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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-KSB/A-1
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[ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1996
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ____________ to ___________
Commission file number 0-4748
DATA DIMENSIONS, INC.
(Name of Small Business Issuer as Specified in Its Charter)
DELAWARE 06-0852458
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
2000 SKYLINE TOWER
10900 N.E. 4TH STREET
BELLEVUE, WASHINGTON 98004
(206) 688-1000
(Address and Telephone Number of Principal Executive Offices)
Securities registered under Section 12(b) of the Exchange Act: NONE
Securities registered under Section 12(g) of the Exchange Act:
COMMON STOCK, PAR VALUE $.001 PER SHARE
(Title of Class)
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Check whether the issuer (1) 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[ ]
Check if there is no disclosure of delinquent filers in response to
Item 405 of Regulation S-B contained in this form, and no disclosure will be
contained, to the best of the 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. [ ]
The issuer's revenues for the fiscal year ended December 31, 1996 were
$14,835,000.
The aggregate market value of the voting stock held by non-affiliates
computed by reference to the price at which the stock was sold, or the average
bid and asked price of such stock, as of March 5, 1997 was approximately
$160,000,000.
As of March 5, 1997, there were 3,816,740 shares of Common Stock, par
value $.001 per share, outstanding.
The index to exhibits appears on page 34 of this document.
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DOCUMENTS INCORPORATED BY REFERENCE
The Registrant has incorporated into Part III of this Form 10-KSB by
reference portions of the Proxy Statement for its 1997 Annual Meeting of
Shareholders.
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SIGNATURES
In accordance with the Securities Exchange Act of 1934, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized, on this 6th day of May, 1997.
DATA DIMENSIONS, INC.
(Registrant)
By /s/ Larry W. Martin
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Larry W. Martin
Chief Executive Officer
In accordance with the Securities Exchange 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/ Larry W. Martin Chief Executive Officer May 6, 1997
- ---------------------------------- and Director (principal
Larry W. Martin executive officer)
/s/ William H. Parsons Chief Financial Officer May 6, 1997
- ---------------------------------- and Director
William H. Parsons (principal financial officer)
*/s/ Thomas W. Fife Director May 6, 1997
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Thomas W. Fife
*/s/ Robert T. Knight Director May 6, 1997
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Robert T. Knight
*By /s/ William H. Parsons
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William H. Parsons,
Attorney-in-fact
</TABLE>
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EXHIBIT INDEX
<TABLE>
<CAPTION>
NO. DESCRIPTION PAGE NO.
--- ----------- --------
<S> <C> <C>
3.1 Certificate of Incorporation and all amendments thereto*
3.2 Second Amended and Restated Bylaws
4.1 Form of Common Stock Certificate*
4.2 See Exhibits 3.1 and 3.2 for provisions in the Certificate of Incorporation
and Second Amended and Restated Bylaws of the Company defining the rights
of the holders of Common Stock
10.1 1988 Incentive Stock Option Plan and 1988 Nonstatutory Stock Option Plan*
10.2 1997 Stock Option Plan
10.3 Lease Agreement For Registrant's Facilities in Bellevue, Washington
21.1 Subsidiaries
23.1 Consent of Independent Certified Public Accountants
24.1 Power of Attorney of Thomas W. Fife
24.2 Power of Attorney of Robert T. Knight
27. Financial Data Schedule
</TABLE>
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* Incorporated by reference to the Registration Statement on Form SB-2
(Reg. No. 333-841) filed by the Company on February 9, 1996.
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> DEC-31-1996
<CASH> 2,616
<SECURITIES> 8,677
<RECEIVABLES> 4,604
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 17,070
<PP&E> 1,019
<DEPRECIATION> 195
<TOTAL-ASSETS> 20,204
<CURRENT-LIABILITIES> 2,863
<BONDS> 0
0
0
<COMMON> 4
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 20,204
<SALES> 14,835
<TOTAL-REVENUES> 14,835
<CGS> 6,644
<TOTAL-COSTS> 6,644
<OTHER-EXPENSES> 6,259
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 877
<INCOME-TAX> (70)
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 947
<EPS-PRIMARY> .09
<EPS-DILUTED> .09
</TABLE>