10-Q/A

   1
- --------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q/A

[MARK ONE]
       [X]    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                FOR THE QUARTERLY PERIOD ENDED FEBRUARY 28, 1999

                                       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: 0-17597

                                  CONCAP, INC.
             (Exact name of registrant as specified in its charter)

                                                                     
(State or other Jurisdiction of incorporation or organization)         (I.R.S. Employer Identification No.)


                           TEXAS                                                     76-0252296

           (Address of principal executive offices)                                  (Zip Code)

                  3700 CRESTWOOD PARKWAY                                               30096
                        SUITE 1000
                        DULUTH, GA



               REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:
                                (770) 381-8089


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    No  X
                                      ---    ---

The number of shares of the issuer's class of capital stock as of February 28,
1999, the latest practicable date, is as follows: 11,869,000 shares of Common
Stock $.001 par value.



- --------------------------------------------------------------------------------


   2

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a)      The Following exhibits are
filed with this Report:

         Exhibit 27.1      Financial Data Schedule (For SEC use only).

 (b)     Reports to be filed on Form 8-K
         The Company filed a Current Report on Form 8-K, dated June 8, 1998,
         reporting its acquisition of Scanlan Music Corporation.

         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.

Date:    April 30, 1999                   By: /s/ Scott Schuster, President
                                              ----------------------------------
                                              Scott Schuster, President

EX-27.1

 

<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF CONCAP, INC. FOR THE THREE MONTHS ENDED FEBRUARY 28,
1999 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.

<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
       
                             
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          MAY-31-1999
<PERIOD-START>                             DEC-01-1998
<PERIOD-END>                               FEB-28-1999
<EXCHANGE-RATE>                                      1
<CASH>                                             105
<INT-BEARING-DEPOSITS>                               0
<FED-FUNDS-SOLD>                                     0
<TRADING-ASSETS>                                 1,823
<INVESTMENTS-HELD-FOR-SALE>                          0
<INVESTMENTS-CARRYING>                               0
<INVESTMENTS-MARKET>                                 0
<LOANS>                                              0
<ALLOWANCE>                                        (55)
<TOTAL-ASSETS>                                   1,873
<DEPOSITS>                                           0
<SHORT-TERM>                                         0
<LIABILITIES-OTHER>                              1,836
<LONG-TERM>                                         26
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                          0
<COMMON>                                             1
<OTHER-SE>                                          10
<TOTAL-LIABILITIES-AND-EQUITY>                   1,873
<INTEREST-LOAN>                                      0
<INTEREST-INVEST>                                    0
<INTEREST-OTHER>                                     0
<INTEREST-TOTAL>                                     0
<INTEREST-DEPOSIT>                                   0
<INTEREST-EXPENSE>                                   0
<INTEREST-INCOME-NET>                                0
<LOAN-LOSSES>                                        0
<SECURITIES-GAINS>                                   0
<EXPENSE-OTHER>                                      0
<INCOME-PRETAX>                                    (95)
<INCOME-PRE-EXTRAORDINARY>                           0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                       (95)
<EPS-PRIMARY>                                    0.008
<EPS-DILUTED>                                        0
<YIELD-ACTUAL>                                       0
<LOANS-NON>                                          0
<LOANS-PAST>                                         0
<LOANS-TROUBLED>                                     0
<LOANS-PROBLEM>                                      0
<ALLOWANCE-OPEN>                                     0
<CHARGE-OFFS>                                        0
<RECOVERIES>                                         0
<ALLOWANCE-CLOSE>                                    0
<ALLOWANCE-DOMESTIC>                                 0
<ALLOWANCE-FOREIGN>                                  0
<ALLOWANCE-UNALLOCATED>                              0