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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
AMENDMENT NO. 1
Current Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 25, 1996
OVERSEAS FILMGROUP, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 0-25308 13-3751702
(State or other (Commission (I.R.S. Employer
jurisdiction of Incorporation) File Number) Identification No.)
8800 SUNSET BOULEVARD, LOS ANGELES, CALIFORNIA 90069
(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: (310) 855-1199
N/A
(Former name or former address, if changed since last report)
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ITEM 8. CHANGE IN FISCAL YEAR
Item 8 of Registrant's Current Report on Form 8-K, dated October 25, 1996,
as filed with the Securities and Exchange Commission on November 12, 1996 is
hereby amended and restated in its entirety to read as follows:
On October 31, 1996, the Board of Directors of Registrant voted to change
the Registrant's fiscal year from November 30 to December 31, effective for the
fiscal year ending December 31, 1996. As described in Registrant's definitive
Proxy Statement dated September 25, 1996 filed with the Securities and Exchange
Commission pursuant to Section 14 of the Securities Exchange Act of 1934, as
amended, for accounting and financial reporting purposes, the merger on October
31, 1996 of Overseas Filmgroup, Inc. ("Pre-Merger Overseas") with and into the
Registrant, then known as Entertainment/Media Acquisition Corporation ("EMAC"),
(with EMAC being the surviving corporation in the merger which changed its name
to "Overseas Filmgroup, Inc." and succeeded to the business of Pre-Merger
Overseas) has been treated as a recapitalization of Pre-Merger Overseas by an
exchange of common stock of Pre-Merger Overseas for the net assets of EMAC,
which consisted primarily of cash. The Registrant has reflected, in its
consolidated financial statements, the assets, liabilities and equity of Pre-
Merger Overseas at their historical book values. Assets and liabilities of EMAC
have been reflected at their fair market value at the effective time of the
merger, which approximates their historical book values. Accordingly, the
results of operations and financial position of the Registrant, for periods and
dates prior to the merger, are the historical results of operations and
financial position of Pre-Merger Overseas for such period and dates, and this
accounting treatment will be reflected in Registrant's Annual Report on
Form 10-K for the fiscal year ended December 31, 1996.
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SIGNATURE
Pursuant to the requirements 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.
OVERSEAS FILMGROUP, INC.
Date: March 20, 1997 By: /s/ William F. Lischak
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William F. Lischak, Chief Operating
Officer, Chief Financial Officer
and Secretary
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