SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-K/A
(Mark One)
_X_ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended June 30, 1998
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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 000-17259
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GC INTERNATIONAL, INC.
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(Exact name of registrant as specified in its charter)
California 94-2278595
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
156 Burns Avenue, Atherton, California 94027
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (650) 322-8449
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Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange on which
Title of each class registered
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None None
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Securities registered pursuant to Section 12(g) of the Act:
Common Stock, Without Par Value
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(Title of class)
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. [ X ]
[Cover page 1 of 2 pages]
The aggregate market value of voting stock held by non-affiliates of the
registrant at September 22, 1998 (2,524,983 shares), was approximately $903,943.
Since these are only a few trading the Company's Stock, this is based on an
estimate average of the bid and asked price of $.358/share during the quarter
ended 6/30/97.
Note. If a determination as to whether a particular person or entity is
an affiliate cannot be made without involving unreasonable effort and
expense, the aggregate market value of the common stock held by
non-affiliates may be calculated on the basis of assumptions reasonable
under the circumstances provided that the assumptions are set forth in
this form.
APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents
and reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
Yes...... No......
(APPLICABLE ONLY TO CORPORATE REGISTRANTS)
Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practicable date. The total shares
outstanding at September 22, 1996, are as follows:
Common Stock 5,548,401 shares
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DOCUMENTS INCORPORATED BY REFERENCE
NONE
[Cover page 2 of 2 pages]
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.
GC International, Inc.
(Registrant)
Date: January 7, 1999 By: /s/ F. Willard Griffith II
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F. Willard Griffith II
Chairman and CEO
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 and on the dates indicated.
Date: January 7, 1999 By: /s/ F. Willard Griffith II
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F. Willard Griffith II
Principal Executive Officer
and Principal Financial Officer
Date: January 7, 1999 By: /s/ Richard R. Carlson
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Richard R. Carlson
Director and President
Date: January 7, 1999 By: /s/ Carol Q. Griffith
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Carol Q. Griffith
Director
Date: January 7, 1999 By: /s/ Carol J. Carlson
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Carol J. Carlson
Director