SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
( X ) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended MAY 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 1-8654
Unitel Video, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 23-1713238
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
515 West 57th Street - New York, New York 10019
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(Address of principal executive offices)
(212) 265-3600
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(Registrant's telephone number, including area code)
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
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 twelve months and (2) has been subject to such requirements
for the past 90 days.
Yes / X / No / /
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
2,625,165 Common shares outstanding as of July 17, 1995
(Number of shares) (Date)
UNITEL VIDEO, INC.
FORM 10-Q
QUARTER ENDED MAY 31, 1995
Page
INDEX Number
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets
May 31, 1995 (Unaudited) and
August 31, 1994 3-4
Consolidated Statements of Operations
May 31, 1995 (Unaudited) and
May 31, 1994 (Unaudited) 5
Consolidated Statements of Cash Flows
May 31, 1995 (Unaudited)
and May 31, 1994 (Unaudited) 6-7
Notes to Consolidated Financial
Statements (Unaudited) 8-9
Item 2. Management's Discussion and Analysis
of Financial Condition and Results of
Operations 10-11
Part II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 12
2
UNITEL VIDEO, INC.
FORM 10-Q
QUARTER ENDED MAY 31, 1995
Part 1. FINANCIAL INFORMATION
ITEM 1. Financial Statements
CONDENSED CONSOLIDATED BALANCE SHEETS
May 31, 1995 August 31, 1994
------------ ---------------
(Unaudited) (Note)
ASSETS
Current Assets:
Cash $ 1,073,000 $ 1,293,000
Accounts receivable,
less allowance for
doubtful accounts of $ 866,000
and $690,000 13,328,000 10,772,000
Other receivables 352,000 382,000
Prepaid income taxes 323,000 81,000
Prepaid expenses 957,000 1,553,000
------------ ------------
Total current assets 16,033,000 14,081,000
Property and equipment - at cost
Land, buildings
and improvements 23,587,000 22,787,000
Video equipment 98,101,000 92,301,000
Automobiles 50,000 50,000
Furniture and fixtures 3,740,000 3,362,000
------------ ------------
125,478,000 118,500,000
Less accumulated depreciation 69,566,000 63,075,000
------------ ------------
55,912,000 55,425,000
Goodwill 3,834,000 1,839,000
Other assets 1,079,000 1,168,000
------------ ------------
$ 76,858,000 $ 72,513,000
------------ ------------
------------ ------------
Note: The balance sheet at August 31, 1994 has been taken from the audited
consolidated financial statements at that date.
See notes to consolidated financial statements.
3
UNITEL VIDEO, INC.
FORM 10-Q
CONSOLIDATED BALANCE SHEETS
(Continued)
May 31, 1995 August 31, 1994
------------ ---------------
(Unaudited) (Note)
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 4,824,000 $ 6,504,000
Accrued expenses 1,817,000 1,061,000
Payroll and related taxes 3,269,000 2,982,000
Current maturities of long-term debt 14,653,000 12,153,000
Current maturities of ESOP loan 181,000 168,000
------------ ------------
Total current liabilities 24,744,000 22,868,000
Deferred rent 867,000 987,000
Deferred gain on sale of building -- 117,000
Long-term debt, less current maturities 17,928,000 15,891,000
Subordinated debt 3,250,000 2,500,000
ESOP loan, less current maturities 200,000 338,000
Accrued retirement 1,098,000 969,000
Deferred income taxes 67,000 15,000
Stockholders' equity:
Common stock, par value
$.01 per share
Authorized 5,000,000 shares
Issued 3,491,545 and 3,482,754 shares
respectively, and outstanding 2,625,165
and 2,616,465 shares respectively 26,000 26,000
Additional paid-in capital 27,412,000 27,386,000
Retained earnings 9,770,000 10,079,000
Common stock held in treasury,
at cost (866,289 shares) (7,974,000) (7,974,000)
------------ ------------
29,234,000 29,517,000
Unearned employee benefit expense (530,000) (689,000)
Total stockholders' equity 28,704,000 28,828,000
------------ ------------
$ 76,858,000 $ 72,513,000
------------ ------------
------------ ------------
Note: The balance sheet at August 31, 1994 has been taken from the audited
consolidated financial statements at that date.
