10QSB 1 kren10q103102.txt U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended October 31, 2002 Commission File No. 0-14234 KINGS ROAD ENTERTAINMENT, INC. (Name of small business issuer in its charter) Delaware 95-3587522 (State or other jurisdiction (I.R.S. Employer of incorporation) Identification No.) 5743 NW 66th Ave., Parkland, FL 33067-1330 (Address of principal executive office) Issuer's telephone number: (212) 709-8111 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 --- --- As of October 31, 2003, the Registrant had 3,864,390 shares of its common stock outstanding. Transitional Small Business Disclosure Format: YES NO X ---- ---- KINGS ROAD ENTERTAINMENT, INC. Report on Form 10-QSB For the Quarter Ended October 31, 2002
INDEX Page ---- Part I. Financial Information Item 1. Financial Statements (unaudited).................................................. 3 Balance Sheet .................................................................... 3 Statements of Operations ......................................................... 4 Statements of Cash Flows.......................................................... 5 Notes to the Financial Statements ................................................ 6 Item 2. Management's Discussion and Analysis or Plan of Operation ........................ 9 Item 3. Controls and Procedures .......................................................... 11 Part II. Other Information Item 1. Legal Proceedings ................................................................ 12 Item 2. Changes in Securities ............................................................ 13 Item 3. Defaults Upon Senior Securities .................................................. 13 Item 4. Submission of Matters to a Vote of Security Holders .............................. 13 Item 5. Other Information ................................................................ 13 Item 6. Exhibits and Reports on Form 8-K ................................................. 15
2 PART I - FINANCIAL INFORMATION Item 1 - Financial Statements. KINGS ROAD ENTERTAINMENT, INC. AND SUBSIDIARIES BALANCE SHEETS
OCTOBER, 31, 2002 APRIL 30, 2002 (Unaudited) CURRENT ASSETS Cash $ 63,400 $ 27,925 Accounts receivable 166,332 103,847 --------------- --------------- Total Current Assets 229,732 131,772 --------------- --------------- FIXED ASSETS, NET 343 684 --------------- --------------- OTHER ASSETS Film development costs, net 41,805 41,805 Advance from shareholder, net 20,780 20,780 --------------- --------------- Total Other Assets 62,585 62,585 TOTAL ASSETS $ 292,660 $ 195,041 =============== =============== LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) CURRENT LIABILITIES Accounts payable $ 74,877 $ 98,781 Accrued expenses 187,933 193,333 Deferred revenue 96,667 35,200 Liabilities from discontinued operations 15,000 42,239 --------------- --------------- Total Current Liabilities 374,477 369,553 --------------- --------------- TOTAL LIABILITIES 374,477 369,553 --------------- --------------- COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY (DEFICIT) Common stock, $.01 par value, 12,000,000 shares authorized, 3,864,390 and 3,664,390 shares issued and outstanding, respectively 38,644 36,644 Additional paid-in capital 24,932,656 24,906,655 Accumulated deficit (25,053,117) (25,117,811) --------------- --------------- TOTAL STOCKHOLDERS' EQUITY (DEFICIT) (81,817) (174,512) --------------- --------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) $ 292,660 $ 195,041 =============== ===============
The accompanying notes are an integral part of these consolidated financial statements. 3 KINGS ROAD ENTERTAINMENT, INC. AND SUBSIDIARIES STATEMENTS OF OPERATIONS (UNAUDITED)
For the Three Months Ended For the Six Months Ended October 31, October 31, 2002 2001 2002 2001 ------------- ------------- ------------- ------------- REVENUES Feature films $ 93,589 $ 61,962 $ 202,480 $ 224,654 ------------- ------------- ------------- ------------- Total Revenues 93,589 61,962 202,480 224,654 ------------- ------------- ------------- ------------- COSTS AND EXPENSES Selling expenses - 5,500 - 11,034 General and administrative expenses 138,874 172,627 270,910 489,732 ------------- ------------- ------------- ------------- Total Costs and Expenses 138,874 178,127 270,910 500,766 ------------- ------------- ------------- ------------- OPERATING LOSS (45,285) (116,165) (68,430) (276,112) ------------- ------------- ------------- ------------- OTHER INCOME (EXPENSE) Other income (expense) 31 - (9) 2,484 Interest expense - (339) - (678) Interest income 90 - 90 38 Gain on sale of assets - - 100,000 - Gain on sale of subsidiary 33,043 - 33,043 - ------------- ------------- ------------- ------------- Total Other Income 33,164 (339) 133,124 1,844 ------------- ------------- ------------- ------------- INCOME (LOSS) BEFORE DISCONTINUED OPERATIONS AND INCOME TAXES (12,121) (116,504) 64,694 (274,268) LOSS FROM DISCONTINUED OPERATIONS - (23,416) - (71,447) ------------- ------------- ------------- ------------- NET INCOME (LOSS) $ (12,121) $ (139,920) $ 64,694 $ (345,715) ============= ============= ============= ============= BASIC AND FULLY DILUTED INCOME (LOSS) PER SHARE Income (loss) before discontinued operations $ (0.00) $ (0.04) $ 0.02 $ (0.09) Loss from discontinued operations 0.00 0.00 0.00 0.00 ------------- ------------- ------------- ------------- Net income (loss) per share - basic and diluted $ (0.00) $ (0.04) $ 0.02 $ (0.09) ============= ============= ============= ============= Weighted average number of common shares - basic and diluted 3,864,390 3,664,390 3,840,477 3,664,390 ============= ============= ============= =============
The accompanying notes are an integral part of these consolidated financial statements. 4 KINGS ROAD ENTERTAINMENT, INC. AND SUBSIDIARIES STATEMENTS OF CASH FLOWS (UNAUDITED)
......... For the Six Months Ended October 31, 2002 2001 ------------- ------------- Net Income (Loss) $ 64,694 $ (345,715) Adjustments to reconcile Net Income (Loss) to Net Cash Provided by (Used in) Operating Activities: Depreciation and amortization 342 715 Impairment of goodwill - 67,965 Common stock issued for services 28,000 - Gain on sale of assets (100,000) - Gain on sale of subsidiary (33,043) - Changes in Assets and Liabilities: (Increase) decrease in accounts receivable (62,485) 118,677 Decrease (increase) in inventory - 34,071 Decrease (increase) in prepaid expenses - 74,652 Increase (decrease) in accounts payable (66,143) (4,882) Increase (decrease) in accrued expenses 42,643 87,644 Increase (decrease) in deferred revenue 61,467 - ------------- ------------- NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES (64,525) 33,127 ------------- ------------- CASH FLOWS FROM INVESTING ACTIVITIES: Proceeds from sale of assets 100,000 - Gross additions to film development costs - (20,606) ------------- ------------- NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES 100,000 (20,606) ------------- ------------- CASH FLOWS FROM FINANCING ACTIVITIES: NET CASH PROVIDED BY FINANCING ACTIVITIES - - ------------- ------------- NET INCREASE IN CASH 35,475 12,521 CASH AT BEGINNING OF PERIOD 27,925 54,620 ------------- ------------- CASH AT END OF PERIOD $ 63,400 $ 67,141 ============= ============= SUPPLEMENTAL SCHEDULE OF CASH FLOW ACTIVITIES: CASH PAID FOR: Interest $ - $ - Income taxes $ - $ - SCHEDULE OF NON-CASH FINANCING ACTIVITIES: Common stock issued for services $ 28,000 $ -
The accompanying notes are an integral part of these consolidated financial statements. 5 KINGS ROAD ENTERTAINMENT, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 - BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial statements. Accordingly, they do not include all of the information and disclosures required for annual financial statements. These financial statements should be read in conjunction with the financial statements and related footnotes for the year ended April 30, 2002 included in the Kings Road Entertainment, Inc. ("Company" or "Registrant") annual report on Form 10-KSB for that period. In the opinion of the Company's management, all adjustments (consisting of normal recurring accruals) necessary to present fairly the Company's financial position at October 31, 2002 and the results of its operations and cash flows for the six month periods ended October 31, 2002 and 2001, respectively have been included. The results of operations for the six month period ended October 31, 2002 are not necessarily indicative of the results to be expected for the full fiscal year. For further information, refer to the financial statements and footnotes thereto included in the Company's annual report on Form 10-KSB for the year ended April 30, 2002. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. NOTE 2 - DISCONTINUED OPERATIONS In August 2001, the Company elected to cease all operations pertaining to its Animal Town subsidiary. Subsequent to its purchase by the Company, Animal Town's operations proved to be unprofitable and the Company was unable to determine a reasonable scenario under which Animal Town could become a profitable entity. Therefore, as of October 31, 2001, Animal Town's operations have been classified as discontinued and have been segregated from the Company's viable operations. At the date of discontinuance, Animal Town had assets totaling $12,770 and liabilities of $57,329. 6 KINGS ROAD ENTERTAINMENT, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 2 - DISCONTINUED OPERATIONS (CONTINUED) The following is an unaudited summary of the loss from discontinued operations resulting from the elimination of the operations of Animal Town and the Play. The financial statements have been retroactively stated to reflect this event. No tax benefit has been attributed to the discontinued operations. THREE MONTHS SIX MONTHS ENDED OCT. 31, ENDED OCT. 31, 2002 2001 2002 2001 -------------- -------------- -------------- -------------- REVENUES Catalog Sales $ - $ 22,349 $ - $ 59,292 -------------- -------------- -------------- -------------- - 22,349 - 59,292 COSTS AND EXPENSES Costs Related to Revenue - 9,685 - 39,537 General & Administrative Expenses - 36,080 - 91,202 -------------- -------------- -------------- -------------- - 45,765 - 130,739 -------------- -------------- -------------- -------------- - - NET LOSS FROM DISCONTINUED OPERATIONS $ - $ (23,416) $ - $ (71,447) ============== ============== ============== ===============
