FIND SVP INC
15-15D, 1998-06-30
ENGINEERING, ACCOUNTING, RESEARCH, MANAGEMENT
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                    U. S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON D. C. 20549
                            ------------------------

                                FORM 10-K/A NO. 1


                        FOR ANNUAL AND TRANSITION REPORTS
                     PURSUANT TO SECTIONS 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

(MARK ONE)

[X]      ANNUAL REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES
         EXCHANGE ACT OF 1934 [Fee Required]
         For the fiscal year ended DECEMBER 31, 1997
                                   -----------------

[ ]      TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
         SECURITIES EXCHANGE ACT OF 1934 [No Fee Required]
         For the transition period from  __________ to __________


                        Commission File Number __________

                                 FIND/SVP, INC.
                (Name of Registrant as specified in its charter)

                NEW YORK                                    13-2670985
                --------                                    ----------
     (State or Other Jurisdiction of                     (I.R.S. Employer
     Incorporation or Organization)                     Identification No.)

     625 AVENUE OF THE AMERICAS
         NEW YORK, NEW YORK                                    10011
         ------------------                                    -----
       (Address of Principal                                (Zip Code)
         Executive Offices)

     Registrant's Telephone Number   (212) 645-4500
                                     --------------



                                    Copy to:

                             GARY T. MOOMJIAN, ESQ.
                              BRESLOW & WALKER LLP
                                767 THIRD AVENUE
                            NEW YORK, NEW YORK 10017
                                 (212) 832-1930


<PAGE>


This Form 10-K/A No. 1, filed pursuant to Rule 12b-15 of the Securities Exchange
Act of 1934 (the "Exchange Act"), serves to amend, under Rule 15d-21 of the
Exchange Act, the Form 10-K of FIND/SVP, Inc., for the year ended December 31,
1997, to include the financial statements of the FIND/SVP, Inc. 401(k) and
Profit Sharing Plan, which would otherwise be filed as Form 11-K.

ITEM 14.  EXHIBITS, FINANCIAL STATEMENTS AND REPORTS OF FORM 8-K

                                INDEX TO EXHIBITS
                                -----------------
                                                           SEQUENTIALLY NUMBERED
EXHIBIT                            DESCRIPTION              PAGE WHERE LOCATED
- ------                             -----------              ------------------
99                                 Form 11-K                        4




                                       2


<PAGE>


                                   SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                         FIND/SVP, INC.


Date:        JUNE 30, 1998                    /s/ ANDREW P. GARVIN
       -------------------------              -----------------------
                                              Andrew P. Garvin
                                              Chairman of the Board, President
                                              and Chief Executive Officer

Date:        JUNE 30, 1998                    /s/ PETER J. FIORILLO
       -------------------------              ------------------------
                                              Peter J. Fiorillo
                                              Executive Vice President
                                              (Principal Financial and
                                              Accounting Officer)

In accordance with the Exchange Act, this report is signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.

Signature                               Title                      Date

/s/ ANDREW P. GARVIN                    Director               June 30, 1998
- ---------------------------
Andrew P. Garvin

                                        Director               June 30, 1998
- ---------------------------
Brigitte de Gastines

/s/ HOWARD S. BRESLOW                   Director               June 30, 1998
- ---------------------------
Howard S. Breslow

/s/ FREDERICK H. FRUITMAN               Director               June 30, 1998
- ---------------------------
Frederick H. Fruitman

                                        Director               June 30, 1998
- ---------------------------
Charles Baudoin

                                        Director               June 30, 1998
- ---------------------------
Jean-Louis Bodmer

                                       3





                                                                      EXHIBIT 99

                    U. S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON D. C. 20549
                            ------------------------

                                    FORM 11-K


                                  ANNUAL REPORT
                        PURSUANT TO SECTION 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

(MARK ONE)

[X]      ANNUAL REPORT UNDER SECTION 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934 [Fee Required]
         For the fiscal year ended DECEMBER 31, 1997
                                   -----------------

