<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
REPORT ON FORM 10-KSB/A
/x/ Annual Report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the fiscal year ended June 30, 1996
Commission File No. 33-98282
APPLEWOODS, INC.
----------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 13-3859709
- ------------------------------- ---------------------------
(State of or other jurisdiction (IRS Employer Identification No.)
of incorporation or organization)
274 Riverside Avenue
Westport, Connecticut 06881
- --------------------- -----------
(Address of Principal (Zip Code)
Executive Officers)
Registrant's telephone number, including area code: (203) 227-4912
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.0001 per share
----------------------------------------
(Title of Class)
Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Sections 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), and (2)
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 the Regulation S-B is not contained in this form, and no
disclosure will 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-KSB or any amendment to this Form 10-KSB. /X/
Issuer's revenues for its most recent fiscal year were $3,807,796.
The aggregate market value of the voting stock held by non-affiliates
of the Registrant, computed by reference to the closing price of such
stock as of September 30, 1996, was approximately $26,796,000.
Number of shares outstanding of the issuers common stock, as of
September 30, 1996, was 8,472,000.
DOCUMENTS INCORPORATED BY REFERENCE: None.
<PAGE>
SIGNATURE
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.
Dated: New York, New York
December 18, 1996
APPLEWOODS, INC.
By: /s/ Roger Buoy
------------------------
Roger Buoy
Chief Executive Officer
By: /s/ David H. Knight
------------------------
David H. Knight
Chief Financial Officer, Principal
Accounting Officer and Secretary
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement or Amendments thereto has been signed below by the
following persons in the capacities and on the dates indicated.
Signature Title Date
- --------- ----- ----
/s/ Roger Buoy Chief Executive Officer and December 18, 1996
- -------------- Director
Roger Buoy
/s/ Tony Swash Chief Operating Officer and December 18, 1996
- -------------- Director
Tony Swash
/s/ David H. Knight Chief Financial Officer, December 18, 1996
- ------------------- Principal Accounting Officer
David H. Knight and Secretary
/s/ Josh Gaspero Director December 18, 1996
- ----------------
Josh Gaspero
/s/ Sherman A. Drusin Director December 18, 1996
- ---------------------
Sherman A. Drusin
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
COMPANY'S CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED JUNE 30, 1996 AS
PRESENTED IN THE COMPANY'S 10-K AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO
SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> JUN-30-1996
<PERIOD-START> JUL-01-1995
<PERIOD-END> JUN-30-1996
<CASH> 3,958,168
<SECURITIES> 0
<RECEIVABLES> 771,227
<ALLOWANCES> 97,538
<INVENTORY> 1,742,066
<CURRENT-ASSETS> 7,540,218
<PP&E> 619,194
<DEPRECIATION> 194,972
<TOTAL-ASSETS> 8,338,234
<CURRENT-LIABILITIES> 1,148,152
<BONDS> 0
0
25
<COMMON> 847
<OTHER-SE> 7,189,210
<TOTAL-LIABILITY-AND-EQUITY> 8,338,234
<SALES> 3,807,796
<TOTAL-REVENUES> 3,807,796
<CGS> 2,725,000
<TOTAL-COSTS> 5,560,066
<OTHER-EXPENSES> (6,495)
<LOSS-PROVISION> 108,983
<INTEREST-EXPENSE> 462,025
<INCOME-PRETAX> (2,207,800)
<INCOME-TAX> 0
<INCOME-CONTINUING> (2,207,800)
<DISCONTINUED> 0
<EXTRAORDINARY> (107,274)
<CHANGES> 0
<NET-INCOME> (2,315,074)
<EPS-PRIMARY> (0.39)
<EPS-DILUTED> 0
</TABLE>
