<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
AMENDMENT NO. 2 TO
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
AND EXCHANGE ACT OF 1934
For the fiscal year ended January 31, 1997
COMMISSION FILE NUMBER 1-13099
THE MAXIM GROUP, INC.
______________________________________________________________________________
(Exact name of registrant as specified in its charter)
DELAWARE 58-2060334
- - -------------------------------------------------------------------------------
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
210 TownPark Drive, Kennesaw, Georgia 30144
- - ------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (770) 590-9369
--------------
Securities registered pursuant to Section 12(b) of the Act:
Title of each class: Name on each exchange on which registered:
Common Stock, $.001 par value New York Stock Exchange, Inc.
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, $.001 par value
-----------------------------
(Title of class)
1
<PAGE>
The undersigned Registrant hereby amends the following items, financial
statements, exhibits, or other portions of its Annual Report on Form 10-K for
the fiscal year ended January 31, 1997, as set forth below:
Part IV, Item 13(a) of the above-referenced Form 10-K is amended to include
as Exhibit 99 the information required by Form 11-K with respect to The
Maxim Group 401(k) Plan (the "Plan"), which exhibit is filed as part of the
above-referenced Form 10-K in lieu of a separate filing of an Annual Report
on Form 11-K for the Plan for the fiscal year ended March 31, 1997, in
accordance with Rule 15d-21.
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this amendment to be signed on its behalf by the
undersigned thereunto duly authorized.
THE MAXIM GROUP, INC.
By: /S/A. J. Nassar
-------------------
Name: A.J. Nassar
Title: President and Chief Executive Officer
Date: October 10, 1997
2
<PAGE>
EXHIBIT 99
Information required by Form 11-K with respect to The Maxim Group 401(k) Plan
for the fiscal year ended March 31, 1997:
1. The following financial statements prepared in accordance with the
financial reporting requirements of ERISA include the following:
a. Report of Independent Public Accountants
b. Statement of Net Assets Available for Benefits, with Fund Information,
as of March 31, 1997
c. Statement of Net Assets Available for Benefits, with Fund Information,
as of March 31, 1996
d. Statement of Changes in Net Assets Available for Benefits, with Fund
Information, for the Year Ended March 31, 1997
e. Notes to Financial Statements and Schedules
f. Schedule I: Schedule of Assets Held for Investment Purposes March 31,
1997
g. Schedule II: Schedule of Reportable Transactions Year Ended March 31,
1997
2. Exhibits
a. Consent of Independent Public Accountants--Arthur Andersen LLP
3
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
TO THE BOARD OF DIRECTORS OF
THE MAXIM GROUP, INC.:
We have audited the accompanying statements of net assets available for
benefits, with fund information, of THE MAXIM GROUP 401(K) PLAN as of March 31,
1997 and 1996 and the related statement of changes in net assets available for
benefits, with fund information, for the year ended March 31, 1997. These
financial statements and the schedules referred to below are the responsibility
of the Plan's management. Our responsibility is to express an opinion on these
financial statements and schedules 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
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 Maxim Group
401(k) Plan as of March 31, 1997 and 1996 and the changes in net assets
available for benefits for the year ended March 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 Rules and Regulations for Reporting and Disclosure under the
Employee Retirement Income Security Act of 1974. The fund information in the
statements of net assets available for benefits and the statement of changes in
net assets available for benefits is presented for the purpose of additional
analysis rather than to present the net assets available for benefits and
changes in net assets available for benefits of each fund. The supplemental
schedules and the fund information have been subjected to the auditing
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<PAGE>
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.
As explained in the notes thereto, information presented in the schedules of
assets held for investment purposes and reportable transactions does not contain
the historical cost of certain investments. Disclosure of this information is
required by the Department of Labor Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of 1974.