[ ]      TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
         SECURITIES EXCHANGE ACT OF 1934 [No Fee Required]
         For the transition period from  __________ to __________


Commission File Number _________________

A.    Full Title of the plan and the address of the plan, if different from that
      of the issuer named below: FIND/SVP, INC. 401(K) AND PROFIT SHARING PLAN
                                 ----------------------------------------------
B.    Name of issuer of the securities held pursuant to the plan and the address
      of its principal executive offices: FIND/SVP, INC., 625 AVENUE OF THE
                                          ---------------------------------
      AMERICAS, NEW YORK, NEW YORK  10011
      ---------------------------------------------------------------------


<PAGE>


                                   SIGNATURES

THE PLAN. Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees (or other persons who administer the employee benefit plan) have
duly caused this annual report to be signed on its behalf by the undersigned
hereunto duly authorized.


                                  FIND/SVP, INC. 401(K) AND PROFIT SHARING PLAN


Date:        JUNE 30, 1998                        /s/ PETER J. FIORILLO
       ------------------------                   ------------------------
                                                  Peter J. Fiorillo
                                                  Trustee

                                       2


<PAGE>


                            FIND/SVP, INC. 401(K) AND
                               PROFIT SHARING PLAN

                       Financial Statements and Schedules

                           December 31, 1997 and 1996


                   (With Independent Auditors' Report Thereon)


<PAGE>



                            FIND/SVP, INC. 401(K) AND
                               PROFIT SHARING PLAN

                                Table of Contents


Independent Auditors' Report

Financial Statements:

         Statements of Net Assets Available for Benefits as of
           December 31, 1997 and 1996

         Statement of Changes in Net Assets Available for Benefits, with
           Fund Information for the year ended December 31, 1997

         Notes to Financial Statements

Supplemental Schedules:

         Schedule I        Item 27(a) - Schedule of Assets Held for Investment
                             Purposes as of December 31, 1997

         Schedule II       Item 27(d) - Schedule of Reportable Transactions
                             for the year ended December 31, 1997

Independent Auditors' Consent



<PAGE>


                          INDEPENDENT AUDITORS' REPORT

The Board of Directors
FIND/SVP, Inc.:

We have audited the accompanying statements of net assets available for benefits
of the FIND/SVP, Inc. 401(k) and Profit Sharing Plan (the "Plan") as of December
31, 1997 and 1996, and the related statement of changes in net assets available
for benefits for the year ended December 31, 1997. These financial statements
are the responsibility of the Plan's management. Our responsibility is to
express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by the
Plan's management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan as of
December 31, 1997 and 1996, and the changes in net assets available for benefits
for the year ended December 31, 1997 in conformity with generally accepted
accounting principles.

Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
for investment purposes and reportable transactions are presented for the
purpose of additional analysis and are not a required part of the basic
financial statements but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. The Fund Information in the
statement of changes in net assets available for benefits is presented for
purposes of additional analysis rather than to present the changes in net assets
available for benefits of each fund. The supplemental schedules and Fund
Information have been subjected to the auditing procedures applied in the audits
of the basic financial statements and, in our opinion, are fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.


                                                     /s/KPMG PEAT MARWICK LLP
                                                     ------------------------
New York, New York                                   KPMG Peat Marwick LLP
June 26, 1998


<PAGE>


                            FIND/SVP, INC. 401(K) AND
                               PROFIT SHARING PLAN

                            Statements of Net Assets
                             Available for Benefits

                           December 31, 1997 and 1996





                              ASSETS                   1997           1996
                                                       ----           ----

Investments:
    At fair value:
       Pooled separate accounts:
          Daily Money Fund                         $   175,814        159,906
          Limited Maturity Bond Fund                    64,594         46,416
          Puritan Fund                                 758,583        521,660
          Global Growth Fund                           407,734        288,721
          Retirement Growth Fund                            -         561,228
          New Opportunities Fund                     1,224,667        890,184
          Lifestyles I Fund                             85,688         74,790
          Lifestyles II Fund                            28,710         22,136
          Lifestyles III Fund                              696             -
          Equity Growth Fund                           828,080             -
       FIND/SVP, Inc. common stock                          -          62,618
       Participant loans                                51,122         57,030
                                                  ------------   ------------
                                                     3,625,688      2,684,689
    At contract value:
       Guaranteed certificate                          245,221        241,078
                                                  ------------   ------------