See notes to consolidated financial statements.
4
UNITEL VIDEO, INC.
FORM 10-Q
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended May 31, Nine Months Ended May 31,
-------------------------- -------------------------
1995 1994 1995 1994
---- ---- ---- ----
Sales $20,831,000 $20,486,000 $62,645,000 $60,849,000
Cost of sales:
Production costs 14,797,000 14,096,000 43,829,000 41,280,000
Depreciation 2,689,000 2,373,000 7,363,000 7,328,000
---------- ---------- ---------- ----------
17,486,000 16,469,000 51,192,000 48,608,000
---------- ---------- ---------- ----------
Gross profit 3,345,000 4,017,000 11,453,000 12,241,000
Operating expenses:
Selling 711,000 722,000 2,196,000 2,137,000
General and administrative 2,490,000 2,308,000 6,747,000 7,382,000
Interest 974,000 619,000 2,431,000 1,819,000
Restructuring charge (Note 7) 400,000 400,000 400,000 -- .
---------- ---------- ---------- ----------
4,575,000 3,649,000 11,774,000 11,338,000
---------- ---------- ---------- ----------
Earnings (loss) from operations (1,230,000) 368,000 (321,000) 903,000
Other income -- -- 14,000 -- .
---------- ---------- ---------- ----------
Earnings (loss) before
income taxes (1,230,000) 368,000 (307,000) 903,000
Income taxes (432,000) 138,000 2,000 389,000
---------- ---------- ---------- ----------
Net earnings $ (798,000) $ 230,000 $ (309,000) $ 514,000
---------- ---------- ---------- ----------
---------- ---------- ---------- ----------
Net earnings (loss) per common
share $ (.31) $ 0.09 $ (.12) $ 0.20
---------- ---------- ---------- ----------
---------- ---------- ---------- ----------
Weighted average of common and
common equivalent shares
outstanding 2,591,000 2,613,000 2,579,000 2,615,000
---------- ---------- ---------- ----------
---------- ---------- ---------- ----------
See notes to consolidated financial statements.
5
UNITEL VIDEO, INC.
FORM 10-Q
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Nine Months Ended
-----------------
May 31, 1995 May 31, 1994
------------ ------------
Cash Flows From Operating Activities:
Net income (loss) $ (309,000) $ 514,000
Adjustments to reconcile
net income to net cash
provided by operating
activities:
Depreciation and amortization 7,655,000 7,533,000
Net gain on disposal of assets (292,000) (205,000)
Accretion of subordinated debt -- 317,000
Recognition of deferred gain (117,000) (150,000)
Amortization of deferred financing costs 297,000 401,000
Deferred financing costs -- (69,000)
Payments made on accrued acquisition
costs -- (67,000)
Deferred rent (121,000) 53,000
Accrued retirement expense 129,000 154,000
Deferred income taxes 52,000 15,000
Decrease (Increase) in:
Accounts receivable (2,732,000) (1,471,000)
Allowance for doubtful accounts 176,000 20,000
Other receivables 30,000 (176,000)
Prepaid expenses 596,000 (200,000)
Prepaid taxes (242,000) 156,000
Other assets (277,000) (31,000)
Deferred tax asset -- 125,000
Increase (Decrease) in:
Accounts payable (1,679,000) (1,519,000)
Accrued expenses 757,000 347,000
Payroll and related taxes 287,000 869,000
---------- ----------
Total adjustments 4,519,000 6,102,000
---------- ----------
Net cash provided by operating
activities 4,210,000 6,616,000
Cash Flows From Investing
Activities:
Capital expenditures (3,340,000) (10,866,000)
Acquisition of GC & Co. assets (1,300,000) --
Proceeds from disposal of assets 314,000 205,000
Profit distribution from affiliate -- (5,000)
---------- ----------
Net cash used in
investing activities (4,326,000) (10,666,000)
(Continued)
6
UNITEL VIDEO, INC.