/s/ Arthur Andersen LLP
Atlanta, Georgia
October 10, 1997
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<PAGE>
THE MAXIM GROUP 401(K) PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
MARCH 31, 1997
<TABLE>
<CAPTION>
FUND INFORMATION
-------------------------------------------------------------------------------
FEDERAL RETIREMENT
THE MAXIM GLOBAL SECURITIES PRESERVATION
GROUP, INC. GROWTH ALLOCATION TRUST CAPITAL TRUST
STOCK FUND FUND FUND FUND FUND FUND
------------ ---------- ---------- ---------- --------- ------------
<S> <C> <C> <C> <C> <C> <C>
INVESTMENTS:
At fair value:
The Maxim Group, Inc. common stock $1,595,670 $ 0 $ 0 $ 0 $ 0 $ 0
Mutual funds 0 1,192,835 690,345 141,250 679,851 0
Money market fund 0 0 0 0 0 0
At contract value:
Collective trust 0 0 0 0 0 399,442
Loans to participants 0 0 0 0 0 0
---------- ---------- -------- -------- -------- --------
Total investments 1,595,670 1,192,835 690,345 141,250 679,851 399,442
---------- ---------- -------- -------- -------- --------
OTHER ASSETS:
Participant contributions receivable 0 0 0 0 0 0
Employer contributions receivable 0 0 0 0 0 0
Accrued investment income 0 0 0 0 0 0
Due from broker 0 0 0 0 0 0
---------- ---------- -------- -------- -------- --------
Total other assets 0 0 0 0 0 0
---------- ---------- -------- -------- -------- --------
NET ASSETS AVAILABLE FOR BENEFITS $1,595,670 $1,192,835 $690,345 $141,250 $679,851 $399,442
========== ========== ======== ======== ======== ========
</TABLE>
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<PAGE>
<TABLE>
<CAPTION>
FUND INFORMATION
------------------------------------------------------------------
QUEST FOR
VALUE AIM EQUITY EMERGING
OPPORTUNITY INTERNATIONAL CONSTELLATION GROWTH PARTICIPANTS'
FUND EQUITY FUND FUND FUND LOANS OTHER TOTAL
------------ ------------- ------------- --------- --------- --------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
INVESTMENTS:
At fair value:
The Maxim Group, Inc. common stock $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $1,595,670
Mutual funds 2,853 11,194 7,074 12,135 0 0 2,737,537
Money market fund 0 0 0 0 0 313,575 313,575
At contract value:
Collective trust 0 0 0 0 0 0 399,442
Loans to participants 0 0 0 0 105,675 0 105,675
---------- ---------- -------- -------- -------- -------- ----------
Total investments 2,853 11,194 7,074 12,135 105,675 313,575 5,151,899
---------- ---------- -------- -------- -------- -------- ----------
OTHER ASSETS:
Participant contributions receivable 0 0 0 0 0 64,739 64,739
Employer contributions receivable 0 0 0 0 0 12,274 12,274
Accrued investment income 0 0 0 0 0 596 596
Due from broker 0 0 0 0 0 30,620 30,620
---------- ---------- -------- -------- -------- -------- ----------
Total other assets 0 0 0 0 0 108,229 108,229
---------- ---------- -------- -------- -------- -------- ----------
NET ASSETS AVAILABLE FOR BENEFITS $ 2,853 $ 11,194 $ 7,074 $ 12,135 $105,675 $421,804 $5,260,128
========== ========== ======== ======== ======== ======== ==========
</TABLE>
The accompanying notes are an integral part of this statement.
