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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
---------------------
FORM 10-Q
---------------------
(MARK ONE)
[X] Quarterly report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the period ended: MARCH 31, 2001
OR
[ ] Transition report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Commission File Number: 33-90532
SPATIALIZER AUDIO LABORATORIES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 95-4484725
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
20700 VENTURA BOULEVARD, SUITE 140
WOODLAND HILLS, CALIFORNIA 91364-2357
(Address of principal executive offices)
TELEPHONE NUMBER: (818) 227-3370
(Registrant's telephone number, including area code)
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 [ ]
As of May 8, 2001, there were 47,401,939 shares of the Registrant's Common Stock
outstanding.
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PART I. FINANCIAL INFORMATION
ITEM I. FINANCIAL STATEMENTS
SPATIALIZER AUDIO LABORATORIES, INC.
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS
MARCH 31, DECEMBER 31,
2001 2000
------------ ------------
(unaudited)
Current Assets:
Cash and Cash Equivalents $ 1,432,634 $ 1,467,988
Accounts Receivable, net 449,116 506,558
Prepaid Expenses and Deposits 28,254 26,458
------------ ------------
Total Current Assets 1,910,004 2,001,004
Property and Equipment, net 92,887 108,061
Intangible Assets, net 303,585 302,789
Other Assets 42,372 45,170
------------ ------------
Total Assets $ 2,348,848 $ 2,457,024
============ ============
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Notes Payable $ - $ -
Notes Payable to Related Parties 337,742 337,742
Accounts Payable 40,205 51,782
Accrued Wages and Benefits 24,847 61,390
Accrued Expenses 99,861 99,595
Net Liabilities of Discontinued Operation 189,984 255,840
------------ ------------
Total Current Liabilities 692,639 806,349
Shareholders' Equity:
Series B, 10% Redeemable Convertible Preferred
shares, $.01 par value, 1,000,000 shares authorized,
87,967 and 102,967 shares issued and outstanding at
March 31, 2001 and December 31, 2000, respectively 880 1,030
Common shares, $.01 par value, 65,000,000 shares
authorized, 47,401,939 and 47,087,971 shares
issued and outstanding at March 31, 2001 and
December 31, 2000, respectively 471,194 470,880
Additional Paid-In Capital 46,404,728 46,404,892
Accumulated Deficit (45,220,593) (45,226,127)
------------ ------------
Total Shareholders' Equity 1,656,209 1,650,675
------------ ------------
$ 2,348,848 $ 2,457,024
============ ============
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SPATIALIZER AUDIO LABORATORIES, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
FOR THE THREE MONTH PERIOD ENDED
-------------------------------
MARCH 31, MARCH 31,
2001 2000
------------ ------------
Revenues:
License Revenues $ - $ -
Royalty Revenues 425,000 505,000
Product Revenues 1,081 650
------------ ------------
426,081 505,650
Cost of Revenues 27,500 32,477
------------ ------------
Gross Profit 398,581 473,173
Operating Expenses:
General and Administrative 150,897 72,188
Research and Development 137,322 113,194
Sales and Marketing 113,703 99,535
------------ ------------
401,922 284,917
------------ ------------
Operating Profit (3,341) 188,256
Interest and Other Income 17,857 13,670
Interest and Other Expense (8,481) (8,124)
------------ ------------
9,376 5,546
------------ ------------
Income Before Income Taxes 6,035 193,802
Income Taxes (500) (23,271)
------------ ------------
Net Income $ 5,535 $ 170,531
============ ============
Basic and Diluted Income Per Share $ 0.00 $ 0.00
============ ============
Weighted Average Shares
Outstanding 47,203,524 46,375,062
============ ============
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SPATIALIZER AUDIO LABORATORIES, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
(unaudited)
THREE MONTHS ENDED
MARCH 31,
-----------------------------
2001 2000
----------- -----------
Cash Flows from Operating Activities:
Net Income $ 5,534 $ 170,532
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
Depreciation and Amortization 21,870 20,929
Net Change in Assets and Liabilities:
Accounts Receivable and Employee Advances 57,442 238,902
Inventory - -
