FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------------------------- 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 March 29, 1996 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 0-18655 ------- THE FAILURE GROUP, INC. ----------------------- (Exact name of registrant as specified in its charter) DELAWARE 77-0218904 -------- ---------- (State or other jurisdiction of (I.R.S. Employer Identification incorporation) Number) 149 COMMONWEALTH DRIVE, MENLO PARK, CALIFORNIA 94025 - ---------------------------------------------- ----- (Address of principal executive office) (Zip Code) Registrant's telephone number, including area code (415) 326-9400 -------------- 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. Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Outstanding at June 24, 1996 - ---------------------------- ---------------------------- Common Stock $.001 par value 6,479,044 shares The undersigned registrant hereby amends the following items, financial statements, exhibits or other portion of its Quarterly Report on Form 10-Q for the quarter ended March 29, 1996 as set forth herein: Item 6. Exhibits and Reports on Form 8-K -------------------------------- (a) Exhibits: 27.1 Financial Data Schedule 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. THE FAILURE GROUP, INC. --------------------------- Registrant Date: June 24, 1996 /s/ Michael R. Gaulke ------------- ---------------------------- Michael R. Gaulke, President