UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB/A
(Mark One)
[X] Quarterly report under Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the quarterly period ended June 30, 1996
[ ] Transition report under Section 13 or 15(d) of the Securities Exchange
Act of 1934 (No fee required) for the transition period from
____________________ to _____________________
Commission file number: Q-2549
BRIA COMMUNICATIONS CORPORATION
(Name of Small Business Issuer in Its Charter)
New Jersey 22-1644111
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
268 West 400 South, Suite 300, Salt Lake City, Utah 84101
(Address of Principal Executive Offices) (Zip Code)
(801) 575-8073
(Issuer's Telephone Number, Including Area Code)
Check whether the issuer: (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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 __ No XX
The number of shares outstanding of the issuer's common stock ($0.01 par value),
as of October 23, 1996 was 13,649,256.
BRIA COMMUNICATIONS CORPORATION
FORMERLY KNOWN AS METALLURGICAL INDUSTRIES INC.
CONDENSED BALANCE SHEETS
Unaudited
June 30 December 31
1996 1995
----------- ---------
ASSETS
CURRENT ASSETS:
Cash ............................................ $ 180 $ 82,398
Accounts receivable - related party ............. 4,000 239
Inventory ....................................... -- --
-------- --------
TOTAL CURRENT ASSETS ..................... 4,180 82,637
-------- --------
PROPERTY AND EQUIPMENT, at cost:
Machinery and equipment ......................... -- --
Leasehold improvements and other equipment ...... -- --
-------- --------
Total Property and Equipment ................ -- --
Less accumulated depreciation ................... -- --
-------- --------
NET PROPERTY AND EQUIPMENT ................. -- --
-------- --------
OTHER ASSETS
Investments ..................................... 404,445 344,445
TOTAL OTHER ASSETS .................... 404,445 344,445
-------- --------
$408,625 $427,082
======== ========
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES
Notes payable - officers and directors ........ $ 63,465 $ 63,465
Accounts payable .............................. 727,702 757,202
Other current liabilities ..................... 175,878 135,506
----------- ----------
TOTAL CURRENT LIABILITIES ...... 967,045 956,173
----------- ----------
LONG-TERM DEBT - NET OF CURRENT PORTION
Long-term capital leases ...................... -- --
----------- ----------
STOCKHOLDERS' DEFICIT:
Common stock:
Class A, $.001 par value, shares issued and
outstanding, 8,107,831 and 6,798,186 .... $ 8,108 $ 6,798
Class B, $.001 par value, shares issued and
outstanding, 213,440 (convertible into
Class A shares) ........................ 213 213
Capital in excess of par value ................ 7,339,506 7,054,544
Accumulated deficit ........................... (7,729,499) (7,417,180)
Media Credits ................................. (176,748) (173,466)
----------- -----------
TOTAL STOCKHOLDERS' DEFICIT ........ (558,420) (529,091)
----------- -----------
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT ....... $ 408,625 $ 427,082
=========== ==========
See accompanying notes to unaudited condensed financial statements.
F-1
SIGNATURES
In accordance with Section 13 or 15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized, this 22nd day of November 1996.
BRIA Communications
/s/ Richard Lifschutz
---------------------
Richard Lifschutz
In accordance with the Exchange Act, this report has been signed below by
the following persons on behalf of the registrant and in the capacities and on
the dates indicated.
Signature Title Date
/s/ Richard Lifschutz
- ---------------------- President and Director November 22, 1996
Richard Lifschutz
/s/ Isaac Lifschutz
- -------------------------- Treasurer, Secretary and Director November 22, 1996
Isaac Lifschutz
INDEX TO EXHIBITS
EXHIBIT PAGE DESCRIPTION
NUMBER NUMBER
3(a) * Certificate of Incorporation of the
Company. (Incorporated herein by reference
from exhibit of like number filed with the
Company's Form 10- KSB for the year ended
December 31, 1988.)
3(b) * Bylaws of the Company, (Incorporated
herein by reference from exhibit of like
number filed with the Company's Form
10-KSB for the year ended December 31,
1988.)
10 (i)(a) ** Rescission of Stock Exchange Agreement and
Release of All Claims entered by and
between the Company , AltaChem Group
Ireland, Aster De Schrijver and James
Tilton, dated May 8, 1996.
10(i)(b) ** Stock Exchange Agreement dated September
20, 1996 between the Company and TAC, Inc.
("TAC") by which the Company issued one
million (1,000,000) shares of common
stock, restricted pursuant to Rule 144 to
TAC in exchange for acquiring 200,000
shares of TAC restricted common stock.
(Incorporated by reference from exhibit
filed in the Company's 10-QSB/A for the
period ended March 31, 1996)
10(i)(c) ** Stock Exchange Agreement dated September
30, 1996 between the Company and TAC, Inc.
("TAC") by which the Company issued one
million five hundred (1,500,000) shares of
common stock, restricted pursuant to Rule
144 to TAC in exchange for acquiring
300,000 shares of TAC restricted common
stock. (Incorporated by reference from the
exhibits filed in the Company's 10-QSB/A
for the period ended June 30, 1996.)