Prepaid Expenses and Deposits (1,796) 9,164
Accounts Payable (11,577) (98,527)
Changes in Discontinued Operation (65,856) (82,542)
Accrued Liabilities (33,479) (66,367)
----------- -----------
Net Cash Provided By (Used In) Operating Activities (27,862) 192,091
----------- -----------
Cash Flows from Investing Activities:
Purchase/Disp of Property and Equipment - 499
Increase in Capitalized Patent and Technology Costs (7,492) -
----------- -----------
Net Cash Provided By (Used in) Investing Activities (7,492) 499
----------- -----------
Cash flows from Financing Activities:
Issuance of Preferred Shares, Net - -
Issuance of Common Shares, Net - -
Exercise of Options - -
Exercise of Warrants - -
Issuance of Notes Payable - -
Issuance of Related Party Payable - -
Repayment of Notes Payable - -
----------- -----------
Net Cash Provided by Financing Activities - -
----------- -----------
Increase (Decrease) in Cash and Cash Equivalents (35,354) 192,590
Cash and Cash Equivalents, Beginning of Period 1,467,988 1,021,998
----------- -----------
Cash and Cash Equivalents, End of Period $ 1,432,634 $ 1,214,588
=========== ===========
Supplemental Disclosure of Cash Flow Information:
Cash paid during the period for:
Interest $ 2,811 $ 2,811
Income Taxes - 2,400
=========== ===========
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SPATIALIZER AUDIO LABORATORIES, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY
(unaudited)
SERIES B, 10% CONVERTIBLE
PREFERRED SHARES COMMON SHARES
------------------------ ---------------------- TOTAL
NUMBER OF NUMBER OF ADDITIONAL ACCUMULATED SHAREHOLDERS'
SHARES PAR VALUE SHARES PAR VALUE PAID-IN-CAPITAL DEFICIT EQUITY
-------- -------- ---------- -------- ----------- ------------- ----------
Balance, December 31, 2000 102,967 $ 1,030 47,087,971 $470,880 $46,404,892 $(45,226,127) $1,650,675
Issuance of Preferred
Shares, Net - - - - - - -
Options Exercised - - - - - - -
Warrants Exercised - - - - - - -
Options Issued for
Services - - - - - - -
Conversion of Preferred
Shares, Net (15,000) (150) 313,968 314 (164) - -
Net Income - - - - - 5,534 5,534
-------- -------- ---------- -------- ----------- ------------- ----------
Balance, March 31, 2001 87,967 $ 880 47,401,939 $471,194 $46,404,728 $(45,220,593) $1,656,209
-------- -------- ---------- -------- ----------- ------------- ----------
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SPATIALIZER AUDIO LABORATORIES, INC.
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(1) NATURE OF BUSINESS
Spatializer Audio Laboratories, Inc. and subsidiaries (the "Company", "our" and
"we") are in the business of developing and licensing technology.
Our wholly owned subsidiary Desper Products, Inc. ("DPI") is in the business of
developing proprietary advanced audio signal processing technologies and
products for consumer electronics, entertainment, and multimedia computing.
Our wholly owned subsidiary, MultiDisc Technologies, Inc. ("MDT") was in the
business of developing scaleable, modular compact disc ("CD") and digital
versatile disc ("DVD") server technologies associated with a network based CD/
DVD server for internet and intranet applications. Operations of MDT were
discontinued in the fourth quarter of 1998. Our efforts to sell these assets,
though continuing, have not been successful to date.
(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The interim consolidated financial statements of the Company are condensed and
do not include some of the information necessary to obtain a complete
understanding of the financial data. Management believes that all adjustments
necessary for a fair presentation of results have been included in the
unaudited consolidated Financial Statements for the interim periods presented.
Operating results for the three-month period ended March 31, 2001 are not
necessarily indicative of the results that may be expected for the year ended
December 31, 2001. Accordingly, your attention is directed to footnote
disclosures found in the December 31, 2000 Annual Report and particularly to
Note 2 which includes a summary of significant accounting policies.
Basis of Consolidation
The consolidated financial statements include the accounts of Spatializer Audio
Laboratories, Inc. and its wholly owned subsidiary, Desper Products, Inc.
