1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 1995 Commission File Number-I7828 GELMAN SCIENCES INC. ----------------------------------------------------- (Exact name of registrant as specified in its charter) Michigan 38-1614806 - ----------------------------------- ------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 600 South Wagner Road Ann Arbor, Michigan 48103-9019 - ---------------------------------------- -------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (313) 665-0651 Securities Registered Pursuant to Section 12(b) of the Act: Name of each exchange on Title of each class which registered - --------------------------------------- ------------------------- Common Stock, Par Value $.10 Per Share American Stock Exchange Securities Registered Pursuant to Section 12(g) of the Act: None Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities 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 by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ________ The aggregate market value of the registrant's voting stock (Common Stock, $.10 Par Value) held by nonaffiliates of the registrant as of October 24, 1995 was $147,116,304. The number of outstanding shares of the registrant's Common Stock, as of October 24, 1995 was 7,821,762 shares, $.10 Par Value. DOCUMENTS INCORPORATED BY REFERENCE None Exhibit Index at Page 4. 2 Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K. (a)(3) Exhibits (10) Material Contracts (21) Employment Agreement dated August 1, 1995, between the Company and Kim A. Davis. (22) Employment Agreement dated August 1, 1995, between the Company and Charles Gelman. 3 SIGNATURES Pursuant to the requirements of Section 13 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. By: /s/Kim A. Davis ---------------------------------- GELMAN SCIENCES INC. Kim A. Davis, President and Chief Operating Officer and Director Dated: August 5, 1996 Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on August 5, 1996. /s/Kim A. Davis ------------------------------------- President and Chief Operating Officer and Director GELMAN SCIENCES INC. FORM 10-K/A INDEX TO EXHIBITS Page (10) Material Contracts (21) Employment Agreement dated August 1, 1995, between the Company and Kim A. Davis. (22) Employment Agreement dated August 1, 1995, between the Company and Charles Gelman.