U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-QSB/A (Amendment No. 1) (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1997 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from ____________ to ____________ Commission File Number 0-14819 RENT-A-WRECK OF AMERICA, INC. (Exact name - ---------------------------------------------------------------------- of small business issuer as specified in its Charter) Delaware 95-3926056 - ------------------------ -------------------- (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) 11460 Cronridge Drive, Suite 120, Owings Mills, MD 21117 - -------------------------------------------------- ----- (Address of Principal Executive Offices) (Zip Code) Issuer's telephone number: (410) 581-5755 - -------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Check whether the issuer (1) has 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 [ ] APPLICABLE ONLY TO CORPORATE ISSUERS State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 4,283,517 shares as of July 22, 1997. Transitional Small Business Disclosure Format (Check One): Yes [ ] No [X] The Company is filing this amendment to its Quarterly Report on Form 10QSB for the period ended June 30, 1997 to replace "Part II-Item 2" as follows: PART II-OTHER INFORMATION ITEM 2. CHANGES IN SECURITIES - ------------------------------ The Company issued 6,875 shares of its common stock on June 4, 1997 pursuant to section 3(a)(9) of the Securities Act of 1933, as amended. The shares were issued to a holder of the Company's preferred shares who converted his preferred shares into common shares on a one-for-one basis. On April 22, 1997 the Company issued 10,000 shares of its common stock as part of a private placement transaction pursuant to Section 4(2) of the Securities Act of 1933 as amended. These shares were issued to Insurance Rentals, Inc. to satisfy the earn-out provision of the asset purchase agreement dated as of December 3, 1996 between the Company, Baltimore Car and Truck Rental, Inc., Insurance Rentals, Inc., and Mark Eisenberg. See "Part II - Item 2" of the Company's Quarterly Report on Form 10QSB for the period ended December 31, 1996. Signatures In accordance with the requirements of the Exchange Act, the registrant caused this amended report to be signed on its behalf by the undersigned, thereunto duly authorized. Rent-A-Wreck of America, Inc. ----------------------------- (Registrant) By: Date: /s/Mitra Khosravi November 12, 1997 - --------------------------- --------------------------- Mitra Khosravi Chief Accounting Officer /s/Kenneth L. Blum, Sr. November 12, 1997 - --------------------------- --------------------------- Kenneth L. Blum, Sr. CEO and Chairman of the Board