<PAGE>   1
                     U.S. SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 10-Q/A

                                 AMENDMENT NO. 1

           |X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934
                 For the Fiscal Quarter Ended September 30, 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 0-26756

                                GEOGRAPHICS, INC.
             (Exact Name of Registrant as Specified in Its Charter)
                                ----------------
              WYOMING                                87-0305614
     (State or Other Jurisdiction                   (I.R.S. Employer
      Incorporation or Organization)                Identification No.)

            1555 ODELL ROAD, P. O. BOX 1750, BLAINE, WASHINGTON 98231
              (Address and Zip Code of Principal Executive Offices)

        Registrant's Telephone Number, Including Area Code (360) 332-6711
                                ----------------

        Securities registered pursuant to Section 12(b) of the Act: NONE

         Securities registered under Section 12(g) of the Exchange Act:
                           Common stock, no par value

Indicate by checkmark 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 aggregate market value of the common stock held by nonaffiliates of the
registrant as of November 1, 1999 was $13,502,032 based on a closing sales price
of $0.53125 per share on the NASDAQ OTC Bulletin Board on such date.

    The number of shares outstanding of the registrant's common stock, no par
value, as of November 1, 1999 was 25,415,589.

                      DOCUMENTS INCORPORATED BY REFERENCE.
                                      NONE

<PAGE>   2

                                EXPLANATORY NOTE

Geographics, Inc. (the "Company") has determined to restate its annual
consolidated financial statements and its condensed consolidated quarterly
financial statements for the fiscal year ending March 31, 1999, and condensed
consolidated quarterly financial statements for the interim quarters of fiscal
2000. This amendment includes in Item 1 such restated condensed consolidated
financial statements for the three and six months ended September 30, 1999, and
other information relating to such restated condensed consolidated financial
statements. Item 2 includes the Company's amended and restated discussion and
analysis of financial condition and results of operations.

Except for Items 1 and 2 and Exhibits 11 and 27.1, no other information included
in the original report on Form 10-Q is amended by this amendment, and such
information is not included as part of this Amendment. For current information
regarding risks, uncertainties and other factors that may affect the Company's
future performance, please see "Outlook: Issues and Uncertainties" included in
Item 7 of the Company's Annual Report on Form 10-K for the year ended March 31,
2000.











<PAGE>   3

<TABLE>

                                TABLE OF CONTENTS

                                                                                                                      PAGE

<S>                                                                                                                   <C>
PART I  - FINANCIAL INFORMATION..........................................................................................1

          ITEM 1.  FINANCIAL STATEMENTS..................................................................................1

          ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.................1

                   FORWARD-LOOKING STATEMENTS............................................................................1

                   RESULTS OF OPERATIONS.................................................................................2

                   LIQUIDITY AND CAPITAL RESOURCES.......................................................................3

          ITEM 3.  QUANTATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK...............................................4

PART II - OTHER INFORMATION..............................................................................................4

          ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS.............................................................4

          ITEM 5 - OTHER INFORMATION.....................................................................................5

          ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K......................................................................5

SIGNATURE................................................................................................................6
</TABLE>

                                       -i-



<PAGE>   4



                            PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

         Geographics, Inc. (the "Company" or "Geographics") has attached to this
Report and by this reference incorporated herein the consolidated balance sheets
as of September 30, 1999 (unaudited) and March 31, 1999 (audited), the unaudited
statements of operations for the three months ended September 30, 1999 and
September 30, 1998, and the unaudited consolidated statements of cash flows for
the three months ended September 30, 1999 and September 30, 1998, together with
the notes thereto.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

         The following discussion should be read in conjunction with the
consolidated financial statements of the Company and the notes thereto appearing
elsewhere in this Report.