FORM 10-Q
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Continued)
Nine Months Ended
-----------------
May 31, 1995 May 31, 1994
------------ ------------
Cash Flows From Financing Activities:
Proceeds from long-term financing $ 3,497,000 $ 6,780,000
Proceeds from issuance of common stock 52,000 117,000
Repayment of loan to ESOP 8,000 10,000
Repayment of note to Banta (500,000)
Principal repayments (3,161,000) (3,028,000)
----------- -----------
Net cash provided (used) by
financing activities (104,000) 3,879,000
----------- -----------
Net Decrease in Cash (220,000) (171,000)
Cash Beginning of Year 1,293,000 1,008,000
----------- -----------
Cash End of Nine Months $ 1,073,000 $ 837,000
----------- -----------
----------- -----------
Schedule of income taxes and
interest paid:
Income Taxes Paid $ 157,000 $ 116,000
Interest Paid 2,417,000 1,055,000
----------- -----------
$ 2,574,000 $ 1,171,000
----------- -----------
----------- -----------
Supplemental schedule of non cash investing and financing activities:
Detail of acquisition of GC & Co.:
Fair value of assets acquired $ 6,750,000
Subordinated note to seller (750,000)
Capital lease obligation (4,700,000)
-----------
Net cash paid for acquisition $ 1,300,000
-----------
-----------
See notes to consolidated financial statements.
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UNITEL VIDEO, INC.
FORM 10-Q
NINE MONTHS ENDED MAY 31, 1995
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. CONSOLIDATED FINANCIAL STATEMENTS
The condensed consolidated balance sheet as of May 31, 1995, the consolidated
statements of operations for the nine months and quarters ended May 31, 1995 and
1994, and the consolidated statements of cash flows for the nine months then
ended have been prepared by the Company without audit. In the opinion of
management, all adjustments (which include only normal recurring adjustments)
necessary to present fairly the financial position, results of operations, and
cash flows at May 31, 1995 and for all periods presented have been made.
Certain information and footnote disclosure normally included in the financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted. It is suggested that these condensed
consolidated financial statements be read in conjunction with the financial
statements and notes thereto in the Company's August 31, 1994 Form 10-K filed
with the Securities and Exchange Commission. The results of operations for the
nine months ended May 31, 1995 are not necessarily indicative of the operating
results for the full year.
2. STOCKHOLDERS' EQUITY
During the nine months ended May 31, 1995, stockholders' equity decreased due
to:
Net loss $(309,000)
Reduction in unearned employee benefit expense 159,000
Reduction in additional paid in capital resulting
from the allocation of ESOP shares (26,000)
Purchase of stock under the Unitel Video Inc. Employee
Stock Purchase Plan 20,000
Exercise of stock options 32,000
---------
Total reduction in stockholders' equity $(124,000)
---------
---------
3. RECLASSIFICATION
Gain on disposal of fixed assets and amortization of goodwill were reclassified
for fiscal 1994 to conform with the current year presentation.
4. PER SHARE DATA
Per share data for the quarter and nine months ended May 31, 1995 and 1994 is
based on the weighted average number of common shares outstanding. In the
quarter and nine months ended May 31, 1995, unreleased Employee Stock Ownership
Plan shares are not considered outstanding for earnings per share calculations.
(See Note 5).
5. 401(K) EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN
The Company sponsors a 401(k) savings and stock ownership plan (the "Plan")
which requires the Company to match employee contributions to the 401(k) portion
of the Plan in shares of the Company's Common Stock up to the maximum amount set
forth in the Plan. Effective September 1, 1994, the Company has adopted the
provisions of Statement of Position 93-6, "Employer's Accounting for Employee
Stock Ownership Plans" ("SOP 93-6").