NOTE 3 - GOING CONCERN The Company's consolidated financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However at October 31, 2002, the Company has a deficit in working capital of $144,745, has an accumulated deficit of $25,053,117, stockholders' deficit of $81,817 and has sustained recent losses from operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. It is the intent of the Company to generate cash flows by increasing project development for future and has discontinued certain operations that produce a negative cash flow. In addition, the Company anticipates it will raise funds through equity based investment instruments to provide funding for the development of projects and fund operating costs. NOTE 4 - SIGNIFICANT EVENTS On May 22, 2002, the Company issued 200,000 shares of common stock at $0.14 per share for a total of $28,000 for services rendered by officers of the Company. On May 1, 2002, the Company sold all of the rights to four of its films for $100,000. The entire amount is recorded as a gain on sale of assets due to the fact that all of the capitalized costs for the four films were fully amortized. On August 15, 2002, the Company sold its interest in the Company's subsidiary Animal Town. The Company recognized a gain of $33,043 on the sale. 7 KINGS ROAD ENTERTAINMENT, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 4 - SIGNIFICANT EVENTS (CONTINUED) On September 1, 2002, the Company entered into a new co-publishing agreement to assign 50% of the rights to the Company's musical compositions. The agreement is for a five-year period of time. The Company received a $100,000 non-refundable advance against, and recoupable from, all composition net receipts. The $100,000 will be recognized as revenue over the term of the agreement. NOTE 5 - SUBSEQUENT EVENTS On August 25, 2003, Rigel Entertainment filed a complaint in the Superior Court of California, County of Los Angeles, California against Kings Road Entertainment. The complaint alleges breach of contract regarding the option agreement between Rigel Entertainment, Inc. and the Company regarding "The Kickboxer" series of television movies. The complaint is seeking compensation in an unspecified amount. The Company intends to vigorously defend this matter. The likelihood of an unfavorable outcome or the extent of any potential loss in not presently determinable. 8 Item 2 - Management's Discussion and Analysis of Financial Position and Results of Operations Cautionary Forward - Looking Statement -------------------------------------- The following discussion should be read in conjunction with the Company's financial statements and related notes. Certain matters discussed herein may contain forward-looking statements that are subject to risks and uncertainties. Such risks and uncertainties include, but are not limited to, the following: - the volatile and competitive nature of the film industry, - the uncertainties surrounding the rapidly evolving markets in which the Company competes, - the uncertainties surrounding technological change of the industry, - the Company's dependence on its intellectual property rights, - the success of marketing efforts by third parties, - the changing demands of customers and - the arrangements with present and future customers and third parties. Should one or more of these risks or uncertainties materialize or should any of the underlying assumptions prove incorrect, actual results of current and future operations may vary materially from those anticipated. Recent Developments Subsequent to the fiscal year ended April 30, 1995, the Company has not produced any new films and has derived its film revenues almost exclusively from the exploitation of films produced in prior years. The Company continues to fund and develop motion picture projects, with the intention of either producing the motion picture, establishing a partnership or joint venture with another film production company to develop and/or produce the project or an outright sale of the project. On August 31, 2000, the Company completed the acquisition of the common stock of Animal Town, Inc. ("Animal Town"), a privately-held direct mail order catalogue company that markets children's toys, games, crafts and books specializing in cooperative play and development, animal protection and environmental awareness. The Company