FORWARD-LOOKING STATEMENTS

         Statements herein concerning expectations for the future constitute
forward-looking statements which are subject to a number of known and unknown
risks, uncertainties and other factors which might cause actual results to
differ materially from those expressed or implied by such forward-looking
statements. Forward-looking statements herein include, but are not limited to,
those concerning anticipated growth in the preprint paper market; anticipated
growth in the Company's sales; anticipated growth in sales of specialty paper
products as a percentage of revenue; the Company's ability to increase its
market share within the preprint industry; the ability of the Company to
successfully implement price changes for the Company's products when and as
needed; trends relating to the Company's profitability and gross profits
margins; the ability of the Company to implement, or modify its management
information system, adequately to meet operations requirements in the future and
to improve its internal controls; and the ability of the Company to refinance
its existing revolving credit facility and to raise additional debt or equity
financing sufficient to meet its working capital requirements.

         Relevant risks and uncertainties include, but are not limited to,
slower than anticipated growth of the preprint paper market; loss of certain key
customers; insufficient consumer acceptance of the Company's specialty paper
products; unanticipated actions, including price reductions, by the Company's
competitors; unanticipated increases in the costs of raw materials used to
produce the Company's products; supply terms, reliable and immediately available
raw material supply and other favorable terms with certain key vendors, greater
than expected costs incurred in connection with the implementation of a
management information system; failure to realize expected economic efficiencies
of the Company's automated production system; the inability to hire and retain
key personnel; unexpected increases in the overall costs of production as a
result of collective bargaining arrangements; and inability to secure additional
working capital when and as needed. Additional risks and uncertainties include
those described under "Risk Factors" in Part I of the Company's Annual Report on
Form 10-K for the year ended March 31, 1999 and those described from time to
time in the Company's other filings with the Securities and Exchange Commission,
press releases and other communications. All forward looking statements
contained in this Report reflect the Company's expectations at the time of this
Report only, and the Company disclaims any responsibility to revise or update
any such forward-looking statement except as may be required law.

                                       -1-

<PAGE>   5

RESULTS OF OPERATIONS

Three Months Ended September 30, 1999 vs. Three Months Ended September 30, 1998

         NET SALES. Net sales increased 41.5 % to $7,035,426 in the quarter
ended September 30, 1999 from $4,971,023 in the quarter ended September 30,
1998. The increase was attributable to new business generated from Sam's Club,
an increase in the Company's seasonal programs, and significantly higher sales
in Europe, which increased 48.2% from fiscal 1999. In addition, the Company made
higher accruals for customer program costs and credits ($1,521,694 or 13.5% of
gross sales for the quarter ended September 30, 1999 compared to $707,172 or
12.5% of gross sales for the quarter ended September 30, 1998). The Company's
new management has adopted a philosophy to accrue the realistic amounts due
under our customer programs throughout the year to better reflect anticipated
results.

         GROSS MARGIN. Gross margin as a percentage of gross sales decreased to
25.0% in the quarter ended September 30, 1999, from 34.5% in the same period in
fiscal 1999. The lower gross margin percentage is attributable to the lower net
sales as a result of the accruals of customer program costs, an increase in the
cost of the Company's paper (4.43%) and supplies, and an increase in freight,
primarily due to an increase in freight accruals, and shipping costs. Management
is continuing to implement ways to improve manufacturing efficiency.

         SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. While selling, general
and administrative expenses increased to $1,900,885 in the quarter ended
September 30, 1999 from $1,649,800 in the same period in fiscal 1999, the
Company saw a decrease in these expenses on a percentage of sales basis to 27%
in the quarter ended September 30, 1999 from 33.2% during the quarter ended
September 30, 1998. The increase is primarily attributable to an increase in
administrative salaries ($52,527) and travel expenses ($50,030).

         OTHER INCOME (EXPENSE). Other income for the quarter ended September
30, 1999 amounted to $137,279 compared to other expense of $24,641 for the
quarter ended September 30, 1998. The change is due to the income recognized
from favorable settlements of amounts owed to vendors.

         INTEREST EXPENSE. Interest expense decreased to $183,824 (2.3% of gross
sales) during the quarter ended September 30, 1999, compared to $270,429 (5.1%
of gross sales) during the same period in fiscal 1999. The lower interest costs
were caused by a decrease in borrowings of the Company which were refinanced
with the proceeds from the private placement of the Company's common stock. See
"Liquidity and Capital Resources."