MultiDisc Technologies, Inc. has been presented as a discontinued operation.
All significant intercompany balances and transactions have been eliminated in
consolidation.
Revenue Recognition
We accrue revenues based on licensee royalty reports, management estimates and
reports from third parties. While management endeavors to minimize the use of
estimates, any deviation from estimates utilized are adjusted in the subsequent
quarter. Royalty income reported is based on the shipment of product
incorporating the related technology by the original equipment manufacturer or
foundries.
Research and Development Expenditures
We expense research and development expenditures as incurred.
(3) LOSS PER SHARE
On December 31, 1997, the Company retroactively adopted the provisions of
Statement of Financial Accounting Standards No. 128, Earnings Per Share ("SFAS
128") which replaces the presentation of primary and fully diluted earnings
(loss) per share with a presentation of basic and diluted earnings (loss) per
share. Basic earnings (loss) per share is computed by dividing net income (loss)
available to common shareholders by the weighted average number of common shares
outstanding during the period. Diluted earnings (loss) per share reflects the
potential dilution that could occur if securities or other contracts to issue
common stock were exercised or converted into common stock or resulted in the
issuance of common stock that then shared in the earnings of the entity. Diluted
earnings (loss)
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per share is computed similarly to fully diluted earnings (loss) per share
pursuant to the Accounting Principles Board ("APB") Opinion No. 15. The
following table presents contingently issuable shares, options and warrants to
purchase shares of common stock that were outstanding during the three month
periods ended March 31, 2001 and 2000 which were not included in the computation
of diluted loss per share because the impact would have been antidilutive or
insignificant:
2001 2000
------------ ------------
Options 2,329,133 2,353,134
Warrants 2,730,000 2,730,000
------------ ------------
5,059,133 5,083,134
============ ============
(4) COMPREHENSIVE INCOME
The Financial Accounting Standards Board issued Statement No. 130, Reporting
Comprehensive Income ("SFAS 130"), in June 1997. SFAS 130 establishes standards
for reporting and display of comprehensive income and its components in
financial statements. SFAS No. 130 is effective for fiscal years beginning after
December 15, 1997. We adopted SFAS No. 130 on January 1, 1998. Comprehensive
income (loss) is the change in equity of a business enterprise during a period
from transactions and all other events and circumstances from non-owner sources.
Other comprehensive income (loss) includes foreign currency items, minimum
pension liability adjustments, and unrealized gains and losses on certain
investments in debt and equity securities. We did not have components of other
comprehensive income during the three-month periods ended March 31, 2001 and
2000. As a result, comprehensive income is the same as the net income for the
three-month periods ended March 31, 2001 and 2000.
(5) SEGMENT REPORTING
The Financial Accounting Standards Board issued Statement No. 131, Disclosures
about Segments of an Enterprise and Related Information ("SFAS No. 131"), in
June 1997. SFAS No.131 establishes standards for the way public business
enterprises are to report information about operating segments in annual
financial statements and requires enterprises to report selected information
about operating segments in interim financial reports issued to shareholders. It
also establishes standards for related disclosures about products and services,
geographic areas, and major customers. It replaces the "industry segment"
concept of SFAS No. 14, Financial Reporting for Segments of a Business
Enterprise, with a "management approach" concept as to basis for identifying
reportable segments. SFAS 131 is effective for financial statements for fiscal
years beginning after December 15, 1997. We adopted SFAS 131 in December 1997.
At March 31, 2001, we have only one operating segment, DPI, the Company's Audio
Signal Processing business.
(6) MAJOR CUSTOMERS
A substantial portion of our licensing and royalty revenues are derived from
three major customers. The following customers comprised greater than 10% of
total revenues during the three months ended March 31, 2001 and 2000:
2001 2000
--------- ------------
Customer A 36% 40%
Customer B 33% 25%
Customer C 17% 10%
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(7) CONTINGENCIES
Legal
In February 1999, a complaint was filed in the Superior Court of Los
Angeles County, Northwest District, by I.N. Associates, Inc., against the
Company's wholly owned subsidiary, MultiDisc Technologies, Inc. ("MDT"),
alleging breach of contract and fraud, and claiming $499,954 in damages,
attorneys fees, interest and the costs of suit. MDT has answered and denied the
claims. The matter was subject to a mediation preceding in March 2000, and has
been settled. The settlement specifies that I.N. will be entitled to a cashless
exercise of warrants for the 125,000 shares originally issued to them in 1997
and 1998, or a cash payment of $50,000 if the warrants remained unexercised. In
January 2001, the cash payment was made and no further liabilities or
contingencies exist.