acquired all of the outstanding common stock of Animal Town in exchange for a combination of approximately $12,000 in cash, a note payable in the amount of $39,000 to the seller of the common stock and the issuance of 77,000 shares of the Company's common stock, the exact number of shares determined based upon a debt-for-equity exchange offer made to then existing Animal Town creditors that commenced on September 29, 2000 and was concluded on January 29, 2001. Due to recurring operating losses since the Company's acquisition of Animal Town and current market conditions, the Company has discontinued the operations of Animal Town. 9 Results of Operations --------------------- The Three Months Ended October 31, 2002 vs. the Three Months Ended October 31, 2001 For the quarter ended October 31, 2002, feature film revenues were $93,589 as compared to $61,962 for the quarter ended October 31, 2001. The increase of $31,627 results primarily from higher overall royalties on the Company's feature film library. Costs and expenses decreased to $138,874 for the quarter ended October 31, 2002 as compared to $178,627 during the quarter ended October 31, 2001. This decrease of $39,753 results primarily from decreased professional fees. During the quarter ended October 31, 2002, the Company recorded a gain of $33,043 from the sale of its interest in Animal Town. The Company's loss from discontinued operations, principally Animal Town, decreased to $-0- during the quarter ended October 31, 2002 as compared to $23,416 during the quarter ended October 31, 2001. This decrease results from the sale of Animal Town in August of 2002. The Company had a net loss of $12,120 for the quarter ended October 31, 2002 compared to a net loss of $139,920 for the quarter ended October 31, 2001. This decrease in net loss resulted primarily from the reduced expenses and the increased revenues. During the quarters ended October 31, 2002 and 2001, the Company had no provision for income taxes. The Six Months Ended October 31, 2002 vs. the Six Months Ended October 31, 2001 For the six months ended October 31, 2002, feature film revenues were $202,480 as compared to $224,654 for the six months ended October 31, 2001. The decrease of $22,174 was the result of decreased domestic and foreign distribution revenues from feature films in the Company's film library. . Selling expenses decreased to $-0- during the six months ended October 31, 2002 as compared to $11,034 during the six months ended October 31, 2001 reflecting the significant decrease in the Company's revenues. General and administrative costs increased to $270,910 for the six months ended October 31, 2002 from $489,732 for the six months ended October 31, 2001. The increase resulted principally from decreased professional fees. During the six months ended October 31, 2002, the Company recorded a Gain of $100,000 from the sale of part of its library and $33,043 from the sale of its Subsidiary, Animal Townn. The Company's loss from discontinued operations, decreased to $-0- during the six months ended October 31, 2002 as compared to $71,447 during the quarter ended October 31, 2001. This decrease results primarily from the sale of Animal Town. The Company had a net income of $64,694 for the six months ended October 31, 2002 as compared to a net loss of $345,715 for the six months ended October 31, 2001. The decrease in net income resulted primarily from significantly decreased professional expenses and the gains described above, for which there was no comparable gain during the six months ended October 31, 2001. During the six months ended October 31, 2001 and 2000, the Company had no significant provision for income taxes. 10 Liquidity and Capital Resources ------------------------------- The Company's principal source of working capital during the three and six month periods ended October 31, 2002 was motion picture royalty income. The Company continues to invest in the development of motion picture projects, the production of which would require significant capital. In the event that the Company decides to invest in the production of one or more of its projects, the Company will need to examine and evaluate the additional capital required to undertake such activities. The Company presently does not have sufficient capital to pursue such activities. Except for the financing of new film production costs, the Company believes it has sufficient working capital to maintain all of its business activities. For the six months ended October 31, 2002, the Company's net cash flow used by operating activities was $64,525 compared to net cash flow of $33,127 for the comparable six month prior year period. At October 31, 2002, the Company had cash of $63,400 as compared to $67,141 at October 31, 2001. Future Commitments ------------------ The Company does not have any material future commitments. Forward-Looking Statements -------------------------- The foregoing discussion, as