Six Months Ended September 30, 1999 vs. Six Months Ended September 30, 1998

         NET SALES. Net sales increased 11.9% to $12,01,90 in the six months
ended September 30, 1999 from $10,764,864 in the six months ended September 30,
1998. The increase was attributable to new business generated from Sam's Club
and an increase in the Company's seasonal programs. In addition, the Company
made higher accruals for customer program costs and credits ($1,634,054 or 11.9%
of gross sales for the six months ended September 30, 1999 compared to
$1,078,808 or 9.1% of gross sales for the six months ended September 30, 1998).
The Company's new management has adopted a philosophy to accrue the realistic
amounts due under our customer programs throughout the year to better reflect
anticipated results.

         GROSS MARGIN. Gross margin as a percentage of gross sales decreased to
25.9% in the six months ended September 30, 1999, from 35.1% in the same period
in fiscal 1999. The lower gross margin percentage is attributable to the lower
net sales as a result of the accruals of customer program

                                       -2-

<PAGE>   6

costs, an increase in the cost of the Company's paper, wages and supplies, and
an increase in freight, primarily due to an increase in freight accruals, and
shipping costs.

         SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. Selling, general and
administrative expenses decreased to $3,349,808 (24.5% of gross sales) during
the six months ended September 30, 1999 from $3,586,953 (30.3% of gross sales)
in the same period in fiscal 1999. The decrease is primarily attributable to a
decrease in consulting ($260,000) and legal expenses ($65,000).

         OTHER INCOME (EXPENSE). Other income for the six months ended September
30, 1999 amounted to $309,671 compared to other expense of $40,214 for the six
months ended September 30, 1998. The change is due to the income recognized from
favorable settlements of amounts owed to vendors.

         INTEREST EXPENSE. Interest expense decreased to $421,569 (3.1% of gross
sales) during the six months ended September 30, 1999, compared to $607,910
(5.1% of gross sales) during the same period in fiscal 1999. The lower interest
costs were caused by a decrease in borrowings of the Company which were
refinanced with the proceeds from the private placement of the Company's common
stock. See "Liquidity and Capital Resources."

LIQUIDITY AND CAPITAL RESOURCES

         As a result of the rapid growth of the Company's specialty papers
group, capital expenditures relating to the purchase and installation of an
automated production system and a management information system, prior year
operating losses, the Company has required substantial external working capital.
The Company has previously experienced working capital shortfalls, which
required the Company to delay payments to certain vendors, institute internal
cost reduction measures and take other steps to conserve operating capital. The
recapitalization currently in process has alleviated part of this problem. For
the year ended March 31, 1999, operating losses totaled $3,096,106, however the
Company experienced positive operating cash flows of $1,554,310.

         At the date of this Report, the Company's only available source of
working capital consisted of borrowings available under its revolving credit
facility. The revolving credit facility permits borrowings of up to $5.5 million
subject to a borrowing base limitation of 70% of the value of the Company's
eligible accounts and 55% of the value of its inventory, net of certain
reserves. Borrowings under the facility bear interest at the prime rate and are
secured by substantially all of the Company's assets. Under the terms of the
facility, the Company is required to comply with a number of financial covenants
relating to, among other things, the maintenance of minimum net worth,
debt-to-equity ratios and cash flow coverage ratios.

         The Company failed to comply with the net worth, debt-to-equity ratios
and cash flow coverage ratios under the revolving credit facility. The Company's
lender has also provided the Company with several mortgage loans and equipment
loans, and the existence of the defaults under the revolving credit facility
constitutes default under these other loans. The report of the Company's
auditors included in this Report states that the Company's fiscal 1999 and 1998
losses and non-compliance with covenants under its revolving credit facility
raise substantial doubt about the Company's ability to continue as a going
concern.

