SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A [x] Quarterly report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 FOR THE QUARTERLY PERIOD ENDED AUGUST 31, 1998 [ ] Transition report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934. Commission file number 0-15525 CAPITAL ASSOCIATES, INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) DELAWARE 84-1055327 (State or other jurisdiction of (IRS Employer Identification No.) incorporation or organization) 7175 WEST JEFFERSON AVENUE, LAKEWOOD, COLORADO 80235 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (303) 980-1000 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 ----- -----. The number of shares outstanding of the Registrant's $.008 par value common stock at October 2, 1998, was 5,125,444. 1 Item No. Exhibit Index - -------- ------------- 10.64 Amendment to the Business Financing Agreement and Agreement for Wholesale Financing dated July 15, 1991 between Capital Associates Technology Group, Inc. and Deutsche Financial Services Corporation. 10.65 Credit Agreement dated as of August 19, 1998 among CAI Lease Securitization-II Corp., as Borrower, Capital Associates International, Inc., as Servicer, Concord Minutemen Capital Company, LLC, as Senior Lender and Key Corporate Capital Inc., as Junior Lender, as Residual Lender and as Agent. 10.66 Lease Receivables Sale and Contribution Agreement dated as of August 19, 1998 between CAI Lease Securitization-II Corp. as the Buyer and Capital Associates International, Inc. as the Originator. 10.67 Custody Agreement between CAI Lease Securitization-II Corp. as Borrower, Capital Associates International, Inc. as the Originator, Key Corporate Capital Inc. as Agent and Bankers Trust Company dated August 19, 1998 requesting Bankers Trust Company to act as Collateral Custodian and hold financial instruments on behalf of all parties. 10.68 International Swap Dealers Association, Inc. (ISDA) Master Agreement dated as of August 24, 1998 between KeyBank National Association and CAI Lease Securitization-II Corp. 10.69 Schedule to the ISDA Master Agreement dated as of August 19, 1998 between KeyBank National Association and CAI Lease Securitization-II Corp. 27 Financial Data Schedule 2 CAPITAL ASSOCIATES INC. AND SUBSIDIARIES SIGNATURE 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. CAPITAL ASSOCIATES, INC. Registrant Date: October 15, 1998 By: /s/Anthony M. DiPaolo --------------------- Anthony M. DiPaolo, Senior Vice-President and Chief Financial Officer 3