SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10Q/A [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 1995 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________ to ____________ Commission File Number 0-12459 Biosynergy, Inc. ----------------------------------------------------------------- (Exact name of registrant as specified in its charter) Illinois 36-2880990 ------------------------------- -------------------------------- (State or other jurisdiction of (I.R.S. Employer Identification incorporation or organization) Number) 1940 East Devon Avenue, Elk Grove Village, Illinois 60007 ----------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (708) 956-0471 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 ------- ------- Number of shares outstanding of common stock as of the close of the period covered by this report: 13,806,511 Page 1 of the 7 pages contained in the Sequential numbering system. PART II - OTHER INFORMATION --------------------------- Item 6. Exhibits and Reports on Form 8K. -------------------------------- (A) The following exhibits are filed as a part of this report: (3) Articles of Incorporation and By-laws (i) (10) Material Contracts (a) Deferred Compensation Option Agreement, dated January 31, 1990, between the Company and Fred K. Suzuki (ii) (b) Stock Option Agreement, dated August 1, 1993, between the Company and Fred K. Suzuki (iii) (c) Promissory Note dated March 2, 1993, in the amount of $12,100 payable to Fred K. Suzuki. (iii) (d) Promissory Note dated July 1, 1993, in the amount of $7,587.75 payable to Fred K. Suzuki. (iii) (15) Letter dated September 8, 1995, regarding interim financial information. (iv) (27) Financial Data Schedule, attached hereto as Exhibit 27. (B) No Current Reports on Form 8K were filed during the period covered by this Report. ---------------------- [FN] (i) Incorporated by reference to a Registration Statement filed on Form S-18 with the Securities and Exchange Commission, 1933 Act Registration Number 2-38015C, under the Securities Act of 1933, as amended, and Incorporated by reference, with regard to Amended By-Laws, to the Company's Annual Report on Form 10K for fiscal year ending April 30, 1986 filed with the Securities and Exchange Commission. (ii) Incorporated by reference to the Company's Annual Report on Form 10K for fiscal year ending April 30, 1990 filed with the Securities and Exchange Commission. (iii) Incorporated by reference to Form 10K for Fiscal Year ending April 30, 1994 filed with the Securities and Exchange Commission. (iv) This Exhibit is included in Form 10Q for the six month period ending October 31, 1995 as a part of the Financial Statements, and is incorporated by reference herein. 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. Biosynergy, Inc. Date _____________________ /s/ FRED K. SUZUKI /s/ ------------------------------- Fred K. Suzuki, President, Chairman of the Board, Chief Accounting Officer and Treasurer Date ______________________ /s/ LAUANE C. ADDIS /s/ ------------------------------- Lauane C. Addis, Secretary, Corporate Counsel and Director EXHIBIT INDEX ------------- Pursuant to Sequential Page Numbering Number Exhibit System --------- ------- ------------- 27 Financial Data Schedule E-1