8
In 1987, to purchase 115,849 shares of the Company's stock, the Plan obtained
financing from a bank amounting to $1,250,000. In 1991 the Plan purchased
25,810 shares of the Company's stock financed by a $229,193 loan from the
Company. The Plan is funded by the Company as required to provide the Plan with
the funds necessary to meet its debt service requirements. The loan obligations
of the Plan are considered unearned employee benefit expense and are recorded as
a separate reduction of the Company's shareholders' equity. The bank financing
is guaranteed by the Company.
The Plan's shares are released and allocated to participant accounts based upon
Company contributions and certain payments made to reduce the Plan debt. The
Company reports compensation expense based on the dollar value of the 401(k)
match expense.
The Plan's compensation expense was $131,715 and $43,905 for the nine months and
quarter ended May 31, 1995, respectively. A summary of the Plan's shares as of
May 31, 1995 is as follows:
Allocated shares 87,678
Shares released for allocation 6,090
Unreleased shares 39,960
------
133,728
-------
-------
Fair value of unreleased shares
at May 31, 1995 $255,000
--------
Prior to adoption of SOP 93-6, the unreleased shares were considered outstanding
for the earnings per share computation. Accordingly, for the nine months ended
May 31, 1995, 39,960 shares were no longer considered outstanding. The effect
of adopting SOP 93-6 was not material on the net loss, and resulted in a
decrease of approximately 1% on the net loss per share for the nine months and
quarter ended May 31, 1995.
6. GC & CO. ACQUISITION
On February 24, 1995, the Company purchased the business and assets of GC & Co.
for a purchase price of $6,750,000 consisting of $6,000,000 in cash and $750,000
of convertible subordinated promissory notes. The notes bear interest at the
rate of 1% over prime and the entire principal balance is due in August of 1997.
The notes are subordinated to all debt of the Company owing to the Company's
primary bank lenders, and are convertible into the Company's common stock, based
on the principal of the notes, at a rate of $10.00 per share. The cash portion
of the purchase price was financed by a $4,700,000 five year capital lease with
a fixed rate of interest of 8.2%, payable in sixty equal monthly payments of
principal and interest of $82,000 and a balloon payment at the end of the lease
period of $940,000. Additionally, the Company obtained a $1,800,000 loan with a
fixed interest rate of 9.3% payable in sixty equal monthly payments of principal
and interest of $33,000 and a balloon payment at the end of the five year period
of $360,000. The $500,000 available to the Company from these two financings
after the payment of the cash portion of the GC & Co. acquisition price was used
to repay a $500,000 note payable to Banta Corporation from the purchase of the
Editel Los Angeles building. The purchase price includes goodwill of $2,000,000
which will be amortized over a 15 year period.
7. RESTRUCTURING CHARGE
In May of 1995, the Company adopted a plan to downsize the operations of its
Editel Chicago division and reorganize and reduce its corporate management which
resulted in recording a restructuring charge of $400,000 for severance and early
retirement payments. On June 15, 1995, 14 employees of the Editel Chicago
division were terminated. In May of 1995 the restructuring liability was
reduced by approximately $11,000 as a result of retirement payments made during
the month. As of May 31, 1995 the balance of the restructuring liability was
approximately $389,000 and is included in accrued payroll.
9
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
LIQUIDITY AND CAPITAL RESOURCES
Capital expenditures were $ 992,000 and $3,340,000 during the quarter and nine
months ended May 31, 1995, (exclusive of the acquisition of GC & Co. described
below) and $2,356,000 and $10,866,000 for the quarter and nine months ended May
31, 1994. During the first nine months of fiscal year 1995 capital expenditures
were made primarily for the modernization of the Company's Editel-Los Angeles
building and film to tape facilities. Equipment used in post production and
graphics was also purchased for use throughout the Company.
Net cash provided by operating activities during the nine months ended May 31,
1995 was $4,210,000 and during the nine months ended May 31, 1994 was
$6,616,000. Net cash provided by operating activities for the nine months ended
May 31, 1995 was offset by $4,326,000 of cash used in investing activities,
which consisted primarily of capital expenditures and the acquisition of the
assets of GC & Co. and was further reduced by net cash used in financing
activities of $ 104,000, resulting in a net decrease in cash available of
$ 220,000.