-7-
<PAGE>
THE MAXIM GROUP 401(k) PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
MARCH 31, 1996
<TABLE>
<CAPTION>
FUND INFORMATION
-----------------------------------------------------------------
FEDERAL
THE MAXIM GLOBAL SECURITIES
GROUP, INC. GROWTH ALLOCATION TRUST CAPITAL
STOCK FUND FUND FUND FUND FUND
---------- -------- ---------- ---------- ---------
<S> <C> <C> <C> <C> <C>
ASSETS:
Investments, at fair value:
The Maxim Group, Inc. common stock $1,567,274 $ 0 $ 0 $ 0 $ 0
Mutual funds 0 671,602 588,130 91,653 629,770
Money market fund 0 0 0 0 0
Investments, at contract value:
Loans to participants 0 0 0 0 0
Collective trust 0 0 0 0 0
---------- -------- -------- ------- --------
Total investments 1,567,274 671,602 588,130 91,653 629,770
Cash 0 0 0 0 0
Accrued interest 0 0 0 0 0
Contributions receivable from participants 0 0 0 0 0
Contributions receivable from employer 0 0 0 0 0
---------- -------- -------- ------- --------
Total assets 1,567,274 671,602 588,130 91,653 629,770
LIABILITIES:
Due to broker for securities purchased (131) 22,409 14,139 3,558 14,198
---------- -------- -------- ------- --------
NET ASSETS AVAILABLE FOR BENEFITS $1,567,405 $649,193 $573,991 $88,095 $615,572
========== ======== ======== ======= ========
</TABLE>
-8-
<PAGE>
<TABLE>
<CAPTION>
FUND INFORMATION
--------------------------
RETIREMENT
PRESERVATION
TRUST PARTICIPANTS'
FUND LOANS OTHER TOTAL
----------- ------------ -------- ---------
<S> <C> <C> <C> <C>
ASSETS:
Investments, at fair value:
The Maxim Group, Inc. common stock $ 0 $ 0 $ 0 $1,567,274
Mutual funds 0 0 0 1,981,155
Money market fund 0 0 494,967 494,967
Investments, at contract value:
Loans to participants 0 94,645 0 94,645
Collective trust 362,513 0 0 362,513
-------- ------- -------- ----------
Total investments 362,513 94,645 494,967 4,500,554
Cash 0 0 85,625 85,625
Accrued interest 0 0 351 351
Contributions receivable from participants 0 0 92,500 92,500
Contributions receivable from employer 0 0 18,750 18,750
-------- ------- -------- ----------
Total assets 362,513 94,645 692,193 4,697,780
LIABILITIES:
Due to broker for securities purchased 3,218 0 0 57,391
-------- ------- -------- ----------
NET ASSETS AVAILABLE FOR BENEFITS $359,295 $94,645 $692,193 $4,640,389
======== ======= ======== ==========
</TABLE>
The accompanying notes are an integral part of this statement.
-9-
<PAGE>
THE MAXIM GROUP 401(K) PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND
INFORMATION
FOR THE YEAR ENDED MARCH 31, 1997
<TABLE>
<CAPTION>
PARTICIPANT-DIRECTED
---------------------------------------------------------------
FEDERAL
THE MAXIM GLOBAL SECURITIES
GROUP, INC. GROWTH ALLOCATION TRUST CAPITAL
STOCK FUND FUND FUND FUND FUND
---------- ------- ---------- ---------- -------
<S> <C> <C> <C> <C> <C>
ADDITIONS:
Participant contributions:
Deferrals $ 244,119 $ 237,500 $142,177 $ 34,384 $153,653
Rollovers from other plans 14,225 16,802 10,075 2,484 11,282
---------- ---------- -------- -------- --------
Total participant contributions 258,344 254,302 152,252 36,868 164,935
---------- ---------- -------- -------- --------
Employer contributions 48,548 45,285 28,030 6,584 31,321
---------- ---------- -------- -------- --------
Investment income:
Dividends 0 82,146 60,143 8,331 65,414
---------- ---------- -------- -------- --------
Net appreciation (depreciation) in fair value of
investments 192,028 126,561 9,245 (2,857) (139)
---------- ---------- -------- -------- --------
TOTAL INVESTMENT INCOME 192,028 208,707 69,388 5,474 65,275
---------- ---------- -------- -------- --------
TOTAL ADDITIONS 498,920 508,294 249,670 48,926 261,531
---------- ---------- -------- -------- --------
DEDUCTIONS:
Benefits paid to participants (398,608) (138,665) (164,060) (56,204) (239,333)
---------- ---------- -------- -------- --------
LOANS ISSUED TO PARTICIPANTS (6,417) (15,321) (8,559) (234) (5,182)
---------- ---------- -------- -------- --------
LOAN PRINCIPAL PAYMENTS 11,805 5,208 3,394 0 1,405
---------- ---------- -------- -------- --------
INTERFUND TRANSFERS (77,435) 184,126 35,909 60,667 45,858
