SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Date of Report (Date of earliest event reported): July 16, 1996 COSMETIC GROUP U.S.A., INC. (Exact name of registrant as specified in charter) CALIFORNIA 0-19227 95-4040591 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 11312 Penrose Street, Sun Valley, California 91352 (Address of principal executive offices) (Zip Code) (818) 767-2889 (Registrant's telephone number, including area code) Not applicable (Former name or former address, if changed since last report) Item 5. Other Events. In connection with a 1992-1993 private placement, the Registrant issued warrants to purchase 189,061 shares of Common Stock, at an original exercise price of $7.50 per share, and with an expiration date of August 29, 1995 (the "1993 Warrants"). Prior to August 1995, the Board of Directors of the Registrant reduced the exercise price to $3.00 per share and extended the expiration date to August 29, 1996. On July 16, 1996, the Board of Directors of the Registrant approved the extension of the expiration date for the Registrant's 1993 Warrants to August 29, 1997. As of this date, none of the 1993 Warrants have been exercised. 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 hereunto duly authorized. Cosmetic Group U.S.A., Inc. /s/ Jennifer J. Eggers --------------------------- Jennifer J. Eggers Chief Financial Officer Date: August 5, 1996.