In May 1992, the Company entered into a revolving credit and term loan agreement
with its two primary bank lenders. The facility includes a term loan portion
that is payable in equal monthly payments of $250,000 through October 1998, and
a $10,000,000 revolving credit portion which was due in full in May 1995. The
lenders have extended the maturity of the revolving credit portion to August 31,
1995. The Company is currently in the process of refinancing both the term and
revolving portions of the bank facility with another lender and expects to close
on this transaction in August 1995. The revolving credit portion of the long-
term debt is included in current liabilities.
In February 1995, the Company purchased the business and assets of GC & Co.
(formerly known as Greene, Crowe & Company), a Burbank, California based
supplier of "on-location" services for the videotaping and live telecasting of
concerts, cultural and other events, including the "Academy Awards", the "Grammy
Awards" and "The American Music Awards". The purchase price was $6,750,000,
consisting of $6,000,000 in cash and $750,000 of convertible subordinated
promissory notes. The notes bear interest at 1% over prime and are due in full
in August 1997 and are also convertible into the Company's common stock at
$10.00 per share. The cash portion of the purchase price was financed by a
$4,700,000 five year capital lease with a fixed rate of interest of 8.2%,
payable in sixty equal monthly payments of principal and interest of $82,000 and
a balloon payment at the end of the lease period of $940,000. Additionally, the
Company obtained a $1,800,000 loan with a fixed interest rate of 9.3% payable in
sixty equal monthly payments of principal and interest of $33,000 and a balloon
payment at the end of the five year period of $360,000. The $500,000 available
to the Company from these two financings after the payment of the cash portion
of the GC & Co. acquisition price was used to repay a $500,000 note payable to
Banta Corporation from the purchase of the Editel Los Angeles building.
On April 7, 1995 the Company announced that it terminated negotiations with
Modern Videofilm, Inc., a Burbank, California provider of post-production
services, for the sale to Modern of the business and assets of the Unitel-
Hollywood division of the Company. The Company and Modern had previously
announced an agreement in principle for the sale of the Unitel-Hollywood
division for approximately $7,000,000 in cash, subject to the completion of
definitive documentation, the completion of financing arrangements by Modern,
and the satisfaction of certain other conditions. The Company terminated
negotiations when the parties were unable to agree on a number of matters that
the Company considered central to the successful completion of the proposed
transaction.
10
In May of 1995, the Company adopted a plan to downsize the operations of its
Editel Chicago division and reorganize and reduce its corporate management which
resulted in recording a restructuring charge of $400,000 which is comprised of
severance and early retirement expense. The Company anticipates annual cash
savings of approximately $1,000,000 in fiscal 1996 related to the downsizing.
In May of 1995 the restructuring liability was reduced by approximately $11,000
as a result of retirement payments made during the month.
RESULTS OF OPERATIONS
Sales were $20,831,000 and $20,486,000 for the quarters ended May 31, 1995 and
1994, respectively, representing an increase of 2%. The sales increase was due
primarily to greater revenues generated by the Company's studio production and
mobile facilities. Sales were $62,645,000, and $60,849,000 for the nine months
ended May 31, 1995 and May 31, 1994, respectively.
The Company's net loss for the quarter ended May 31, 1995 was $798,000, compared
to net income of $230,000 for the comparable quarter of fiscal year 1994. The
loss of $798,000 for the third quarter of fiscal 1995 is due primarily to poor
operating results of the Editel Chicago division and a related $400,000
restructuring charge, for the downsizing of this division. Additionally,
expenses incurred related to the terminated sale of Unitel Hollywood and the GC
& Co. acquisition affected third quarter results. The Company's net loss was
$ 309,000 for the nine months ended May 31, 1995 compared to net income of
$514,000 for the nine months ended May 31, 1994.
