SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 - K/A ------------------------- (MARK ONE) [x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Fee Required) For the Fiscal Year Ended: February 29, 1996 [x] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 (No Fee Required) Commission File No. 0-2733 Aztec Manufacturing Co. (Exact name of registrant as specified in its charter) Texas 75-0948250 (State of incorporation or organization) (I.R.S. Employer Identification No.) 400 N. Tarrant St., Crowley, TX 76036 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (817) 297-4361 Securities registered pursuant to section 12(b) of the act: NONE Securities registered pursuant to section 12(g) of the act: TITLE OF EACH CLASS ------------------- COMMON STOCK, $1.00 PAR VALUE 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 be 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 --- The aggregate market value of Common Stock held by non-affiliates on May 2, 1996, was approximately $31,309,530. As of May 2, 1996, there were 5,569,042 shares of Aztec Manufacturing Co. Common Stock 1.00 par value outstanding. DOCUMENTS INCORPORATED BY REFERENCE Part I, Part II and Part IV incorporate certain information by reference from the Registrant's Annual Report to Shareholders for the year ended February 29, 1996. Part III incorporates information by reference from the Proxy Statement for the 1996 Annual Meeting of Shareholders of Registrant. Pursuant to the requirements of Section 13 or 15(d) 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. AZTEC MANUFACTURING CO. By: /s/ L.C. Martin ------------------------------------------ L.C. Martin, President Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on behalf of Registrant and in the capacities and on the dates indicated. By: /s/ L.C. Martin By: /s/ Dana Perry - -------------------------------- -------------------------------- L.C. Martin, Principal Executive Principal Accounting Officer, Officer and Director Principal Financial Officer, and Director By: /s/ Robert H. Johnson By: /s/ Sam Rosen - -------------------------------- -------------------------------- Robert H. Johnson, Director Sam Rosen, Director Dr. H. Kirk Downey* R.J. Schumacher* - -------------------------------- -------------------------------- Dr. H. Kirk Downey, Director R.J. Schumacher, Director Martin C. Bowen* John G. Richards* - -------------------------------- -------------------------------- Martin C. Bowen, Director John G. Richards, Director W.C. Walker* - -------------------------------- W.C. Walker, Director * /s/ L.C. Martin - -------------------------------- L.C. Martin, Attorney-in-Fact