OMNI MULTIMEDIA GROUP INC
10QSB/A, 1996-12-06
COMPUTER PROGRAMMING, DATA PROCESSING, ETC.
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                               -----------------

                                  FORM 10-QSB/A

               QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                  For the Quarterly Period Ended June 29, 1996
                         Commission file number 1-13656

                               -----------------

                           OMNI MULTIMEDIA GROUP, INC.
        (Exact name of small business issuer as specified in its charter)

                               -----------------


      Delaware                                                  04-2729490
(State of Organization)                                      (I.R.S. Employer
                                                          Identification Number)

                                 50 Howe Avenue
                          Millbury, Massachusetts 01527
                                 (508) 865-4451
               (Address, including zip code, and telephone number,
         including area code, of issuer's principal executive offices)


         Indicate  by check mark  whether  the issuer (1) has filed all  reports
required to be filed by Section 13 or 15(d) of the  Securities  and 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  the  number of  shares  outstanding  of each of the  issuer's
classes of common stock, as of the latest practicable date.

         Class                                      Number of Shares Outstanding
                                                            as of August 1, 1996

Common Stock, $.01 par value                                   3,889,950 shares
Series A Preferred Stock, $.01 par value                           1,050 shares







                                   SIGNATURES


         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.

                                      OMNI MULTIMEDIA GROUP, INC.



Date:  December 6, 1996               By: /s/ Paul F. Johnson
                                         ------------------------------
                                         Paul F. Johnson, President and
                                           Chief Executive Officer



Date:  December 6, 1996               By: /s/ Robert E. Lee
                                         -----------------------------
                                         Robert E. Lee, Treasurer and
                                           Chief Financial Officer



<TABLE> <S> <C>

<ARTICLE>      5
<LEGEND>
This  schedule  contains  summary  financial   information  extracted  from  the
Company's  Balance  Sheet  at June  29,  1996  and the  Company's  Statement  of
Operations  for the nine  months  ended June 29,  1996 and is  qualified  in its
entirety by reference to such financial statements.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                              MAR-29-1997
<PERIOD-END>                                   JUN-29-1996
<CASH>                                         11,448,781
<SECURITIES>                                   0
<RECEIVABLES>                                  1,307,000
<ALLOWANCES>                                   40,000
<INVENTORY>                                    879,306
<CURRENT-ASSETS>                               14,496,784
<PP&E>                                         16,033,080 <F1>
<DEPRECIATION>                                 0
<TOTAL-ASSETS>                                 32,079,318
<CURRENT-LIABILITIES>                          4,042,205
<BONDS>                                        0
                          11
                                    0
<COMMON>                                       38,899
<OTHER-SE>                                     19,618,759
<TOTAL-LIABILITY-AND-EQUITY>                   32,079,318
<SALES>                                        2,432,189
<TOTAL-REVENUES>                               2,432,189
<CGS>                                          2,911,317
<TOTAL-COSTS>                                  4,231,782
<OTHER-EXPENSES>                               34,424
<LOSS-PROVISION>                               15,000
<INTEREST-EXPENSE>                             82,130
<INCOME-PRETAX>                                (1,820,004)
<INCOME-TAX>                                   0
<INCOME-CONTINUING>                            0
<DISCONTINUED>                                 0
<EXTRAORDINARY>                                0
<CHANGES>                                      0
<NET-INCOME>                                   (1,820,004)
<EPS-PRIMARY>                                  (0.47)
<EPS-DILUTED>                                  (0.47)
<FN>
<F1>This figure reflects both property, plant and equipment and depreciation.
</FN>
        

</TABLE>


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