well as the other sections of this Quarterly Report on Form 10-QSB, contains forward-looking statements that reflect the Company's current views with respect to future events and financial results. Forward-looking statements usually include the verbs "anticipates," "believes," "estimates," "expects," "intends," "plans," "projects," "understands" and other verbs suggesting uncertainty. The Company reminds shareholders that forward-looking statements are merely predictions and therefore inherently subject to uncertainties and other factors which could cause the actual results to differ materially from the forward-looking statements. Potential factors that could affect forward-looking statements include, among other things, the Company's ability to identify, produce and complete film projects that are successful in the marketplace, to arrange financing, distribution and promotion for these projects on favorable terms in various markets and to attract and retain qualified personnel. Item 3 - Controls and Procedures. (a) Evaluation of disclosure controls and procedures. Our principal executive officer and principal financial officer have evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-14(c) and 15d-14(c) under the Exchange Act), as of a date within 90 days of the filing date of this Quarterly Report on Form 10-QSB. Based on such evaluation, they have concluded that as of such date, our disclosure controls and procedures are effective and designed to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in applicable SEC rules and forms. 11 (b) Changes in internal controls. There were no significant changes in our internal controls or in other factors that could significantly affect these controls subsequent to the date of evaluation by our principal executive officer and principal financial officer. PART II - OTHER INFORMATION Item 1. Legal Proceedings. Kelrom Agency, Inc. v. Kings Road Entertainment Inc., et al. ----------------------------------------------------------- On April 30, 2001, Kelrom Agency, Inc. filed suit against the Company and KRTR, Inc. in the Civil Court of the City of New York, case number 013294 CVN 2001, seeking payment of $5,968 related to theater advertising for the play "End of the World Party." This suit was subsequently settled for the amount of $ 2,500, released and discharged on November 13, 2002. On February 15, 2003, subsequent to the period covered by this report, a Stipulation of Discontinuance was filed. Sensory Lighting and Sound, Inc. v. Kings Road Entertainment Inc., et al. ------------------------------------------------------------------------ On August 15, 2001, Sensory Lighting and Sound, Inc. filed suit against the Company and KRTR, Inc. with the Civil Court of the City of New York, case no. 026893 CVN 2001 seeking payment of $14,080 for lighting equipment rental in connection with the play "End of the World Party." Subsequent to the period covered by this report, this suit was settled for the amount of $ 7,500, released and discharged on December 6, 2002. On December 16, 2002 a Stipulation of Discontinuance was filed. Theatrical and Television Motion Picture Special Payments Fund v. Kings Road ---------------------------------------------------------------------------- Entertainment, Inc. ------------------- During the year ended April 30, 2002, the Company was advised of a lawsuit filed against the Company by the Theatrical and Television Motion Picture Special Payments Fund seeking the payment of residuals under a collective bargaining agreement with the American Federation of Musicians (AFM). On March 25, 2002, a settlement offer was made to the Company by AFM's legal counsel for a one-time payment of $ 250,000. The Company made several counter offers, which were rejected. On December 20, 2002, the Company negotiated a final settlement of this claim for cash payments totaling $50,000 and future royalty payments up to an aggregate of a further $50,000 due when and if additional film income is generated. The suit was consequently settled and the court order was accordingly dismissed on December 30, 2002. Demand for Investigation by Shareholders Action Committee --------------------------------------------------------- On April 17, 2003, subsequent to the period covered by this report, the Company received a formal request by a Shareholders Action Committee for the Board to investigate a series of Related Party Transactions, which occurred during the period of November 1998 through April 2001. The Board has appointed independent Counsel to investigate these transactions and report to the Board, the Shareholders Action Committee and the Shareholders. 