         In September of 1999, the Company secured agreement from its principal
lender to extend the seventh forbearance agreement until November 15, 1999. As a
result of new capital raised and favorable changes in management and operations,
the Company has received and accepted a banking proposal with US Bank,
Milwaukee, Wisconsin to refinance the Company's debt arrangements. As of the
date of this Report, Geographics has received over $4,700,000 in a private
placement of common stock, with proceeds to the Company at $0.30 per share,
which included significant investments from Messrs.

                                       -3-

<PAGE>   7

William T. Graham, Director and Executive Vice President of the Company, and
James L. Dorman, Director, Chairman and Chief Executive Officer of the Company,
and their respective affiliates. Further, the Company has engaged Culverwell &
Co., Inc. of Boston, Massachusetts to use their best efforts to raise an
additional $3,000,000 in a private placement of common stock, with net proceeds
to the Company of $0.30 per share. The offering prices were determined after
giving effect to minority discounts, and the fact that the new investors are
receiving unregistered securities. Upon successful refinancing, the Company
intends to eliminate all bank term loans and the defaults associated with those
loans. The Company estimates that the effect of the Company's recapitalization
plan will result in a decrease in interest expense over $600,000 on an
annualized basis. Management anticipates that the recapitalization plan will be
completed during the third fiscal quarter.

ITEM 3.  QUANTATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

         Substantially all of the revenue and operating expenses of the
Company's foreign subsidiaries are denominated in local currencies and
translated into US dollars at rates of exchange approximating those existing at
the date of the transactions. Foreign currency translation impacts primarily
revenue and operating expenses as a result of foreign exchange rate
fluctuations. The Company's foreign currency transaction risk is primarily
limited to amounts receivable from its foreign subsidiaries, which are
denominated in local currencies. To minimize foreign currency transaction risk,
the Company ensures that its foreign subsidiaries remit amounts to the U.S.
parent in a timely manner. The Company does not currently utilize foreign
currency hedging contracts.

         The Company also has foreign exchange translation exposures resulting
from the translation of foreign currency-denominated earnings into U.S. dollars
in the Company's consolidated financial statements. Foreign currency transaction
exposure arises when an operating unit transacts business denominated in a
currency that is not its own functional currency. The Company's transaction
risks are attributable primarily to inventory purchases from third party
vendors. The introduction of the Euro has significantly reduced such risks, and
transaction exposures on an overall basis are not material.

         If the U.S. dollar uniformly increases in strength by 3% in fiscal year
2000 relative to the currencies in which the Company's sales are denominated,
income before taxes would decrease by $55,000 for the quarter ended September
30, 1999. This calculation assumes that each exchange rate would change in the
same direction relative to the U.S. dollar. In addition to the direct effects of
changes in exchange rates, which are a changed dollar value of the resulting
sales, changes in exchange rates also affect the volume of sales or the foreign
currency sales price as competitors' products become more or less attractive.
The Company's sensitivity analysis of the effects of changes in foreign currency
exchange rates does not factor in a potential change in sales levels or local
currency prices.

                           PART II - OTHER INFORMATION

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

Sales Of Unregistered Securities

         During the quarter ended September 30, 1999, the Company issued
15,558,337 shares of common stock in a private placement at $.30 per share,
pursuant to an exemption from registration under Sections 4(2) and 4(6) of the
Securities Act of 1933, as amended, and Rule 506 promulgated thereunder. The
following officers and directors of the Company purchased shares pursuant to the
offering:

                                       -4-

<PAGE>   8

<TABLE>
<CAPTION>


NAME                                   POSITION                                                                SHARES
----                                   --------                                                                ------
<S>                                    <C>                                                                  <C>
William T. Graham                      Director and Executive Vice President                                2,000,000
James L. Dorman                        Chairman and Chief Executive Officer                                   956,178
C. Joseph Barnette                     Director                                                               170,000
John G. Rossmiller                     Chief Operating Officer                                                150,000
Jeffrey M. Kildow                      Vice President - Sales                                                 133,333
David Schenker                         Vice President - Sales                                                 133,333
                                                                                                              -------
Total                                                                                                       3,542,844
                                                                                                            =========
</TABLE>