In connection with the downsizing of the Company, a number of employees
were terminated and have filed, on various dates since the downsizing in 1998,
various employment and compensation related claims with the various State labor
authorities, all but two of which claims have either been settled or have been
paid as of the date of this report. In February, 2000, an appeal was heard in
the Superior Court of Orange County, California, relating to a claim filed by a
former employee of MDT for back vacation pay and penalties. In March 2000, both
parties agreed to dismiss the action as part of a settlement, which was not
material to the financial statements for the period ended March 31, 2000. In
July 2000, the Labor Commission of the State of California awarded $122,000 to a
claimant arising from a claim for commissions over a three-year period. We
appealed the order to the Superior Court of California, Santa Clara County,
since, under California law, the Labor Commission order will have no effect on
the court's consideration of the matter. On October 27, 2000, the matter was
settled by mutual release and payment in an amount which was not material to the
financial statements of the Company for the period ended September 30, 2000. Two
former officers and employees of MDT initiated proceedings before the Labor
Commissioner in 2000 seeking amounts allegedly due under their employment
agreements, which claims, if resolved in favor of the claimants, could be
material to the financial statements of the Company. The Labor Commissioner has
postponed those proceedings. In that action, the claimants filed a motion to
strike the MDT complaint under the California "anti-Slapp" legislation. The
Court rejected that motion and the litigation is in the discovery stages.
Separately, MDT has initiated litigation in the Superior Court, Orange County
seeking declaratory relief to bar the labor claims, as well as return of
intellectual property and unspecified damages for breaches of the former
officers' and employees' employment agreements.
We also anticipate that, from time to time, we may be named as a party to other
legal proceedings that may arise in the ordinary course of its business.
(8) SALE OF PREFERRED STOCK
In the December 1999, $895,000 in short term loan advances from
officers, directors and their affiliates and certain other securities holders,
and accrued interest of $134,647, were restructured into the $1,000,000 in new
Series B Preferred Stock. The Series B Preferred Stock, and any dividends
therefrom not converted into cash, are convertible commencing in 2001 into
restricted Common Stock at a 10% discount, based on the 10 day average closing
bid price prior to the conversion, but subject
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to a minimum conversion of $.56 per share and a maximum of $1.12 per share. We
have a three year option to redeem any Series B Preferred Stock, not sooner
converted, in whole or in part, in cash.
(9) SALE OF COMMON STOCK
In December 1999, we completed a set of financial transactions (the
"December Transactions") with certain existing holders of our equity and debt
and with new institutional investors. The December Transactions included the
private placement of 1,884,254 additional shares of our Common Stock ($1.05
million in new capital or $0.56 per share), the issuance of warrants to acquire
2,100,000 shares of Common Stock exercisable for three years at an exercise
price of $.67 per share), the cancellation of 500,000 warrants to acquire Common
Stock issued in the April 1998 financing. The placement of common shares was at
no discount to market. We have registered these shares and warrants for resale
under Form S-1, as required by the placement documents.
(10) DISCONTINUED OPERATIONS
In September, 1998, the Board of Directors approved a plan to refocus corporate
activities on our core audio business, Desper Products, Inc. In conjunction to
this strategic refocusing, we permanently suspended operations of MDT and placed
the business and its related patent portfolio up for sale. We are accounting for
the on-going operating and termination expenses of MDT as a discontinued
operation.
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Item 2. Management's discussion and analysis of financial condition and results
of operations
RESULTS OF OPERATIONS
This form 10-Q contains forward-looking statements, within the meaning of the
Private Securities Reform Act of 1995, which are subject to a variety of risks
and uncertainties. Our actual results, performance, or achievements may differ
significantly from the results, performance, or achievements expressed or
implied in such forward-looking statements.
