SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB/A No. 1 (Mark One) [x] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1996 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to ---------------------- ----------------------- Commission file number: 1-13636 Mendocino Brewing Company, Inc. (Name of small business issuer in its charter) California 68-0318293 (State or other jurisdiction of (I.R.S. Employee Identification No.) incorporation or organization) 13351 South Highway 101, Hopland, CA 95449 (Address of principal executive offices) (Zip code) Issuer's telephone number: (707) 744-1015 Securities registered under Section 12(b) of the Act: Title of each class Name of each exchange on which registered Common Stock, no par value The Pacific Stock Exchange Securities registered under Section 12(g) of the Act: Not applicable (Title of class) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 of the issuer's common stock outstanding as of June 30, 1996 is 2,322,222. PART II Item 6. Exhibits and Reports on Form 8-K. Exhibit Number Description of Document - ----------- ----------------------- 3.1 Restated Articles of Incorporation, as amended, of the Company (Incorporated by reference from the Company's Registration Statement dated June 15, 1994, as amended, previously filed with the Commission, Registration No. 33-78390-LA.) 3.2 Bylaws of the Company (Incorporated by referenced from the Company's Report on Form 10-KSB for the annual period ended December 31, 1994 previously filed with the Commission.) 4.1 Articles 5 and 6 of the Restated Articles of Incorporation, as amended, of the Company (Reference is made to Exhibit 3.1) 4.2 Article 10 of the Restated Articles of Incorporation, as amended, of the Company (Reference is made to Exhibit 3.2) 19.1* Construction agreement with BDM Construction Company, Inc. 19.2* $60,000 Note payable to BDM Construction Company, Inc. 19.3* Agreement to modify note and deed of trust dated June 6, 1995 with Langley, et al. 19.4* Agreement to modify note dated June 6, 1995 with Langley, et al. 19.5* Amendment to installment note payable to Langley, et al. 19.6* Manufacturing Business Expansion and Relocation Agreement with the City of Ukiah 1 19.7* Manufacturing Business Expansion and Relocation Agreement with the Ukiah Redevelopment Agency 19.8* Consulting Agreement with Daniel R. Moldenhauer 19.9* Commitment Letter from the Savings Bank of Mendocino County 19.10 Business Loan Agreement with WestAmerica Bank 27* Financial Data Schedule *(Incorporated by reference from the Company's Report on Form 10-QSB for the quarterly period ended June 30, 1996 previously filed with the Commission.) No reports on Form 8-K were filed during the quarter for which this report is filed. SIGNATURE In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereto duly authorized. Mendocino Brewing Company, Inc. (Registrant) Date September 13, 1996 /s/ H. Michael Laybourn ---------------------------- ----------------------------------------- H. Michael Laybourn, President Date September 13, 1996 /s/ Norman H. Franks ---------------------------- ----------------------------------------- Norman H. Franks, Chief Financial Officer 2