The balance of the shares were issued to accredited investors who had been
solicited by officers and directors of the Company. Further, the Company has
engaged Culverwell & Co., Inc. of Boston, Massachusetts to use their best
efforts to raise an additional $3,000,000 in a private placement of common
stock, with net proceeds to the Company of $0.30 per share. See "Liquidity and
Capital Resources." The private placement offering remains open, and the Company
expects to receive additional commitments above and beyond what has been
received and issued as of the date of this report.

ITEM 5 - OTHER INFORMATION

Refinancing Plan

         The Company has accepted a proposal from US Bank Milwaukee, Wisconsin,
to refinance its bank debt. US Bank has agreed to extend to the Company a
$7,500,000 credit facility governed by various borrowing base restrictions and
other financial covenants. Upon successful refinancing, the Company intends to
eliminate all bank term loans and the defaults associated with those loans. The
Company expects to complete the refinancing during the third fiscal quarter.

New Products

         The Company has entered into an exclusive distribution arrangement in
the United States, Canada and Mexico for a new line of easy to assemble plastic
file cabinet and storage drawer products.

         The Company also intends to introduce a line of fine writing papers
during the third quarter to complement our current paper products and appeal to
the small business segment of our markets.

         Management believes that sales pending from these products will enhance
the Company's financial results.

Business Process and Controls Review

         During the second quarter, the Company engaged KPMG Vancouver British
Columbia ("KPMG") to review its business processes and controls. KPMG completed
the review and supplied management with recommendations to enhance the Company's
internal control systems. Management is taking steps to address the control
weaknesses identified by KPMG and disclosed in previous public filings.

ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K

         (a)      Exhibits.

                  10.1     Selling Agent Agreement dated as of October 5, 1999,
                           between the Company and Culverwell & Co., Inc., filed
                           herewith.

                                       -5-

<PAGE>   9

                  10.2     Amendment to Selling Agent Agreement dated as of
                           October 14, 1999, between the Company and Culverwell
                           & Co., Inc.

                  10.3     Commitment Letter from US Bank dated October 19,
                           1999.

                  27.1     Financial Data Schedule for the quarter ended
                           September 30, 1999.

         (b)      There were no reports on Form 8-K filed during the quarter
ended September 30, 1999.

SIGNATURE

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this Amendment No. 1 on form 10-Q/A
to be signed on its behalf by the undersigned, thereunto duly authorized on this
7th day of August, 2000.

        GEOGRAPHICS, INC.

        By: /s/ James L. Dorman
            -------------------------------------
            James L. Dorman
            President and Chief Executive Officer


        By: /s/ Daniel J. Regan
            -------------------------------------
            Daniel J. Regan
            Vice President and Chief Financial Officer












                                       -6-

<PAGE>   10



                                GEOGRAPHICS, INC.
                                    FORM 10-Q
                                  EXHIBIT INDEX
                    FOR THE QUARTER ENDED SEPTEMBER 30, 1999




Exhibit
Number

27.1              Financial Data Schedule












<PAGE>   11

                                    GEOGRAPHICS, INC
                               CONSOLIDATED BALANCE SHEET
                       AS OF SEPTEMBER 30, 1999 AND MARCH 31, 1999
                                       (UNAUDITED)

                                         ASSETS

<TABLE>
<CAPTION>

                                                                                    SEPTEMBER 30, 1999               MARCH 31, 1999
                                                                                  ---------------------            -----------------
                                                                                        RESTATED                         RESTATED
                                                                                        (NOTE 2)                         (NOTE 2)
<S>                                                                             <C>                          <C>
CURRENT ASSETS

