SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
AMENDMENT NO. 1
TO
FORM 10-KSB
[x] ANNUAL REPORT UNDER SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended December 31, 1996
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to ________
COMMISSION FILE NO.: 01-13470
BIG SMITH BRANDS, INC.
(NAME OF SMALL BUSINESS ISSUER IN ITS CHARTER)
Delaware 13-3005371
- ------------------------------- -------------------
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
7100 West Camino Real, Suite 201, Boca Raton, Florida 33433
- ----------------------------------------------------- -----
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
Issuer's telephone number: (561) 367-8283
Securities registered under Section 12(b) of the Exchange Act:
Name of Each Exchange
Title of Classes on Which Registered
Common Stock, $.01 par value Pacific Stock Exchange
Common Stock Purchase Warrants Nasdaq SmallCap Market
Securities registered under Section 12(g) of the Exchange Act: NONE
<PAGE>
Due to a clerical error in our original filing of the above-referenced 10KSB,
the signature on the Report of the Independent Accountants was omitted. We are
filing this Amendment No. 1 to show the following Report of Independent
Accountants now containing the conformed signature of the Independent
Accountants Baird Kurtz & Dobson.
<PAGE>
Report of Independent Accountants
To the Board of Directors and Stockholders of
Big Smith Brands, Inc.
Carthage, Missouri
We have audited the accompanying consolidated balance sheets of BIG SMITH
BRANDS, INC. AND SUBSIDIARY as of December 31, 1996 and 1995, and the related
consolidated statements of operations, changes in stockholders' equity and cash
flows for each of the two years ended December 31, 1996. These financial
statements are the responsibility of the Company'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
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 consolidated financial statements referred to above
present fairly, in all material respects, the financial position of BIG SMITH
BRANDS, INC. AND SUBSIDIARY as of December 31, 1996 and 1995, and the results of
its operations and its cash flows for each of the two years ended December 31,
1996 and 1995 in conformity with generally accepted accounting principles.
The accompanying financial statements have been prepared assuming the
Company will continue as a going concern. As discussed in Note 15, the Company's
primary lending arrangement does not currently extend beyond June 30, 1997, and
the Company's liquidity needs prior to that date could exceed the amount of
borrowings available under the existing agreement. This raises substantial doubt
about the Company's ability to continue as a going concern. Management's plans
in regard to these matters are also described in Note 15. The consolidated
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.
/s/ Baird Kurtz & Dobson
- ------------------------
Baird Kurtz & Dobson
Joplin, Missouri
February 26, 1997, except for Note 14, as to which the date is April 2, 1997
