SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________________
FORM 10-K/A
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED, EFFECTIVE
OCTOBER 7, 1996].
For the fiscal year ended March 31, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED].
For the transition period from ________________ to ________________
Commission file number: 0-10909
CORNICHE GROUP INCORPORATED
(Exact name of registrant as specified in its charter)
Delaware 22-2343568
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) Identification No.)
Wayne Interchange Plaza I
145 Route 46 West, Wayne, NJ 07974
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (201) 785-3338
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, $.10 par value
(title of class)
Indicate by check mark whether 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
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. [ ]
[Cover page 1 of 2]
[Page 1 of 4 pages]
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$904,604 as of March 19, 1997
(Aggregate market value of the voting stock
held by non-affiliates of registrant)
2,412,278 shares, $.10 par value, as of March 19, 1997
(Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practicable date)
DOCUMENTS INCORPORATED BY REFERENCE
Annual Reports on Forms 10-K of Registrant for the
years ended March 25, 1995 and September 30, 1994
Proxy Statement of Registrant
September 28, 1995 Annual Meeting of Stockholders
[Cover Page 2 of 2 pages]
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ITEM 6. SELECTED FINANCIAL DATA
The selected statements of operations and balance sheet data set
forth below are derived from the financial statements of Registrant, which
were examined by Simontacchi & Co., independent certified public
accountants, for the year ended March 31, 1996 and by Mahoney Cohen &
Company, PC, independent certified public accountants, for each of the
three years in the period ended March 25, 1995. Mahoney Cohen & Company,
PC did not audit Registrant's UK subsidiaries, the financial statements of
which were audited by another auditor whose report was furnished to
Mahoney Cohen & Company, PC. The information set forth below should be
read in conjunction with the audited financial statements of Registrant
and related notes appearing elsewhere in this Report (See Item 8.
Financial Statements and Supplemental Data).
<TABLE>
<CAPTION>
FISCAL YEAR ENDING
March 31, March 25, March 27, March 31,
1996 1995 1994 1993
<S> <C> <C> <C> <C>
Statement of Operations:
Net Sales $0 $21,048,151 $7,585,360 $336,779
Cost of Sales 0 15,531,102 5,121,884 20,381
Gross Profit 0 5,517,049 2,463,476 316,398
Operating (Loss)
Income (257,073) (2,821,339) 207,300 16,436
Net (Loss) Income from
Continuing Operations (323,510) (3,394,652) 1,804 496
Net (Loss) Income per Common Share: (.14) (2.05) 0 0
Weighted Average Number
of Shares Outstanding 2,300,829 1,656,903 1,669,784 1,670,232
Dividends per Common Share -0- -0- -0- -0-
</TABLE>
<TABLE>
<CAPTION>
March 31, 1996 March 25, 1995
<S> <C> <C>
Balance Sheet Data:
Working Capital (Deficiency) $(320,240) $(1,863,138)
Total Assets 136,201 9,822,570
Current Liabilities 455,306 9,122,665
(Accumulated Deficit) Retained Earnings (2,116,785) (3,827,879)
Stockholders' Equity (Deficiency) (319,105) (2,879,165)
</TABLE>
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, Registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.
CORNICHE GROUP INCORPORATED
By /s/ James J. Fyfe
JAMES J. FYFE, Vice President
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, this report has been signed below by the following persons on
behalf of Registrant and in the capacities and on the dates indicated:
Signatures Title Date
Principal Executive Officer:
/s/ James J. Fyfe Vice President May 5, 1997
JAMES J. FYFE
Principal Financial and
Accounting Officer:
/s/ James J. Fyfe Vice President May 5, 1997
JAMES J. FYFE
A Majority of the board of directors:
/s/ James J. Fyfe May 5, 1997
JAMES J. FYFE
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