          Total investments                          3,870,909      2,925,767
                                                  ------------   ------------

Receivables:
    Participants' contributions                         43,498         44,146
    Employer's contributions                            71,630         71,182
                                                  ------------   ------------

          Total receivables                            115,128        115,328
                                                  ------------   ------------

          Net assets available for benefits       $  3,986,037      3,041,095
                                                  ============   ============



See accompanying notes to financial statements.



<PAGE>


                            FIND/SVP, INC. 401(K) AND
                               PROFIT SHARING PLAN
                       Statement of Changes in Net Assets
                  Available for Benefits, With Fund Information
                          Year ended December 31, 1997
<TABLE>
<CAPTION>

                                                                           PARTICIPANT DIRECTED
                                          ----------------------------------------------------------------------------------------
                                                          DAILY        LIMITED                   GLOBAL     RETIREMENT    NEW      
                                           GUARANTEED     MONEY       MATURITY      PURITAN      GROWTH       GROWTH  OPPORTUNITIES
                                           CERTIFICATE    FUND        BOND FUND      FUND         FUND         FUND       FUND     
                                           -----------    ----        ---------      ----         ----         ----        ----    
<S>                                       <C>           <C>          <C>         <C>         <C>          <C>          <C>
Investment income (loss):
   Interest                               $   15,411           -           -            -            -             -            -  
   Dividend                                       -         7,144       3,698       59,084       78,754            (9)      27,808 
   Net appreciation (depreciation)
      in fair value of investments                -        (1,308)       (287)      65,423      (36,171)      147,016      190,658 
                                          ----------    ---------    --------    ---------   ----------   -----------  ----------- 
          Total investment
              income (loss)                   15,411        5,836       3,411      124,507       42,583       147,007      218,466 
                                          ----------    ---------    --------    ---------    ---------     ---------  ----------- 
Contributions:
   Participants                               28,881       22,571      16,273      135,644       85,471        99,423      228,756 
   Employer                                    3,510        1,851       1,848       16,086        8,005        14,533       21,732 
                                          ----------    ---------    --------    ---------    ---------     ---------  ----------- 
          Total contributions                 32,391       24,422      18,121      151,730       93,476       113,956      250,488 
                                          ----------    ---------    --------    ---------    ---------     ---------  ----------- 
Loan repayments                                1,587          720         618        9,513        2,178         5,107       15,190 
                                          ----------    ---------    --------    ---------    ---------     ---------  ----------- 
          Total additions                     49,389       30,978      22,150      285,750      138,237       266,070      484,144 
                                          ----------    ---------    --------    ---------    ---------     ---------  ----------- 
Benefits paid to participants                 51,623       37,485         173       56,673       19,141        21,677      159,155 
Loans to participants                          3,042        1,477         500        7,434        1,240         6,457        5,880 
                                          ----------    ---------    --------    ---------    ---------     ---------  ----------- 
          Total deductions                    54,665       38,962         673       64,107       20,381        28,134      165,035 
                                          ----------    ---------    --------    ---------    ---------     ---------  ----------- 
          Net increase (decrease)
              before interfund transfers      (5,276)      (7,984)     21,477      221,643      117,856       237,936      319,109 
Interfund transfers and exchanges              9,419       23,892      (3,299)      15,280        1,157      (799,164)      15,374 
                                          ----------    ---------    --------    ---------    ---------     ---------  ----------- 
          Net increase (decrease)              4,143       15,908      18,178      236,923      119,013      (561,228)     334,483 
Net assets available for benefits:
   Beginning of year                         241,078      159,906      46,416      521,660      288,721       561,228      890,184 
                                          ----------    ---------    --------    ---------    ---------     ---------  ----------- 
   End of year                            $  245,221      175,814      64,594      758,583      407,734            -     1,224,667 
                                          ==========    =========    ========    =========    =========     =========  =========== 
</TABLE>

See accompanying notes to financial statements.