12 Rigel USA Inc. vs. Kings Road Entertainment, Inc. ------------------------------------------------ Subsequent to the date of this report, on July 31, 2003, Rigel USA Inc., a California corporation, filed suit in the Superior Court of California, County of Los Angeles (case number BC300041) for breach of contract and promissory estoppel. The plaintiff is seeking declaratory relief in excess of five million dollars ($5,000,000). The Company denies any liability to the plaintiff, and intends to vigorously defend the lawsuit. Second Demand Letter from the Shareholders Action Committee ----------------------------------------------------------- Subsequent to the period covered by this report, the Company received a letter dated November 10, 2003 from the Chairman of the Kings Road Shareholders Action Committee inquiring as to the status of the Independent Counsel's investigation into a series of transactions that occurred during the period of November 1998 through April 2001. The Board has recently appointed new independent Counsel to investigate these transactions and report to the Board, the Shareholders Action Committee and the Shareholders. The Company is not aware of any pending claims or assessments, other than as described above, which may have a material adverse impact on the Company's financial position or results of operations. Item 2. Changes in Securities. None. Item 3. Defaults Upon Senior Securities. None. Item 4. Submission of Matters to a Vote of Security Holders. No matter was submitted to a vote of our shareholders during the quarter ended October 31, 2003. Item 5. Other Information. Settlement Agreement with David Dube ------------------------------------ On August 15, 2002, the Company entered into a Settlement agreement with David Dube whereby the Company will pay Dube $2,951.20 in full satisfaction of any and all claims. 13 Peak Partners 1 Assignment and Assumption Agreement --------------------------------------------------- On August 16, 2002, the Company entered into that certain Assignment and Assumption Agreement which authorized the settlement of a claim with Peak Partners 1, a Florida general partnership, by authorizing the conveyance of all of its right, title and interest in its subsidiary Animal Town and its related Animal Town trademarks, to Peak Partners 1 for one-dollar consideration. Appointment of New Director and President ----------------------------------------- On October 7, 2002, the Company authorized the appointment of Michael Berresheim to the Board of Directors and to replace H. Martin DeFrank as President of the Corporation effective as at January 1, 2003. The Company additionally recognized the resignation of Geraldine Blecker as the managing director of the Company's European subsidiary, Kings Road Productions, Gmbh and sought to sell 80% of its equity in Kings Road Productions, Gmbh. Lastly, the Company sought to immediately liquidate or dissolve its subsidiary Kings Road to Fame, a Delaware corporation. Subsequent Events Revocation of October 7, 2002 Appointments ------------------------------------------ On November 10, 2002, subsequent to the period covered by this report, and due to unforeseen circumstances, the Company was forced to revoke the above decisions in their entirety. Appointment of New Independent Counsel -------------------------------------- On November 14, 2003, subsequent to the period covered by this report, the Company has appointed new Independent Counsel to complete the investigation as requested by the Shareholders Action Committee into a series of Related Party Transactions, which occurred during the period of November 1998 through April 2001. Change of Company's Registered Offices -------------------------------------- On November 15, 2003, subsequent to the period covered by this report, the address of the Company's registered office was officially changed from Parkland, FL to 447 B Doheny Drive, Beverly Hills, CA 90210. 14 Item 6 - Exhibits and Reports on Form 8-K (a) Exhibits (numbered in accordance with Item 601 of Regulation S-B) 3.1 Restated Certificate of Incorporation of Registrant (1) 3.2 Bylaws of Registrant (2) 10.1 1998 Stock Option Plan (1) 21 Subsidiaries of Registrant (3) 99.1** Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350 99.2** Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350 99.3** 906 Certification --------------- (1) Incorporated by reference to Form 10-KSB for the fiscal year ended April 30, 1998. (2) Incorporated by reference to Form 10-KSB for the fiscal year ended April 30, 1988. (3) Incorporated by reference to Form 10-KSB for the fiscal year ended April 30, 2001 ** Filed Herewith (b) Forms 8-K There were no reports on Form 8-K filed during the period covered by this report. Subsequent to the period covered by this report the Company filed a report on Form 8-K on October 21, 2003. 15 SIGNATURES 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. KINGS ROAD ENTERTAINMENT, INC. Date: November 26, 2003 /s/ Geraldine Blecker ______________________________ By: Geraldine Blecker Its: Chief Executive Officer Date: November 26, 2003 /s/ H. Martin DeFrank ______________________________ By: H. Martin DeFrank Its: Chief Financial Officer 16