REVENUES
Revenues for the three months ended March 31, 2001 were $426,000, compared to
revenues of $506,000 in the comparable period last year, a decrease of 16%. The
decrease in such revenues resulted primarily from royalties of $75,000 earned in
the first quarter of 2000 for which there were no comparable revenue in the
current period. This multi-year license agreement expired in June 2000 and was
not renewable. Current quarter revenue was also negatively impacted by lower
royalties earned from a PC account compared with the comparable period last year
due to the licensee's decreased sales of PCs. This decrease was partially offset
by increased royalties from Spatializer N-2-2 on higher DVD player and DSP sales
by our licensees.
GROSS PROFIT
Gross profit for the three months ended March 31, 2001 was $399,000 (94% of
revenue) compared to gross profit of $473,000 (94% of revenue) in the comparable
period last year, a decrease of 16%. Gross profit decreased due to the decrease
in revenue.
OPERATING EXPENSES
Operating expenses in the three months ended March 31, 2001 were $402,000 (94%
of revenue) compared to operating expenses of $285,000 (56% of revenue) in the
comparable period last year, an increase of 41%. The increase in operating
expenses for the three months ended March 31, 2001 resulted primarily from
increased corporate and research and development expense.
General and Administrative
General and administrative expenses in the three months ended March 31, 2001
were $151,000 (35% of revenue) compared to general and administrative expenses
of $72,000 (14% of revenue)in the comparable period last year, an increase of
110%. The increase in general and administrative expense resulted from the
initiation of an investor relations program, higher legal and financial
reporting expenses.
Research and Development
Research and development expenses in the three months ended March 31, 2001 were
$137,000 (32% of revenue) compared to research and development expenses of
$113,000 (22% of revenue) in the comparable period last year, an increase of
21%. The increase in such expenses resulted primarily from higher engineering
headcount in the current period as compared with the comparable period last
year.
Sales and Marketing
Sales and marketing expenses in the three months ended March 31, 2001 were
$114,000 (27% of revenue) compared to sales and marketing expenses of $100,000
(20% of revenue) in the comparable period last year, an increase of 14%. The
increase in sales and marketing expense resulted primarily from greater
international travel in the current period and marketing support expense as
compared with the comparable period last year.
NET INCOME
Net Income in the three months ended March 31, 2001 was $6,000 (1% of revenues)
compared to net income of $171,000 (34% of revenues) in the comparable period
last year, a decrease of 96%.
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The decrease in net income was the result of the decrease in revenues and the
increase in operating expenses.
LIQUIDITY AND CAPITAL RESOURCES
At March 31, 2001, we had $1,433,000 in cash and cash equivalents as compared to
$1,468,000 at December 31, 2000. The decrease in cash and cash equivalents is
attributed to cash used in for the reduction in accounts payable and for the
I.N. settlement. We had working capital of $1,217,000 at March 31, 2001 as
compared with working capital of $1,195,000 at December 31, 2000. Our future
cash flow will come primarily from the audio signal processing licensing
business' Foundry and Original Equipment Manufacturers' ("OEM") royalties and
common stock issuances including warrant and option exercises.
We have related party obligations of $225,000, which are convertible into Common
Stock at our or the Lender's option. The obligation matures in June 2001. The
Company owed a total of $338,000 to related parties as of March 31, 2001 and
December 31, 2000.
In December 1999, we completed a set of financial transactions (the "December
Transactions") with certain existing holders of our equity and debt and with new
institutional investors. The December Transactions included the private
placement of 1,884,254 additional shares of our Common Stock ($1.05 million in
new capital or $0.56 per share), the issuance of warrants to acquire 2,100,000
shares of Common Stock exercisable for three years at an exercise price of $.67
per share), the cancellation of 500,000 warrants to acquire Common Stock issued
in that earlier financing, the conversion of $1 million of short term debt into
a new Series B Redeemable Convertible Preferred Stock ("Series B Preferred
Stock") and the conversion of $225,000 of secured debt into secured convertible
debt.