 Cash                                                                                      $  168,549                   $  130,967
 Accounts receivable
  Trade receivables, net                                                                    4,708,327                    3,048,755
  Other receivables                                                                           133,700                      261,091
 Inventory, net of allowance for obsolete inventory of
  $644,000 and $862,000 at September 30 and March 31, 1999 respectively                     4,023,553                    3,532,684
 Prepaid expenses, deposits, and other current assets                                         579,935                      853,357
                                                                                ---------------------        ---------------------
  Total current assets                                                                      9,614,064                    7,826,854

PROPERTY, PLANT AND EQUIPMENT, NET                                                          9,598,314                    9,945,634

OTHER ASSETS                                                                                  763,122                      367,501
                                                                                ---------------------        ---------------------

TOTAL ASSETS                                                                             $ 19,975,500                $  18,139,989
                                                                                =====================        =====================

                          LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
 Bank overdrafts                                                                            $ 167,275                    $ 253,425
 Note payable to bank                                                                       3,406,993                    4,896,912
 Accounts payable                                                                           3,681,100                    2,961,079
 Accrued liabilities                                                                        1,851,181                    2,896,332
 Current portion of long-term debt                                                          3,122,038                    3,072,601
                                                                                ---------------------        ---------------------
  Total current liabilities                                                                12,228,587                   14,080,349

LONG-TERM DEBT                                                                              3,034,188                    3,776,432
                                                                                ---------------------        ---------------------

  Total liabilities                                                                        15,262,775                   17,856,781
                                                                                ---------------------        ---------------------

STOCKHOLDERS' EQUITY
 No par common stock - 100,000,000 authorized, 25,415,589 and 9,857,252
  issued and outstanding at September 30 and March 31, 1999 respectively                   20,169,946                   15,769,018
 Accumulated other comprehensive income                                                      (211,326)                    (157,223)
 Accumulated deficit                                                                      (15,245,895)                 (15,328,587)
                                                                                ---------------------        ---------------------
  Total stockholders' equity                                                                4,712,725                      283,208
                                                                                ---------------------        ---------------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)                                    $  19,975,500                $  18,139,989
                                                                                =====================        =====================
</TABLE>

                                       F-1

<PAGE>   12

                      GEOGRAPHICS, INC
            Consolidated Statement of Operations
                        (Unaudited)

<TABLE>
<CAPTION>

                                                                  THREE MONTHS ENDED               SIX MONTHS ENDED
                                                                     SEPTEMBER 30,                   SEPTEMBER 30,
                                                                 1999           1998             1999            1998
                                                             -------------  --------------  ---------------  --------------
                                                               RESTATED       RESTATED         RESTATED        RESTATED
                                                               (NOTE 2)        (NOTE 2)        (NOTE 2)         (NOTE 2)

<S>                                                          <C>            <C>             <C>              <C>
SALES                                                          $ 8,130,428      $5,678,204      $13,675,844    $ 11,843,672
 Allowances and Credits                                           (642,808)       (351,678)        (929,917)       (622,908)
 Sales Returns                                                    (452,194)       (355,494)        (704,137)       (455,900)
                                                             -------------  --------------  ---------------  --------------
  Net Sales                                                      7,035,426       4,971,032       12,041,790      10,764,864

COST OF SALES                                                    5,002,103       3,013,726        8,498,472       6,605,521
                                                             -------------  --------------  ---------------  --------------

 Gross Margin                                                    2,033,323       1,957,306        3,543,318       4,159,343

S.G.& A. EXPENSES                                                1,900,885       1,649,800        3,349,808       3,586,953
                                                             -------------  --------------  ---------------  --------------

 Operating Income (Loss)                                           132,438         307,506          193,510         572,390

OTHER INCOME (EXPENSE)
 Interest Expense                                                 (183,824)       (270,430)        (421,569)       (607,910)
 Other Income (Expense)                                            137,279         (24,641)         309,671         (40,214)
                                                             -------------  --------------  ---------------  --------------
  Total Other Income (Expense)                                     (46,545)       (295,071)        (111,898)       (648,124)

NET INCOME (LOSS) FROM CONTINUING OPERATIONS                        85,893          12,435           81,612         (75,734)