---------- ---------- -------- -------- --------
NET INCREASE (DECREASE) 28,265 543,642 116,354 53,155 64,279
---------- ---------- -------- -------- --------
NET ASSETS AVAILABLE FOR BENEFITS
Beginning of the year 1,567,405 649,193 573,991 88,095 615,572
---------- ---------- -------- -------- --------
End of the year $1,595,670 $1,192,835 $690,345 $141,250 $679,851
========== ========== ======== ======== ========
</TABLE>
-10-
<PAGE>
<TABLE>
<CAPTION>
PARTICIPANT-DIRECTED
-------------------------------------------------------------------------
RETIREMENT
PRESERVATION EMERGING
TRUST OPPORTUNITY INTERNATIONAL CONSTELLATION GROWTH
FUND VALUE FUND EQUITY FUND FUND FUND
------------ ----------- ------------- ------------- ---------
<S> <C> <C> <C> <C> <C>
ADDITIONS:
Participant contributions:
Deferrals $ 35,158 $ 730 $ 295 $ 773 $ 1,868
Rollovers from other plans 10,012 840 10,549 2,513 11,095
-------- ------ ------- ------- -------
Total participant contributions 45,170 1,570 10,844 3,286 12,963
-------- ------ ------- ------- -------
Employer contributions 10,224 148 71 150 333
-------- ------ ------- ------- -------
Investment income:
Dividends 17,448 0 476 41 0
Net appreciation (depreciation) in fair value of
investments 0 (83) (204) (735) (1,265)
-------- ------ ------- ------- -------
TOTAL INVESTMENT INCOME 17,448 (83) 272 (694) (1,265)
-------- ------ ------- ------- -------
TOTAL ADDITIONS 72,842 1,635 11,187 2,742 12,031
-------- ------ ------- ------- -------
DEDUCTIONS:
Benefits paid to participants (311,623) 0 0 0 0
-------- ------ ------- ------- -------
LOANS ISSUED TO PARTICIPANTS 0 0 0 0 0
-------- ------ ------- ------- -------
LOAN PRINCIPAL PAYMENTS 0 104 7 0 104
-------- ------ ------- ------- -------
INTERFUND TRANSFERS 278,928 1,114 0 4,332 0
-------- ------ ------- ------- -------
NET INCREASE (DECREASE) 40,147 2,853 11,194 7,074 12,135
NET ASSETS AVAILABLE FOR BENEFITS
Beginning of the year 359,295 0 0 0 0
-------- ------ ------- ------- -------
End of the year $399,442 $2,853 $11,194 $7,074 $12,135
======== ====== ======= ======= =======
</TABLE>
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<PAGE>
<TABLE>
<CAPTION>
PARTICIPANT-DIRECTED
--------------------
PARTICIPANTS'
LOANS OTHER TOTAL
------------- --------- ----------
<S> <C> <C> <C>
ADDITIONS:
Participant contributions:
Deferrals $ $ (27,761) $ 822,896
Rollovers from other plans 0 5,235 95,112
-------- --------- ----------
Total participant contributions 0 (22,526) 918,008
-------- --------- ----------
Employer contributions 0 (6,476) 164,218
-------- --------- ----------
Investment income:
Dividends 0 79,715 313,714
-------- --------- ----------
Net appreciation (depreciation) in fair value of
investments 0 0 322,551
-------- --------- ----------
TOTAL INVESTMENT INCOME 0 79,715 636,265
-------- --------- ----------
TOTAL ADDITIONS 0 50,713 1,718,491
-------- --------- ----------
DEDUCTIONS:
Benefits paid to participants (2,656) 212,397 (1,098,752)
-------- --------- ----------
LOANS ISSUED TO PARTICIPANTS 35,713 0 0
-------- --------- ----------
LOAN PRINCIPAL PAYMENTS (22,027) 0 0
-------- --------- ----------
INTERFUND TRANSFERS 0 (533,499) 0
-------- --------- ----------
NET INCREASE (DECREASE) 11,030 (270,389) 619,739
-------- --------- ----------
NET ASSETS AVAILABLE FOR BENEFITS
Beginning of the year 94,645 692,193 4,640,389
-------- --------- ----------
End of the year $105,675 $ 421,804 $5,260,128
======== ========= ==========
</TABLE>
The accompanying notes are an integral part of this statement.
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<PAGE>
THE MAXIM GROUP 401(K) PLAN
NOTES TO FINANCIAL STATEMENTS AND SCHEDULES
MARCH 31, 1997 AND 1996
1. DESCRIPTION OF PLAN
The following description of The Maxim Group 401(k) Plan (the "Plan") is
provided for general informational purposes only. Participants should refer
to the plan document for more complete information.
GENERAL
The Plan is a defined contribution plan covering substantially all employees
of The Maxim Group, Inc. and its wholly owned subsidiaries (the "Company").
