ROOM PLUS INC
10QSB/A, 1998-08-27
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                     U.S. Securities and Exchange Commission
                             Washington, D.C. 20549
                                  Form 10-QSB/A

                               Amendment Number 1
    

[X] Quarterly Report Under Section 13 or 15(d) of The Securities Exchange Act of
               1934 For The Quarterly Period Ended June 30, 1998.

               [ ] Transition Report Under Section 13 or 15(d) of
                      The Securities Exchange Act of 1934

               For the Transition Period from ________ to ________

                         Commission File Number 1-14478

                                 ROOM PLUS, INC.
        (Exact name of small business issuer as specified in its charter)

             New York                                11-2622051
             --------                                ----------
  (State or other jurisdiction of                 (I.R.S. Employer
  incorporation or organization)                  Identification No.)

                               91 Michigan Avenue
                               Paterson, NJ 07503
                               ------------------
                    (Address of principal executive offices)

                                 (973) 523-4600
                                 --------------
                (Issuer's telephone number, including area code)

 Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 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  
                                        ---     ---

The number of shares outstanding of the Issuer's Common Stock $.00133 par value,
                      as of August 13, 1998 was 4,385,000.

      The number of the Issuer's Common Stock Purchase Warrants outstanding
                      as of August 13, 1998 was 2,530,000.

                 Transitional small business disclosure format:

                                    Yes     No  X 
                                        ---    --- 


<PAGE>

   
                                 ROOM PLUS, INC.
                                  Form 10-QSB/A

This Form 10-QSB/A amends the following item of the Company's Quarterly Report
on Form 10-QSB previously filed with the Securities and Exchange Commission on
August 14, 1998.



                                      INDEX
<TABLE>
<CAPTION>
<S>            <C>                                                              <C>

Part II        OTHER INFORMATION                                                 9

Item 5.        Other Information


Signatures                                                                      10
    
</TABLE>


                                       2
<PAGE>

Part II.
                                Other Information

       Item 5. - Other Information
   
                 
                 The 1998 Annual Meeting will be held on Friday, October 30,
                 1998. Shareholders who may wish to present proposals for
                 inclusion in the Company's proxy materials for consideration at
                 the 1998 Annual Meeting of Shareholders must submit such
                 proposals in writing to the Secretary of the Company for
                 receipt by the Company no later than Monday, September 21,
                 1998. A signed proxy shall confer discretionary authority upon 
                 the Company to vote on all shareholder proposals that are not
                 received by the Company on or before September 21, 1998.
    
                                       9

<PAGE>


                                   Signatures



   

In accordance with the requirements of the Securities Exchange Act of 1934, the
registrant caused this amendment to be signed on its behalf by the undersigned,
thereunto duly authorized.


Date: August 27, 1998            ROOM PLUS, INC.

    

                             By: /s/ Jay H. Goldberg
                                 ---------------------------------
                                 Name: Jay H. Goldberg
                                 Title:Chief Financial Officer
                                 (Principal Accounting and Financial Officer)




                                       10


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