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EXHIBIT INDEX APPEARS
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-K/A
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED COMMISSION FILE NUMBER
AUGUST 31, 1997 I-5960
CONCORD FABRICS INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 13-5673758
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER IDENTIFICATION NUMBER)
INCORPORATION OR ORGANIZATION)
1359 BROADWAY, NEW YORK, NEW YORK 10018
- --------------------------------- ----------------
(ADDRESS OF PRINCIPAL EXECUTIVE (ZIP CODE)
OFFICES)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (212) 760-0300
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
NAME OF EACH EXCHANGE
TITLE OF EACH CLASS ON WHICH REGISTERED
- ---------------------------------- -------------------
CLASS A COMMON STOCK, PAR VALUE $.50 PER SHARE AMERICAN STOCK EXCHANGE
CLASS B COMMON STOCK, PAR VALUE $.50 PER SHARE AMERICAN STOCK EXCHANGE
SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: NONE
INDICATE BY CHECK MARK WHETHER THE REGISTRANT (1) HAS FILED ALL REPORTS
REQUIRED TO BE FILED BY SECTION 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 REGULATION S-K IS NOT CONTAINED HEREIN, AND WILL NOT 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-K OR ANY
AMENDMENT TO THIS FORM 10-K.
YES NO X
--- ---
AS OF NOVEMBER 11, 1997, 2,209,006 SHARES OF REGISTRANT'S CLASS A COMMON STOCK
AND 1,456,101 SHARES OF REGISTRANT'S CLASS B COMMON STOCK WERE OUTSTANDING, AND
THE AGGREGATE MARKET VALUE OF THE VOTING STOCK HELD BY NON-AFFILIATES OF
REGISTRANT WAS $4,480,034.
DOCUMENTS INCORPORATED BY REFERENCE
DEFINITIVE PROXY STATEMENT FOR THE ANNUAL MEETING OF SHAREHOLDERS TO BE
HELD ON JANUARY 13, 1998, FILED PURSUANT TO SECTION 14 OF THE SECURITIES
EXCHANGE ACT OF 1934, INCORPORATED BY REFERENCE INTO PART III HEREOF.
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PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.
(a) (1) and (2) The following financial statements and schedules are
filed as part of this Report. See Item 8 -- Index of Financial Statements and
Schedules.
(a) (3) Exhibits.
*3.1 Delaware Certificate of Incorporation of the Registrant incorporated
by reference from Appendix B to Registrant's Proxy Statement dated January 26,
1988.
*3.2 Delaware bylaws of the Registrant incorporated by reference from
Exhibit 3.2 to Registrant's Annual Report on Form 10-K for the year ended August
28, 1988.
*4.1 Note Agreement between Registrant and John Hancock Mutual Life
Insurance Company dated November 30, 1994 (the "Note Agreement"), incorporated
by reference from exhibit 4.1 to Registrant's Report on Form 8-K dated December
15, 1994.
*10.1 Employment Agreement dated August 27, 1992 between Registrant and
George Gleitman incorporated by reference from exhibit 10.1 to Registrant's
Annual Report on Form 10-K for the year ended August 30, 1992.
*10.2 Employment Agreement dated as of March 2, 1994 between Registrant
and Earl Kramer, incorporated by reference from exhibit 10.2 to Registrant's
annual report on form 10-K for the year ended August 28, 1994.
*10.3 Deferred Compensation Agreement dated June 14, 1977, as amended on
February 5, 1986 between Registrant and Martin Wolfson incorporated by reference
to exhibit 10.5 to Registrant's Annual Report on Form 10-K for the fiscal year
ended August 31, 1986.
*10.4 Lease Agreement dated August 1, 1994 between 1359 Broadway
Associates and Concord Fabrics Inc., incorporated by reference from exhibit 10.4
to Registrant's Annual Report on form 10-K for the year ended
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August 29, 1994.
*10.5 Lease Agreement dated October 1, 1994 between 1359 Broadway
Associates and Concord Fabrics Inc., incorporated by reference from exhibit 10.5
to Registrant's Annual Report on form 10-K for the year ended August 28,1994.
22.1 Subsidiaries of the Registrant: Concord FSC Inc.and Trilogy
Fabrics Inc.
23.1 Consent of Arthur Andersen LLP.
23.2 Consent of Eisner & Lubin LLP.
(b)* A report on Form 8-K was filed by Registrant on December 6,1996 and is
incorporated by reference herein.
- ------------------------
*Document is available at Public Reference Section of the Securities and
Exchange Commission, Commission File No. 1-5960
.
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SIGNATURES
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: December 23, 1997 CONCORD FABRICS INC.
By: /s/ Earl Kramer
---------------------
Earl Kramer
President and Director
Pursuant to the requirements of the Securities Act of 1934, this report
has been signed below by the following persons on behalf of the Registrant and
in the capacities and on the dates indicated.
<TABLE>
<CAPTION>
SIGNATURE TITLE DATE
<S> <C> <C>
/s/ Earl Kramer Director, President December 23, 1997
- -------------------------------- (Principal Executive
Earl Kramer Officer)
/s/ Martin Wolfson Director, Senior Vice December 23, 1997
- ----------------------------- President, Treasurer
Martin Wolfson (Principal Financial Officer)
/s/ Jeffrey Cohen Controller (Principal December 23, 1997
- ------------------------------- Accounting Officer)
Jeffrey Cohen
/s/ Alvin Weinstein Director, Chairman of December 23, 1997
- ----------------------------- the Board
Alvin Weinstein
</TABLE>
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<TABLE>
<S> <C> <C>
/s/ David Weinstein Director, President of December 23, 1997
- ---------------------------- Concord House Division
David Weinstein
_____________________ Director December 23, 1997
George Gleitman
_____________________ Director December 23, 1997
Fred Heller
/s/ Richard Solar Director December 23, 1997
- --------------------
Richard Solar
</TABLE>
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EXHIBIT INDEX
Item Description
- ---- -----------
23.1 Consent of Arthur Andersen LLP
23.2 Consent of Eisner & Lubin LLP
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[LETTERHEAD OF ARTHUR ANDERSEN LLP]
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
-----------------------------------------
As independent public accountants, we hereby consent to the incorporation of our
report dated November 3, 1997, included in or made part of this Form 10-K, into
Concord Fabric Inc.'s previously filed Registration Statement on Form S-8 File
No. 33-75488.
/s/ ARTHUR ANDERSEN LLP
ARTHUR ANDERSEN LLP
Roseland, New Jersey
December 23, 1997
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[LETTERHEAD OF EISNER & LUBIN LLP]
Independent Auditors' Consent
-----------------------------
We consent to the incorporation by reference of our report dated
November 13, 1996, appearing in the Annual Report on Form 10-K of Concord
Fabrics Inc. for the fiscal year ended August 31, 1997, into the Registration
Statement on Form S-8 of Concord Fabrics Inc., which became effective on
February 18, 1994.
/s/ EISNER & LUBIN LLP.
----------------------------
CERTIFIED PUBLIC ACCOUNTANTS
New York, New York
December 22, 1997
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