<TABLE>
<CAPTION>


                                                                    PARTICIPANT DIRECTED
                                     ------------------------------------------------------------------------
                                      LIFESTYLES  LIFESTYLES    LIFESTYLES   EQUITY    FIND/SVP,
                                          I          II            III       GROWTH      INC.     PARTICIPANT
                                        FUND        FUND          FUND       FUND    COMMON STOCK   LOANS       OTHER      TOTAL
                                        ----        ----          ----       ----    -------------   -----       -----      -----
<S>                                  <C>          <C>          <C>       <C>          <C>        <C>         <C>         <C>
Investment income (loss):
   Interest                                  -          -          -            -           -       4,760           -       20,171
   Dividend                               4,946      1,781         51       92,636          -          -            -      275,893
   Net appreciation (depreciation)
      in fair value of investments        5,463      1,471        (15)     (72,611)    (26,881)        -            -      272,758
                                     ----------   --------     ------    ---------    --------   --------    ---------   ---------

          Total investment
              income (loss)              10,409      3,252         36       20,025     (26,881)     4,760           -      568,822
                                     ----------   --------     ------    ---------    --------   --------    ---------   ---------

Contributions:
   Participants                          19,356      2,800        660       26,443       5,755         -          (648)    671,385
   Employer                               2,393        412         -            -          812         -           448      71,630
                                     ----------   --------     ------    ---------    --------   --------    ---------   ---------

          Total contributions            21,749      3,212        660       26,443       6,567         -          (200)    743,015
                                     ----------   --------     ------    ---------    --------   --------    ---------   ---------

Loan repayments                           1,333        281         -         1,628          43    (38,198)          -           -
                                     ----------   --------     ------    ---------    --------   --------    ---------   ---------

          Total additions                33,491      6,745        696       48,096     (20,271)   (33,438)        (200)  1,311,837

Benefits paid to participants             4,397        216         -            -       16,355         -            -      366,895
Loans to participants                     1,500         -          -            -           -     (27,530)          -           -
                                     ----------   --------     ------    ---------    --------   --------    ---------   ---------

          Total deductions                5,897        216         -            -      16,355     (27,530)          -      366,895
                                     ----------   --------     ------    ---------    --------   --------    ---------   ---------

          Net increase (decrease)
           before interfund transfers    27,594      6,529        696       48,096     (36,626)    (5,908)        (200)    944,942

Interfund transfers and exchanges       (16,696)        45         -       779,984     (25,992)        -            -           -
                                     ----------   --------     ------    ---------    --------   --------    ---------   ---------

          Net increase (decrease)        10,898      6,574        696      828,080     (62,618)    (5,908)        (200)    944,942

Net assets available for benefits:
   Beginning of year                     74,790     22,136         -            -       62,618     57,030      115,328   3,041,095
                                     ----------   --------     ------    ---------    --------   --------    ---------  ----------

   End of year                           85,688     28,710        696      828,080          -      51,122      115,128   3,986,037
                                     ==========  =========   ========    =========    ========   ========    =========  ==========

</TABLE>

See accompanying notes to financial statements.


<PAGE>


                            FIND/SVP, INC. 401(K) AND
                               PROFIT SHARING PLAN

                          Notes to Financial Statements

                           December 31, 1997 and 1996

(1)    DESCRIPTION OF THE PLAN

       The following is a brief description  of the  FIND/SVP,  Inc.  401(k) and
       Profit  Sharing Plan (the  "Plan"). Participants should refer to the plan
       document for a more complete description of the Plan's provisions.