Production costs, the main component of cost of sales, consist primarily of
direct labor, equipment maintenance expenses and occupancy costs. The Company's
production costs, as a percentage of sales, were 71% for the quarter ended May
31, 1995, as compared to 69% for the quarter ended May 31, 1994 and were 70% and
68% for the first nine months of fiscal years 1995 and 1994, respectively. The
increase in production costs for the quarter and nine months ended May 31, 1995
as compared with the same period in the prior year, is due primarily to a
significant increase in studio and mobile production revenues which incur
variable expense at a higher rate than the Company's other services.
Depreciation, as a percentage of sales, was 13% and 12% for the quarters ended
May 31, 1995 and May 31, 1994, respectively, and 12% for the first nine months
of both of the 1995 and 1994 fiscal years. The increase in the quarter ended
May 31, 1995 compared to the same period in the prior year was a result of an
increase in depreciation due to the GC & Co. acquisition. Also, depreciation
expense was offset by gain on disposals in the third quarter of fiscal 1995 of
$18,000 as compared to a gain of $124,000 in the same period in fiscal 1994.
Additionally, certain assets of the Company's Mobile and Windsor divisions
became fully depreciated in the fourth quarter of 1994.
Selling expenses for the quarters ended May 31, 1995 and May 31, 1994 were 3.4%
and 3.5% of sales, respectively, and 3.5% for both of the nine months ended May
31, 1995 and May 31, 1994. Selling expense as a percentage of sales for the
nine months ended May 31, 1995 have remained relatively flat when compared to
the prior year due to a reduction in advertising spending.
General and administrative expenses, as a percentage of sales, for the quarters
ended May 31, 1995 and May 31, 1994 were 12% and 11% respectively, and 11% and
12% for the nine months ended May 31, 1995 and May 31, 1994, respectively.
General and administrative expenses as a percentage of sales increased 1% for
the quarter ended May 31, 1995 when compared with the same period in the prior
fiscal year due to expenses related to the acquisition of GC & Co. in February
of 1995. The decrease for the nine months ended May 31, 1995 compared to the
same period in fiscal 1994 is due primarily to an ongoing company wide effort to
reduce administrative costs.
Interest expense, as a percentage of sales, for the quarters ended May 31, 1995
and May 31, 1994 was 5% and 3%, respectively, and 4% and 3% for the nine months
ended May 31, 1995 and May 31, 1994. The increase in the quarter and nine
months ended May 31, 1995 as compared to the same period in fiscal 1994 was due
to additional interest expense incurred relating to the mortgage financings for
the Editel-Los Angeles building purchased by the Company in June 1994 and
financing obtained for the acquisition of GC & Co. in February 1995.
Additionally, interest rates were significantly higher in the first nine months
of fiscal 1995 as compared to the same period in the prior year resulting in
higher interest payments on the floating rate portion of the Company's debt.
11
The Company's effective tax rate was 47% and 43% for the first nine months of
fiscal 1995 and 1994. The effective tax rate exceeded the federal statutory
rate of 34% due to state and local taxes.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits required to be filed by Item 601 of Regulation S-K.
1. Exhibit 2. Asset Purchase Agreement between Unitel
Video, Inc. and Jee See & Co., Inc. dated as of February 24, 1995 (incorporated
by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K filed
March 8, 1995 (File No. 1-8654).
2. Exhibit 3 (ii). By-laws. By-laws as amended by the
Board of Directors of the Company on May 8, 1995.
3. Exhibit 27. Financial Data Schedule.
(b) Reports on Form 8-K.
The Company filed a Current Report on Form 8-K/A on May 8, 1995 to amend the
Current Report on Form 8-K dated February 24, 1995 and filed by the Company on
March 8, 1995 (File No. 1-8654).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this amendment to be signed on its behalf by the
undersigned thereunto duly authorized.
UNITEL VIDEO, INC.
By: /s/ David Micciulla
-----------------------------
David Micciulla
President and Chief Executive Officer
By: /s/ Barry Knepper
-----------------------------
Barry Knepper
Senior Vice President-Finance and
Treasurer
Dated: July 17, 1995
12