GYRODYNE COMPANY OF AMERICA INC
10KSB/A, 1995-08-10
OPERATORS OF NONRESIDENTIAL BUILDINGS
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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

FORM 10-KSB/A

[X] Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the fiscal year ended April 30, 1995.

[ ] Transition Report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the transition period from _____ to _____

Commission file number  0-1684

          Gyrodyne Company of America, Inc.
------------------------------------------------------
(Exact name of registrant as specified in its charter)

           New York                               11-1688021
-------------------------------                ------------------
(State or other jurisdiction of                (I.R.S. Employer
 incorporation or organization)                 Identification No.)


      17 Flowerfield, Suite 15
            St. James, N.Y.                        11780-1550
----------------------------------------           ----------
(Address of principal executive offices)           (Zip Code)


Registrant's telephone number, including area code: (516) 584-5400
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: None

COMMON $1 P.V.
----------------
(Title of Class)

Indicate by check mark 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 month (or for such shorter period that the
registrant was required to file such reports), and (2) has been
subject to such filing requirements for past 90 days.  Yes_X_ No ___

Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-B is not contained in this
form, and no disclosure will 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-KSB or any amendment to this Form 10-KSB. [ X ]

Issuer's revenues for its most recent fiscal year were $1,667,067

The aggregate market value of the voting stock held by
non-affiliates, computed by reference to the average bid and
asked prices of such stock as of  July 14, 1995 was
approximately $ 8,082,922.

The number of shares outstanding of each of the issuer's classes
of common equity, as of July 14, 1995 was:   988,908  Common $1 P.V.

DOCUMENTS INCORPORATED BY REFERENCE
The Proxy statement to be filed pursuant to regulation 14A is incorporated
herein by reference


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.


GYRODYNE COMPANY OF AMERICA, INC.

SGD/ Dimitri P. Papadakos
--------------------------
Dimitri P. Papadakos, President, Director and Principal
Executive Officer
Date: July 27, 1995


SGD/ Joseph L. Dorn
-------------------------
Joseph L. Dorn, Secretary, Treasurer, Director and Principal
Financial Officer
Date:  July 27, 1995


SGD/ John A. Rohrs
_______________________
John A. Rohrs, Controller
Date:  July 27, 1995

********************

Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following on
behalf of the Registrant and in the capacities and on the dates
indicated.

SGD/ Joseph L. Dorn
---------------------
Nicholas Xanthaky*, Director
Date: July 27, 1995

SGD/ Joseph L. Dorn
---------------------
Robert H. Beyer*, Director
Date:  July 27, 1995

SGD/ Joseph L. Dorn
---------------------
Nicholas T. Goudes*, Director
Date:  July 27, 1995


*by power of attorney



BOARD OF DIRECTORS



Dimitri P. Papadakos      President and CEO

Joseph L. Dorn            Treasurer and Secretary

Nicholas Xanthaky         Professor Emeritus, Economics
                          Salem State College

Robert H. Beyer           Senior Inertial Guidance
                          Systems Engineer
                          Naval Air Systems Command

Nicholas T. Goudes        Owner, Sharon View Country Club

Peter P. Papadakos        Secretary/Treasurer, Sa-Tu Corporation



OFFICERS

Dimitri P. Papadakos     President and CEO

Peter Pitsiokos          Vice President and General Counsel

Joseph L. Dorn           Treasurer and Secretary



AUDITORS

HOLTZ RUBENSTEIN & COMPANY, LLP
125 Baylis Road
Melville, New York  11747



TRANSFER AGENT AND REGISTRAR


Registrar and Transfer Company
10 Commerce Drive
Cranford, New Jersey  07016





<TABLE> <S> <C>

<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          APR-30-1995
<PERIOD-END>                               APR-30-1995
<CASH>                                         185,430
<SECURITIES>                                   300,926
<RECEIVABLES>                                   89,865
<ALLOWANCES>                                   (6,000)
<INVENTORY>                                          0
<CURRENT-ASSETS>                               779,677
<PP&E>                                       4,756,408
<DEPRECIATION>                               3,203,864
<TOTAL-ASSETS>                               6,157,006
<CURRENT-LIABILITIES>                          413,768
<BONDS>                                        320,000
<COMMON>                                     1,531,086
                                0
                                          0
<OTHER-SE>                                   2,812,152
<TOTAL-LIABILITY-AND-EQUITY>                 6,157,006
<SALES>                                      1,667,067
<TOTAL-REVENUES>                             1,667,067
<CGS>                                                0
<TOTAL-COSTS>                                1,228,587
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                              45,361
<INCOME-PRETAX>                              (782,837)
<INCOME-TAX>                                 (219,777)
<INCOME-CONTINUING>                          (563,060)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                 (563,060)
<EPS-PRIMARY>                                    (.57)
<EPS-DILUTED>                                    (.57)
        

</TABLE>


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