UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
AMENDMENT 1
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the fiscal year ended December 31, 1997
OR
[ ] 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 0-5128
SCOTT'S LIQUID GOLD-INC.
(Exact name of Registrant as specified in its charter)
Colorado 84-0920811
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
4880 Havana Street, Denver, CO 80239
(Address of principal executive offices) (Zip Code)
Registrant's telephone number: (303) 373-4860
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which registered
$0.10 Par Value Common Stock New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the 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 the 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 (? 229.405 of this chapter) 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. [ X ]
The aggregate market value of the Registrant's voting stock held as of March 11,
1997 by non-affiliates of the Registrant was $22,571,052. This calculation
assumes that certain parties may be affiliates of the Registrant and that,
therefore, 5,642,763 shares of voting stock are held by nonaffiliates.
As of March 11, 1997, the Registrant had 10,092,358 shares of its $0.10 par
value common stock outstanding.
Documents Incorporated by Reference
The Registrant's 1997 Annual Report to shareholders is incorporated by reference
in Parts I, II and IV. The Registrant's definitive Proxy Statement for the
Annual Meeting of shareholders to be held on May 6, 1998, is
incorporated by reference in Part III.
Exhibit 23
ARTHUR ANDERSEN LLP
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the
incorporation of our reports included in this Form 10-K,
into the Company's previously filed Ford S-8 Registration
Statement No. 33-63254 and Form S-8 Registration Statement
relating to the Company's 1997 Stock Option Plan.
Arthur Andersen LLP
Denver, Colorado
March 27, 1998
SIGNATURES
Pursuant to the requirements of Section 13 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.
Date: April 8, 1998.
SCOTT'S LIQUID GOLD-INC.
a Colorado corporation
By: Mark E. Goldstein, President
Principal Executive Officer
By: Barry Shepard, Treasurer
Principal Financial Officer
By: Jeffry B. Johnson, Controller
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons of the Registrant and in
the capacities and on the dates indicated:
Date Name and Title Signature
April 8, 1998 Carolyn J. Anderson,)
Director )
)
April 8, 1998 Mark E. Goldstein, )
Director )
)
April 8, 1998 Jerome J. Goldstein,)
Director ) Barry Shepard, for himself and
) as Attorney-in-Fact for the
April 8, 1998 Dennis H. Field, ) named directors who together
Director ) constitute all of the members
) of Registrant's Board of
April 8, 1998 James F. Keane, ) Directors
Director )
)
April 8, 1998 Michael J. Sheets, )
Director )
)
April 8, 1998 Barry Shepard, )
Director )