DISCONTINUED OPERATIONS
  Income from and gain on disposal of Core Business                      -               -                -       5,510,762
                                                             -------------  --------------  ---------------  --------------

NET INCOME (LOSS)                                                $  85,893       $  12,435        $  81,612     $ 5,435,028
                                                             =============  ==============  ===============  ==============

EARNINGS PER COMMON AND COMMON EQUIVALENT SHARE
 Basic                                                           $   0.01        $    0.00        $    0.01         $  0.55
                                                             =============  ==============  ===============  ==============
 Diluted                                                         $    0.01       $    0.00        $    0.01         $  0.55
                                                             =============  ==============  ===============  ==============

SHARES USED IN COMPUTING EARNINGS PER COMMON AND
 COMMON EQUIVALENT SHARE
 Basic                                                          15,043,364       9,857,252       12,450,308       9,857,252
                                                             =============  ==============  ===============  ==============
 Diluted                                                        15,422,953       9,857,252       12,829,897       9,857,252
                                                             =============  ==============  ===============  ==============
</TABLE>


                                       F-2

<PAGE>   13
                               GEOGRAPHICS, INC.
                      Consolidated Statement of Cash Flows
                                  (Unaudited)
<TABLE>
<CAPTION>

                                                                                      SIX MONTHS ENDED
                                                                           SEPTEMBER 30,              SEPTEMBER 30,
                                                                                1999                    1998
                                                                       ----------------------     -------------------
                                                                            RESTATED                   RESTATED
                                                                            (NOTE 2)                   (NOTE 2)
<S>                                                                    <C>                        <C>
CASH FLOWS FROM OPERATING ACTIVITIES
 Net income                                                                          $ 81,612             $ 5,435,028
Adjustments to reconcile net income (loss) to net
cash flows from operating activities
 Depreciation and amortization                                                        652,148                 888,177
 (Gain) loss on sale/disposal of property and equipment                                 1,770                       -
Changes in noncash operating assets and liabilities
 Trade receivables                                                                 (1,659,572)                (89,411)
 Other receivables                                                                    127,391                (123,287)
 Inventory                                                                           (490,869)              1,328,714
 Prepaid expenses, deposits and current assets                                        273,422                  10,668
 Accounts payable                                                                     720,021                (178,927)
 Accrued liabilities                                                               (1,037,222)               (109,741)
                                                                       ----------------------     -------------------
  Net cash flows from operating activities                                         (1,331,299)              7,161,222
                                                                       ----------------------     -------------------

CASH FLOWS FROM FINANCING ACTIVITIES
 Decrease in bank overdrafts                                                          (93,150)                (69,527)
 Net borrowings on note payable to bank                                            (1,489,919)             (6,423,408)
 Repayment of long-term debt                                                         (692,807)               (668,565)
 Proceeds from notes payable to officers and directors                                100,000                       -
 Repayment of notes payable to officers and directors                                (100,000)                      -
 Proceeds from the issuance of common stock                                         4,200,648                       -
 Proceeds from the issuance of common stock for assets                                200,280                       -
 Net change, foreign currency translation                                             (54,102)                (33,898)
                                                                       ----------------------     -------------------
  Net cash flows from financing activities                                          2,070,950              (7,195,398)

CASH FLOWS FROM INVESTING ACTIVITIES
 Purchase of plant and equipment                                                     (160,738)                (76,508)
 Purchase of Innovative Storage Design Assets                                        (261,163)                      -
 Increase in other assets                                                            (280,168)                      -
                                                                       ----------------------     -------------------
  Net cash flows from investing activities                                           (702,069)                (76,508)
                                                                       ----------------------     -------------------
NET CHANGE IN CASH                                                                     37,582                (110,684)
CASH, BEGINNING OF PERIOD                                                             130,967                 316,078
                                                                       ----------------------     -------------------
CASH, END OF PERIOD                                                                $  168,549               $ 205,394
                                                                       ======================     ===================
</TABLE>

