SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-C
REPORT BY ISSUER OF SECURITIES QUOTED ON
NASDAQ INTERDEALER QUOTATION SYSTEM
FILED PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934 AND RULE 13A-17
OR 15D-17 THEREUNDER
THE COLONEL'S INTERNATIONAL, INC.
(Exact name of issuer as specified in charter)
620 SOUTH PLATT ROAD, MILAN, MICHIGAN 48160
(Address of principal executive offices)
Issuer's telephone number, including area code: (313) 439-4200
I. CHANGE IN NUMBER OF SHARES OUTSTANDING
Indicate any change (increase or decrease) of five percent or more in the
number of shares outstanding:
1. Title of security: Common Stock
2. Number of shares outstanding before the change: 677,830
3. Number of shares outstanding after the change: 24,177,830
4. Effective date of change: December 31, 1995
5. Method of change: Specify method (such as merger, acquisition,
exchange, distribution, stock split, reverse split, acquisition of
stock for treasury, etc.): Merger
Give brief description of transaction: Effective December 31, 1995,
Brainerd International, Inc. merged with and into The Colonel's
International, Inc., with The Colonel's International, Inc. as the
surviving corporation (the "Brainerd Merger"). The 677,830 shares of
Brainerd International, Inc. common stock outstanding before the Brainerd
Merger remained outstanding as 677,830 shares of common stock of The
Colonel's International, Inc. following the Brainerd Merger. Additionally,
effective December 31, 1995, Brainerd Merger Corporation, a wholly owned
subsidiary of The Colonel's International, Inc., merged with and into The
Colonel's, Inc. ("The Colonel's Merger"). As consideration for The
Colonel's Merger, The Colonel's International, Inc. issued 23,500,000
shares of common stock to shareholders of The Colonel's Inc. Following the
mergers, The Colonel's International, Inc. had a total of 24,177,830 shares
of common stock outstanding.
II. CHANGE IN NAME OF ISSUER
1. Name prior to change: Brainerd International, Inc.
2. Name after change: The Colonel's International, Inc.
3. Effective date of charter amendment changing name: The name of the
issuer listing securities on the Nasdaq Interdealer Quotation System
changed by operation of the Brainerd Merger, effective December 31,
1995 (as described in Part I above).
4. Date of shareholder approval of change, if required: November 21, 1995.
Date: January 12, 1996 /S/ JEFFREY A. CHIMOVITZ
Jeffrey A. Chimovitz
Vice President, General Counsel
and Secretary
