, EP MedSystems filed an Amended Complaint, also alleging
violations of ss. 10(b) of the Exchange Act, and common law fraud. Pursuant to
Court order, the Company's Answer was due December 10, 1997, also without
prejudice to the Company's right to move to dismiss. On December 10, 1997, the
Company filed an Answer to the Amended Complaint, again denying the material
allegations of the Complaint, and asserting a counterclaim against EP MedSystems
based on EP MedSystems' breach of the Subscription Agreement. On December 17,
1997, the Company served on EP MedSystems a motion to dismiss the Complaint. On
October 20, 1998, the Court dismissed the suit with prejudice, but did not
decide on the Company's outstanding counterclaims against EP MedSystems.
On June 9, 1999, EP MedSystems filed an appeal of that dismissal. If the appeal
is successful, the lawsuit will be retried. There can be no assurance that the
Company will prevail in the action, which could have a material adverse effect
on the Company.
2
<PAGE>
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant caused this Report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Date: July 21, 1999
EchoCath, Inc.
----------------------
(Registrant)
By: /s/ Frank DeBernardis
----------------------
Frank DeBernardis
President, Chief Executive Officer,
Principal Financial and Accounting
Officer
3
