<PAGE>

                   U.S. Securities and Exchange Commission

                            Washington, D.C. 20549

                              Amendment No. 1 to
                                 Form 10-KSB/A

                   ANNUAL REPORT UNDER SECTION 13 or 15(d)
                    OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended                      Commission file number  1-13890
December 31, 1996


                    BUREAU OF ELECTRONIC PUBLISHING, INC.
                ----------------------------------------------
                (Name of small business issuer in its charter)

                Delaware                              22-2894444
      (State or other jurisdiction                    (I.R.S. Employer
       of incorporation or organization)              Identification No.)

          745 Alexander Road, Princeton, New Jersey     08540
         ------------------------------------------------------
          (Address of principal executive offices)    (Zip Code)

                               (609) 514-1600
                             ------------------
                         (Issuer's telephone number,
                            including area code)

           619 Alexander Road, Princeton, New Jersey   08540
         ------------------------------------------------------
          (Former Name, Former Address and Former    (Zip Code)
           Fiscal Year, if changed since last report)

Securities registered under Section 12 (b) of the Exchange Act:

Title of each Class                Name of each exchange on which registered
-------------------                -----------------------------------------

Common Stock, par value $.001 per share  NASDAQ SmallCap & Boston Stock Exchange
---------------------------------------  ---------------------------------------

Redeemable Common Stock                  NASDAQ SmallCap & Boston Stock Exchange
Purchase Warrants 
---------------------------------------  ---------------------------------------
Securities registered under Section 12 (g) of the Exchange Act:

                   Common Stock, par value $.001 per share
                   ---------------------------------------
                               (Title of Class)

                  Redeemable Common Stock Purchase Warrants
                  -----------------------------------------
                               (Title of Class)

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     Check whether 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.

                                 X
                           Yes ______           No _____

     Check if there is no disclosure of delinquent filers in response to Item
405 of Regulation S-B contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this form 10-KSB. [ ]

     The issuer's revenues for the fiscal year ended December 31, 1996 were
$553,566.

     The aggregate market value of the voting stock held by non-affiliates
computed by reference to the closing price of the stock on April 10, 1997, was
$4,211,900.

     The number of shares of the issuer's Common Stock, par value $.001 per
share, outstanding as of April 1, 1997 was 4,647,619. The number of the issuer's
redeemable Common Stock Purchase Warrants outstanding as of April 1, 1997 was
1,340,476.

     Transitional Small Business Disclosure Format  (check one):

                 Yes _________              No    X
                                               ______  

     Documents Incorporated By Reference.  See Index to Exhibits.
     ____________________________________


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Item 7. Financial Statements

This Amendment No. 1 to the Company's annual report on Form 10-KSB/A is being
filed to replace pages F-2 and F-14 of the Financial Statements in their
entirety with the new pages set forth hereinafter.


                                  SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                  BUREAU OF ELECTRONIC PUBLISHING, INC.


Date:  April 18, 1997             By:         /s/ J. S. Pan
                                         -------------------------
                                         J. S. Pan, Vice President


In accordance with the Exchange Act, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.

      Signature and Title                                        Date
      -------------------                                        ----

By:    /s/ J. S. Pan                                         April 18, 1997
      ----------------
      Name:  J. S. Pan
      Title: Vice President and Chief Financial Officer 
             and a Director


By:   /s/ Jin Shan                                           April 18, 1997
     ------------------
     Name:  Jin Shan
            Chief Executive Officer


By:   /s/ Bryan Finkel                                       April 18, 1997
     -------------------
     Name:  Bryan Finkel
            Director
                                      
                                      11

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                   REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
                   ----------------------------------------



To the Shareholders of

   Bureau of Electronic Publishing, Inc.:

We have audited the accompanying balance sheets of the Bureau of Electronic
Publishing, Inc. (a Delaware corporation) as of December 31, 1996 and 1995, and
the related statements of operations, changes in shareholders' equity and cash
flows for each of the two years in the period ended December 31, 1996. These
financial statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of the Bureau of Electronic
Publishing, Inc. as of December 31, 1996 and 1995, and the results of its
operations, and its cash flows for each of the two years in the period ended
December 31, 1996 in conformity with generally accepted accounting principles.