       (a)    GENERAL

              The Plan is a defined contribution plan covering eligible
              employees of FIND/SVP, Inc. (the "Company"). It is subject to the
              provisions of the Employee Retirement Income Security Act of 1974,
              as amended ("ERISA").

       (b)    ELIGIBILITY

              The Plan is a voluntary defined contribution plan. Under the terms
              of the Plan, employees who have attained one year of employment
              and completed at least 1,000 hours of service are eligible to
              participate in the Plan. Enrollment dates are on January 1 and
              July 1 of each year. As of December 31, 1997 and 1996 the Plan had
              171 and 159 participants, respectively.

       (c)    CONTRIBUTIONS

              Participants may direct the Company to deduct contributions
              through automatic payroll deductions. Participants may elect to
              contribute up to 12% of compensation. Employee contributions to
              the Plan are on a pretax basis. The Company provides each
              participant a matching contribution equaling 20% of the first 5%
              of the participant's elective contribution. The matching
              contribution is available for participants employed at the end of
              the Plan year that have made elective contributions during the
              Plan year. Participants direct their contributions to the
              available investment funds. Each participant's account is credited
              with the participant's contribution and the Company's contribution
              as well as the ratable portion of earnings thereon. Allocations
              are based on the participants' investment elections in effect when
              the allocations are made. The Plan's 1997 employer contribution
              receivable has been reflected in the statement of changes in net
              assets and allocated to their respective funds.


<PAGE>



                                        2


                            FIND/SVP, INC. 401(K) AND
                               PROFIT SHARING PLAN

                    Notes to Financial Statements, Continued

(1), CONTINUED

       (d)    LOANS

              There are numerous restrictions and conditions on loans to
              participants. The general provisions are as follows. Participants
              may borrow against their account balance. The minimum loan amount
              is $1,000 and the maximum is the lesser of $50,000 or 50% of the
              participant's vested account balance. Only one loan is granted per
              12-month period, and only one loan may be outstanding at a time.
              The interest rate on the loan is determined by the Company, but is
              similar to the rates charged by local lending institutions for
              loans under similar circumstances. Repayments are made through
              payroll deductions generally over a period of no more than five
              years, although the term may be extended if the loan is for
              purchasing the participant's primary residence. A participant may
              repay the outstanding balance in full at any time. See the summary
              plan description for more information.

       (e)    VESTING

              Participants are fully vested in their elective contributions at
              all times. A participant's interest in the Company's matching
              contribution will become vested according to the following
              schedule:

                      YEARS OF SERVICE            PERCENTAGE VESTED
                      ---------------             -----------------
                    Less than 3                            0%
                    3 but less than 4                     20%
                    4 but less than 5                     40%
                    5 but less than 6                     60%
                    6 but less than 7                     80%
                    7 or more                            100%

              A year of service is a plan year in which a participant completes
              at least 1,000 hours of service. A participant shall be 100%
              vested upon death, disability or attainment of the requirements
              for normal retirement. Participants must be at least 21 years old
              to participate in the Plan. Forfeitures resulting from terminated
              participants' failure to become fully vested in the Company's
              matching contribution will be used to reduce the Company's
              contributions to the Plan.


<PAGE>


                                        3


                            FIND/SVP, INC. 401(K) AND
                               PROFIT SHARING PLAN

                    Notes to Financial Statements, Continued

(1), CONTINUED

       (f)    ADMINISTRATIVE EXPENSES

              The Company pays the Plan's administrative expenses for record
              keeping. Administrative expenses paid to the investment broker are
              deducted from Plan earnings.

       (g)    PARTICIPANT DISTRIBUTIONS

              The distribution to which a Plan participant is entitled is the
              distribution that can be provided by the vested contribution and
              income thereon (including net realized and unrealized gains or
              losses) allocated to such participant's account. An election may
              be made upon retirement, death or termination, to be paid in a
              lump sum or an annuity.