Employees are eligible to participate in the Plan after completing one year
of service. Plan entry dates are the first day of each calendar quarter.
The Plan was adopted effective April 1, 1994 and is subject to the Employee
Retirement Income Security Act of 1974 ("ERISA"), as amended.
Effective April 1, 1997, the Plan was amended to change plan entry dates to
the first day of each month.
CONTRIBUTIONS
Participants can elect to contribute up to 20% of their pretax salaries to
the Plan subject to certain limitations of the Internal Revenue Code. The
Company may provide discretionary matching contributions up to 25% of the
first 6% of compensation that a participant defers as a pretax contribution.
For 1997 and 1996, the Company matched at this rate.
PARTICIPANT ACCOUNTS
Each participant's account is credited with the participant's contribution,
the Company's matching contribution, and an allocation of investment
earnings. Investment earnings are allocated to participants based on
proportionate account balances in individual investment funds.
VESTING
Participants are 100% vested in their own contributions. After one year of
employment, participants vest ratably over five years in the Company's
matching contributions, such that they become fully vested after six years of
service.
Participants become fully vested upon death, disability, or reaching normal
(65) or early retirement age (55).
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<PAGE>
PLAN TERMINATION
Although the Company has not expressed any intent to do so, it has the right
to discontinue its contributions at any time and to terminate the Plan
subject to the provisions of ERISA. In the event the Plan terminates, each
participant shall become fully vested in his/her account balance as of the
termination date.
ADMINISTRATIVE EXPENSES
Administrative expenses of the Plan are paid by the Company.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PRESENTATION
The accompanying financial statements have been prepared on the accrual basis
of accounting.
INVESTMENTS
Investments are recorded primarily at fair value as determined by quotations
of national securities exchanges. Purchases and sales of investment
securities are recorded on a trade date basis. The average cost method is
used in determining the cost of investments sold.
American Institute of Certified Public Accountants Statement of Position,
"Reporting of Investment Contracts Held by Health and Welfare Benefit Plans
and Defined Contribution Pension Plans," permits reporting of investment
contracts that are fully benefit-responsive at contract value. The Plan's
investment in the Merrill Lynch Retirement Preservation Trust, a collective
trust which invests in guaranteed investment contracts, is fully benefit-
responsive and is presented at contract value in the accompanying statements
of net assets available for benefits, with fund information.
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<PAGE>
3. INVESTMENTS
The following investments represent 5% or more of the Plan's net assets as of
March 31, 1997 and 1996:
<TABLE>
<CAPTION>
1997 1996
---------- ----------
<S> <C> <C>
The Maxim Group, Inc. common stock $1,595,670 $1,567,274
Mutual funds administered by Merrill Lynch:
Growth Fund (Class D and Class B, respectively) 1,192,835 671,602
Global Allocation Fund (Class D and Class B, respectively) 690,345 588,130
Capital Fund (Class D and Class B, respectively) 679,851 629,770
Other funds administered by Merrill Lynch:
Retirement Preservation Trust 399,442 362,513
CMA Money Fund 313,575 494,967
</TABLE>
The net appreciation in fair value of investments, by type of investment, for
the year ended March 31, 1997 is as follows:
Common stock $192,028
Mutual funds 130,523
--------
$322,551
========
4. FEDERAL INCOME TAXES
The Plan received a favorable determination letter from the Internal Revenue
Service on November 1, 1995 stating that the Plan was designed in accordance
with applicable Internal Revenue Code requirements. The Plan has been
amended since receiving the letter; however, the plan administrator believes
that the Plan is currently designed and is being operated in compliance with
the applicable requirements of the Internal Revenue Code. Therefore, the
plan administrator believes that the Plan was qualified and the related trust
tax-exempt as of March 31, 1997 and 1996.