In the December Transactions, $895,000 in short term loan advances from
officers, directors and their affiliates and certain other securities holders,
and accrued interest of $134,647, were restructured into the $1,000,000 in new
Series B Preferred Stock. The Series B Preferred Stock, and any dividends
therefrom not converted into cash, are convertible commencing in 2001 into
restricted Common Stock at a 10% discount, based on the 10 day average closing
bid price prior to the conversion, but subject to a minimum conversion of $.56
per share and a maximum of $1.12 per share. We have a three year option to
redeem any Series B Preferred Stock, not sooner converted, in whole or in part,
in cash.
In the December Transactions, $225,000 of secured debt, including accrued
interest, was converted into secured long term convertible debt. The long term
debt is held by existing institutional investors and is secured by essentially
all of our assets. The debt, and accrued interest, is convertible at our or the
holder's options into registered Common Stock at a conversion price equal to the
average 10 day closing bid price prior to conversion but subject to the same
minimum and maximum conversion prices set for the Series B Preferred Stock.
Funds generated by these financing activities as well as cash generated from our
existing operations is expected to be sufficient for us to meet our operating
obligations and the anticipated additional research and development for its
audio technology business.
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PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
In February 1999, a complaint was filed in the Superior Court of Los
Angeles County, Northwest District, by I.N. Associates, Inc., against the
Company's wholly owned subsidiary, MultiDisc Technologies, Inc. ("MDT"),
alleging breach of contract and fraud, and claiming $499,954 in damages,
attorneys fees, interest and the costs of suit. MDT has answered and denied the
claims. The matter was subject to a mediation preceding in March 2000, and has
been settled. The settlement specifies that I.N. will be entitled to a cashless
exercise of warrants for the 125,000 shares originally issued to them in 1997
and 1998, or a cash payment of $50,000 if the warrants remained unexercised. In
January 2001, the cash payment was made and no further liabilities or
contingencies exist.
In connection with the downsizing of the Company, a number of employees
were terminated and have filed, on various dates since the downsizing in 1998,
various employment and compensation related claims with the various State labor
authorities, all but two of which claims have either been settled or have been
paid as of the date of this report. In February, 2000, an appeal was heard in
the Superior Court of Orange County, California, relating to a claim filed by a
former employee of MDT for back vacation pay and penalties. In March 2000, both
parties agreed to dismiss the action as part of a settlement, which was not
material to the financial statements for the period ended March 31, 2000. In
July 2000, the Labor Commission of the State of California awarded $122,000 to a
claimant arising from a claim for commissions over a three-year period. We
appealed the order to the Superior Court of California, Santa Clara County,
since, under California law, the Labor Commission order will have no effect on
the court's consideration of the matter. On October 27, 2000, the matter was
settled by mutual release and payment in an amount which was not material to the
financial statements of the Company for the period ended September 30, 2000. Two
former officers and employees of MDT initiated proceedings before the Labor
Commissioner in 2000 seeking amounts allegedly due under their employment
agreements, which claims, if resolved in favor of the claimants, could be
material to the financial statements of the Company. The Labor Commissioner has
postponed those proceedings. In that action, the claimants filed a motion to
strike the MDT complaint under the California "anti-Slapp" legislation. The
Court rejected that motion and the litigation is in the discovery stages.
Separately, MDT has initiated litigation in the Superior Court, Orange County
seeking declaratory relief to bar the labor claims, as well as return of
intellectual property and unspecified damages for breaches of the former
officers' and employees' employment agreements.
No other matters occurred during the period covered by this report, nor were
there any other material developments to previously reported matters during the
period covered by this report.
ITEM 2. CHANGES IN SECURITIES
None
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None
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ITEM 5. OTHER INFORMATION
None
ITEM 6. EXHIBITS AND REPORTS ON FORM 8K
None
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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.
Dated: May 11, 2001
SPATIALIZER AUDIO LABORATORIES, INC.
(REGISTRANT)
/s/ HENRY R. MANDELL
-----------------------------------------------
HENRY R. MANDELL
Chairman of the Board, Chief Executive Officer
Chief Financial Officer and Secretary
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