(2)    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND VALUATION OF INVESTMENTS

       (a)    BASIS OF ACCOUNTING

              The accompanying financial statements of the Plan have been
              prepared on the accrual basis of accounting.

       (b)    VALUATION OF INVESTMENTS

              The investments of the Plan are in mutual funds, the Company's
              common stock (see note 3) and investment contracts with an
              insurance company. The mutual funds, in pooled separate accounts,
              and the Company's common stock are stated at fair value as
              determined by quoted market prices at the close of business on
              December 31 of each year. Participant loans are valued at cost
              which approximates fair value. The net appreciation or
              depreciation in fair value of investments for the year ended
              December 31, 1997 is reflected in the accompanying statement of
              changes in net assets available for benefits.

              Investment contracts are valued at contract value as reported by
              the insurance company. Contract value represents contributions
              made under the contracts plus earnings less withdrawals.

              Purchases and sales of securities are recorded on a trade-date
              basis. Interest income is recorded on the accrual basis. Dividends
              are recorded on the ex-dividend date.


<PAGE>


                                        4


                            FIND/SVP, INC. 401(K) AND
                               PROFIT SHARING PLAN

                    Notes to Financial Statements, Continued

(2), CONTINUED

       (c)    PAYMENT OF BENEFITS

              Participant benefits are recorded when paid.

       (d)    USE OF ESTIMATES

              The preparation of financial statements in conformity with
              generally accepted accounting principles requires management to
              make estimates and assumptions that affect the reported amounts of
              assets at the date of the financial statements and the reported
              amounts of additions and deductions during the reporting period.
              Actual results could differ from those estimates.


(3)    PLAN INVESTMENTS

       The assets of the Plan are invested in ten separate investment funds as
       follows:

       The North Atlantic Life Guaranteed Certificate Account (Guaranteed
       Certificate) invests in a diversified portfolio of professionally managed
       investments, typically corporate and government bonds. The principal and
       interest are guaranteed and backed by North Atlantic Life, a life
       insurance company.

       The Fidelity Daily Money Fund (Daily Money Fund) invests in a broad range
       of U.S. dollar-denominated money market obligations of domestic issuers.
       Investments include commercial paper, certificates of deposit, banker's
       acceptances and time deposits, repurchase agreements and U.S. government
       obligations.

       The Neuberger & Berman Limited Maturity Bond Fund (Limited Maturity Bond
       Fund) invests in a diversified portfolio of short-to-intermediate-term
       U.S. Government and Agency securities and debt securities issued by
       financial institutions, corporations and others. These securities include
       mortgage-backed and asset-backed securities, repurchase agreements with
       respect to U.S. Government and Agency securities, and foreign
       investments.

       The Fidelity Puritan Fund (Puritan Fund) invests in domestic and foreign
       common stocks, preferred stocks and bonds.

       The Putnam Global Growth Fund (Global Growth Fund) invests in cash or
       money market instruments.


<PAGE>


                                        5


                            FIND/SVP, INC. 401(K) AND
                               PROFIT SHARING PLAN

                    Notes to Financial Statements, Continued

(3), CONTINUED

       The Fidelity Retirement Growth Fund (Retirement Growth Fund) invests in
       common stocks and other types of domestic or foreign securities,
       including bonds and preferred stocks. This fund was closed in 1997.

       The Putnam New Opportunities Fund (New Opportunities Fund) is a
       diversified portfolio of common stocks in a limited number of industry
       sectors.

       The Lifestyles Funds (Lifestyles I Fund, Lifestyles II Fund and
       Lifestyles III Fund) are blended investments in three underlying mutual
       funds - Northstar Advantage Strategic Income Fund, Northstar Advantage
       Income and Growth Fund, and Twentieth Century Growth Investor's Fund. The
       Northstar Advantage Strategic Income Fund seeks high levels of income by
       investing in U.S. and foreign government securities and corporate debt
       securities. The Northstar Advantage Income and Growth Fund provides
       consistent income and long-term capital growth by investing in
       dividend-paying stocks, bonds and convertible securities. The Twentieth
       Century Growth Investors invests primarily in common stocks of medium to
       large-size companies. The three funds differ in the proportions of the
       investments in the three underlying mutual funds.