                                             ARTHUR ANDERSEN LLP


Roseland, New Jersey
March 27, 1997, except for Note (9)
as to which date is April 17, 1997

                                     F-2

      the increase in authorized Common Stock in the near future. Prior to this
      transaction the Company had approximately 4,650,000 shares of Common Stock
      outstanding. As a result of the Merger, PCG became a wholly owned
      subsidiary of the Company and the stockholders of PCG acquired control of
      a substantial majority of the voting stock of the Company.

                                     F-13

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      On January 23, 1997, all other directors and officers of the Company
      resigned. As a result of the Merger, control of the Company has
      effectively passed to the stockholders of PCG. The only stockholder
      holding more than 5% of the total voting stock (Common Stock and Series A,
      B, and C Preferred Stock) of the Company is the Company's new 
      Chairman-elect, who holds approximately 69.8% of the total voting stock 
      of the Company. Together the former stockholders of PCG, including the 
      Chairman, hold an aggregate of approximately 93.1% of the Company's total 
      voting stock.

      The Joint Venture has succeeded to the business of manufacturing and sale
      of PTA originally conducted by Plant No. 1. Plant No. 1 is principally
      engaged in the manufacture of PTA for further processing by other
      production units of JCF into polyester chip, film, staple and filament. A
      small portion of PTA is produced for sale to third parties. Pursuant to
      the Joint Venture Agreement, the Company is required to pay $14,955,000 in
      cash as its capital contribution for 51% of the equity interests in the
      Joint Venture. In the event that the capital contribution is not paid
      within three years of the formation of the joint venture, for whatever
      reason including the lack of ability to finance, the Company may forfeit
      its claim on its equity interests in the Joint Venture. JCF owns 49% of
      the equity interests in the Joint Venture and has contributed part of its
      production facilities and other assets including certain plant and
      equipment of the No. 1 Plant to the Joint Venture as its capital
      contribution. In addition, JCF has leased to the Joint Venture certain
      other production assets of No. 1 Plant.

      The following summarized financial information relates to the Joint
      Venture's operations as of and for the year ended December 31, 1996:

                  Sales                              $____0_____
                  Gross (Loss)                        (58,451,000)
                  Net (Loss)                          (60,636,000)
                  Current Assets                        7,567,000
                  Current Liabilities                   7,579,000
                  Total Assets                         55,137,000
                  Net Equity                         $ 47,558,000

      In connection with the Merger, the Company is carrying out a private
      placement to obtain funds to be used in the operations of the Joint
      Venture, to defray costs of the Merger and to partially meet its
      obligations to make capital contributions to the Joint Venture. To date,
      the Company has issued 18.5 shares of Series B Preferred Stock and 500,000
      shares of Series C Preferred Stock. Each share of Series B Preferred Stock

      is automatically convertible into 100,000 shares of the Company's Common
      Stock one year after issuance. The Series B Preferred Stock is also
      convertible at a price per share which is equal to the lesser of (i) $1.00
      or (ii) 75% of the average of the closing bid price of one share of Common
      Stock during the last five trading days immediately prior to the date of
      such conversion. Conversions are also subject to an increase in the number
      of authorized shares of Common Stock to 300,000,000. Each share of Series
      B Preferred Stock also has a preference of $100,000 per share in the event
      of liquidation. Each share of Series C Preferred Stock is convertible into
      two shares of the Company's Common Stock at $.50 per share when the number
      of authorized shares of the Company's Common Stock is increased to
      300,000,000, has one vote per share and votes with the Common Stock as one
      class, and has a preference of $1.00 per share in the event of
      liquidation. To date, the Company has received total proceeds of
      $2,050,000 from the private placement.

                                     F-14