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<PAGE>
SCHEDULE I
THE MAXIM GROUP 401(K) PLAN
ITEM 27A--SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
MARCH 31, 1997
<TABLE>
<CAPTION>
NUMBER
OF SHARES/ CURRENT
DESCRIPTION OF INVESTMENT UNITS COST VALUE
- - ----------------------------------------------------- ---------- ---------- ----------
<S> <C> <C> <C>
COMMON STOCK:
* The Maxim Group, Inc. 120,428 (a) $1,595,670
MUTUAL FUNDS:
* Merrill Lynch Growth Fund (Class D shares) 45,563 $1,145,116 1,192,835
* Merrill Lynch Global Allocation Fund (Class D shares) 46,771 702,022 690,345
* Merrill Lynch Federal Securities Trust Fund (Class D
shares) 15,027 142,911 141,250
* Merrill Lynch Capital Fund (Class D shares) 21,693 664,821 679,851
* Merrill Lynch Retirement Preservation Trust 399,442 399,442 399,442
* Merrill Lynch International Equity Fund (Class D
shares) 963 11,399 11,194
MFS Emerging Growth Fund (Class A shares) 416 13,401 12,135
Oppenheimer Quest Funds--Opportunity Value Fund
(Class A shares) 94 2,937 2,853
AIM CONSTELLATION FUND (Retail A Shares) 300 7,809 7,074
* CMA Money Fund 313,575 313,575 313,575
OTHER:
* Loans to participants, with interest rates ranging
from 9% to 9.5% N/A 105,675 105,675
----------
$5,151,899
==========
</TABLE>
*Represents a party in interest.
(a) Historical cost information is unable to be provided due to the
nature of the custodian's record-keeping system. This amount has
been intentionally omitted.
The accompanying notes are an integral part of this schedule.
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<PAGE>
SCHEDULE II
THE MAXIM GROUP 401(K) PLAN
ITEM 27D--SCHEDULE OF REPORTABLE TRANSACTIONS (a)
FOR THE YEAR ENDED MARCH 31, 1997
<TABLE>
<CAPTION>
SALES
PURCHASES ----------------------------------------------
------------------------ NET
NUMBER OF NUMBER OF SELLING GAIN
DESCRIPTION OF ASSETS TRANSACTIONS COST TRANSACTIONS COST PRICE (LOSS)
----------------------------------------------- ------------ ---------- ------------ ---------- ---------- --------
<S> <C> <C> <C> <C> <C> <C>
COMMON STOCK:
* The Maxim Group, Inc. common stock 80 $1,926,308 94 (b) $ 885,938 (b)
MUTUAL FUNDS:
* Merrill Lynch Growth Fund--Class B 25 163,064 42 $ 769,967 906,330 $136,363
* Merrill Lynch Global Allocation Fund--Class B 18 119,909 39 662,083 729,825 67,742
* Merrill Lynch Capital Fund--Class B 21 154,847 42 732,978 768,079 35,101
* Merrill Lynch Retirement Preservation Trust 267 537,969 33 501,040 501,040 0
* Merrill Lynch Growth Fund--Class D 54 1,246,020 38 100,904 108,083 7,179
* Merrill Lynch Global Allocation Fund--Class D 60 759,643 34 57,621 56,757 (864)
* Merrill Lynch Capital Fund--Class D 47 706,313 26 41,492 42,863 1,371
MONEY MARKET FUND:
* CMA Money Fund 73 1,788,841 79 2,283,308 2,283,808 0
</TABLE>
- - ----------------
* Represents a party in interest.
(a) Represents a transaction or a series of transactions in excess of 5% of the
current value of plan assets as of the beginning of the year.
(b) In accordance with the Department of Labor Rules and Regulations for
Reporting and Disclosure, the cost presented should be the historical cost
of the assets. However, the custodian is unable to provide these amounts due
to the nature of its record-keeping system. These amounts have been
intentionally omitted.
The accompanying notes are an integral part of this schedule.
-17-
<PAGE>
S I G N A T U R E S
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Plan has caused this annual report to be signed on the 10th day of October,
1997, by the undersigned thereunto duly authorized.
THE MAXIM GROUP, INC. 401(k) PLAN
By: /s/ Thomas P. Leahey
---------------------------------
Thomas P. Leahey
Executive Vice President, Finance
(Plan Administrator)
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<PAGE>
EXHIBIT 2(a)
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the incorporation by
reference of our report dated October 10, 1997 which appears in Exhibit 99 of
this amendment No. 2 to the Annual Report on Form 10-K/A for the fiscal year
ended January 31, 1997 of The Maxim Group, Inc. into the Company's previously
filed Registration Statements on Form S-8.
/S/Arthur Andersen LLP
Atlanta, GA
October 10, 1997
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