SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Amendment No. 2
to
FORM 10-SB/A
GENERAL FORM FOR REGISTRATION OF SECURITIES
OF SMALL BUSINESS ISSUERS
Under Section 12(b) or 12(g) of
The Securities Exchange Act of 1934
ADVANCED KNOWLEDGE, INC.
(Name of Small Business Issuer in Its Charter)
Delaware 95-4675095
(State or Other Jurisdiction of (IRS Employer
Incorporation or Organization) Identification No.)
17337 Ventura Boulevard, Suite 224, Encino, California 91316
(Address of Principal Executive Offices)
(Zip Code)
(818) 784-0040
(Issuer's Telephone Number)
Securities to be registered under Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
None None
Securities to be registered under Section 12(g) of the Act:
Common Stock, par value $.001
(Title of Class)
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Explanatory Note
This Amendment No. 2 to Registration Statement on Form 10-SB is being filed
solely to amend the consent of accountant filed as Exhibit 23.1.
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<PAGE>
PART III
Item 1 and Item 2, Index to Exhibits and Description of Exhibits
The following exhibits required by Item 601 of Regulation S-B are filed
herewith:
Exhibit No. Document Description Filed (F)
3.1. Certificate of Incorporation *
3.2. Certificate of Amendment *
3.3. Certificate of Merger *
3.4. By-laws *
10.1. Agreement and Plan of Merger and
Reorganization dated June 30, 1998 by
and between Advanced Knowledge , Inc
and DMA Radtech, Inc. *
10.2 Production Agreement dated January 5,
1998 by and between Advanced Knowledge, Inc.
and The Hathaway Group. *
10.3 Distribution Agreement dated February 1, 1998
By and between Advanced Knowledge, Inc. and
Aims Multimedia. *
23.1 Consent of Independent Certified Public F
Accounts
- ----------
* Previously Filed
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<PAGE>
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange Act of
1934, the registrant has duly caused this amendment to Form 10SB, Exhibit 23.1
to be signed on its behalf by the undersigned duly authorized.
Date: March 8, 1999 ADVANCED KNOWLEDGE, INC.
By: /s/Buddy Young
---------------------------
Buddy Young
President
In accordance with the Exchange Act, this amendment has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
date indicated.
Dated March 8, 1999 /s/ Buddy Young
----------------------------------
Buddy Young, Director
Dated March 8, 1999 /s/ L. Stephen Albright
-----------------------------------
L. Stephan Albright, Director
Dated March 8, 1999 /s/ Dennis Spiegelman
-----------------------------------
Dennis Spiegelman, Director
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<PAGE>
CONSENT OF ACCOUNTANT
To Advanced Knowledge, Inc.
We consent to the use of our report dated October 14, 1998 in the registration
statement (Form 10-SB/A) dated March 8, 1999 for the registration of Advanced
Knowledge, Inc.'s common stock.
/S/ Farber & Hass LLP
Oxnard, California
March 8, 1999
