As filed with the U.S. Securities and Exchange Commission on July 24, 1996
Securities and Exchange Commission
Washington D.C. 20549
FORM S-3/Amendment 1
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Commission File No. 0-19015
ICIS MANAGEMENT GROUP, INC.
(Formerly Alter Sales Co., Inc.)
FLORIDA 59-0791065
(State or other jurisdiction of incorporation (I.R.S. Employer Identification
or organization) Number)
5050 N. Federal Highway, Lighthouse Point, FL 33064
(address of principal executive office) (zip code)
Issuer's telephone number: (305) 426-3400
Agent for Service at above address: James W. Nearen, President
Approximate date of commencement of proposed sale to Public: July 24, 1996
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<CAPTION>
Calculation of Registration Fee
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Title of Securities Amount of Shares Proposed Maximum Proposed Maximum Amount
Securities to be to be Registered Offering Price Per Maximum of Fee
Registered Per Share(1) Aggregate Offering
Price(1)
<S> <C> <C> <C> <C>
$.004 par value
Common Stock 3,000,000 $.25 $625,000 $258.62(1)
TOTALS 3,000,000 $625,000 $258.62(2)
- -----------------------------------------------------------------------------------------------------
Total No. of Pages: 19 Exhibit Index on Page: 10
</TABLE>
(1) This calculation is made solely for the purposes of determining the
registration fee pursuant to Rule 457(g) under the Securities Act of 1933 and is
calculated on the basis of the highest price at which the warrants described
herein may be exercised.
(2) The expenses associated with this registration statement include the
registration fees, bank wire fees, fees payable to Nasdaq of $.01 per share or
$7500 maximum and negligible costs of mailing.
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Rule 473 - Delaying Amendment
The registrant, ICIS Management Group, Inc., hereby amends this
registration statement on such date or dates as may be necessary to delay its
effective date until the registrant shall file a further amendment which
specifically states that this registration statement shall thereafter become
effective in accordance with section 8(a) of the Securities Act of 1933 or until
the registration statement shall become effective on such date as the Commission
acting pursuant to said section 8(a), may determine.
Dated: July 31, 1996
ICIS Management Group, Inc.
/s/ James W. Nearen
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James W. Nearen, President and CEO
Agent for Service