       The American Century Equity Growth Fund invests in established
       larger-sized domestic companies. This fund was closed in 1997.

       FIND/SVP, Inc. Common Stock represents funds invested in the Company's
       common stock. Effective December 1997, the Plan was amended to remove the
       Company's common stock from the Plan. The Company repurchased and retired
       all shares held in the Plan on December 20, 1997.

       Effective July 1, 1996, the Company engaged a new record keeper for the
       Plan. There were no changes in investment options as a result of this
       change.


<PAGE>



                                        6


                            FIND/SVP, INC. 401(K) AND
                               PROFIT SHARING PLAN

                    Notes to Financial Statements, Continued

 (4)   TAX STATUS

       The Plan is a prototype plan as defined in the Internal Revenue Code, as
       amended (the "IRC"). It is intended to be qualified under Section 401(a)
       of the IRC and the underlying trust is exempt from Federal income taxes
       under Section 501(a) of the IRC. In 1996, the Company adopted a new
       prototype plan in connection with the change in record keeper. The
       prototype plan has received a favorable determination letter from the
       Internal Revenue Service dated March 13, 1997. In the opinion of the Plan
       Administrator, the Plan and its underlying trust have operated within the
       terms of the Plan and remain qualified under the applicable provisions of
       the IRC. No significant changes have occurred in the Plan since that
       date.


 (5)   TERMINATION OF THE PLAN

       The Company's Board of Directors has the right under the terms of the
       Plan to discontinue Company contributions at any time and to terminate
       the Plan, subject to the terms of ERISA.


<PAGE>


                                                                      SCHEDULE I
                                                                      ----------

                            FIND/SVP, INC. 401(K) AND
                               PROFIT SHARING PLAN

          Item 27(a) - Schedule of Assets Held for Investment Purposes

                                December 31, 1997



                                              Number of                  Fair
                    Asset                      shares         Cost       value
                    -----                      -----          ----       -----
Participant loans**                              -          $ 51,122     51,122

North Atlantic Life Guaranteed Certificate*      -           245,221    245,221


 *  Represents contract value.
**  Represents parties in interest.


<PAGE>



                                                                     SCHEDULE II
                                                                     -----------

                            FIND/SVP, INC. 401(K) AND
                               PROFIT SHARING PLAN

                Item 27(d) - Schedule of Reportable Transactions

                          Year ended December 31, 1997



All transactions greater than or equal to 5% of plan assets at the beginning of
the period were as follows:


                                                   NUMBER OF        NUMBER OF
                    ASSET                       UNITS PURCHASED    UNITS SOLD
                    -----                       ---------------    ----------
Fidelity Puritan Fund*                             13,707                 -

Putnam Global Growth Fund*                         18,668                 -

Fidelity Retirement Growth Fund*                       -              39,660

Putnam New Opportunities Fund*                      7,810              4,281

AMC Equity Growth Fund*                            43,648                 -


*  Asset was held at the end of the year.


<PAGE>


                          INDEPENDENT AUDITORS' CONSENT


We consent to incorporation by reference in the Registration Statements (No.
33-42746, 33-75828, 333-03076, 33-22439 and 333-22445) on Form S-8 of our report
dated June 2, 1998 relating to the statements of net assets available for
benefits of the FIND/SVP, Inc. 401(k) and Profit Sharing Plan as of December 31,
1997 and 1996 and the related statement of changes in net assets available for
benefits for the year ended December 31, 1997 and the related schedules, which
report appears in the December 31, 1997 Form 11-K of FIND/SVP, Inc. 401(k) and
Profit Sharing Plan.



                                                    /s/KPMG PEAT MARWICK LLP
                                                    ------------------------
                                                    KPMG Peat Marwick LLP
New York, New York
June 26, 1998





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