                                      F-3

<PAGE>   14

NOTE 1- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         The accompanying interim unaudited consolidated financial statements of
Geographics, Inc. (the "Company" or "Geographics") have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions to Form 10-Q and Article 10 of Regulation
S-X. Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles for complete financial
statements. In the opinion of management, such interim statements reflect all
adjustments (consisting of normal recurring accruals) necessary to present
fairly the financial position and the results of operations and cash flows for
the interim periods presented. The results of operations for these interim
periods are not necessarily indicative of the results to be expected for the
full year. These statements should be read in conjunction with the audited
consolidated financial statements and footnotes included in the Company's
consolidated financial statements and notes thereto for the fiscal year ended
March 31, 1999.

         The consolidated financial statements include the accounts of
Geographics and its wholly-owned subsidiaries: Geographics Marketing Canada
Inc., Geographics (Europe) Limited and Geographics Australia, Pty. Limited. All
intercompany balances and transactions have been eliminated.







                                   F-4

<PAGE>   15


NOTE 2- RESTATEMENT AND RECLASSIFICATIONS

The Company has determined to restate its annual consolidated financial
statements and its quarterly condensed consolidated financial statements for the
years ended March 31, 1999 and 1998, and interim quarters of 2000. The following
sets forth the effect and explanation of these adjustments and
reclassifications:

<TABLE>
<CAPTION>

                                                      AS PREVIOUSLY                                             AS
                                                        REPORTED          ADJUSTMENTS                         RESTATED
                                                        --------          -----------                         --------
<S>                                                  <C>             <C>                                    <C>
AT SEPTEMBER 30, 1999:

       Accounts receivable, net                      $   4,847,099   $      (138,772) (a)(b)                $    4,708,327
       Current assets                                    9,752,836          (138,772) (a)(b)(c)                  9,614,064
       Total Assets                                     20,114,272          (138,772)                           19,975,500
                                                                                                                         -
       Accrued Liabilities                               1,626,655           224,526  (d)(e)                     1,851,181
       Current Liabilities                              12,004,061           224,526  (d)(e)                    12,228,587
       Total Liabilities                                15,038,249           224,526  (d)(e)                    15,262,775
       Accumulated Deficit                             (14,882,597)         (363,298) (a)(c)(d)(e)             (15,245,895)
       Stockholders' Equity                              5,076,023          (363,298) (a)(c)(d)(e)               4,712,725
       Total Liabilities and Stockholders' Equity    $  20,114,272   $      (138,772)                       $   19,975,500

<CAPTION>

                                                      AS PREVIOUSLY    ADJUSTMENTS AND                          AS
                                                        REPORTED      RECLASSIFICATIONS                      RESTATED
                                                        --------      -----------------                      --------
<S>                                                   <C>            <C>                                   <C>
FOR THE QUARTER ENDED SEPTEMBER 30, 1999:

       Net sales                                        $  6,592,301 $  443,125 (b)(d)(f)                  $ 7,035,426
       Gross Margin                                        1,590,198 $  443,125 (b)(c)(d)(f)(g)              2,033,323
       Selling, General and Administrative Expenses        1,457,760 $  443,125 (b)(c)(d)(f)(g)              1,900,885

FOR THE SIX MONTHS ENDED SEPTEMBER 30, 1999:

       Net sales                                        $ 11,092,219 $  949,571 (b)(d)(f)                  $12,041,790
       Gross Margin                                     $  2,593,747 $  949,571 (b)(c)(d)(f)(g)            $ 3,543,318
       Selling, General and Administrative Expenses     $  2,575,865 $  753,943 (b)(c)(d)(f)(g)            $ 3,329,808
       Income (loss) from Operations                    $     17,882 $  195,628 (b)(c)(d)(f)(g)            $   213,510
       Net Income (loss)                                $    (94,016)$  195,628 (b)(c)(d)(f)(g)            $  (101,612)
       Net Income(Loss) Per Share                       $      (0.01)$     0.02                            $      0.01
</TABLE>

(a)      In preparing its prior financial statements, Geographics relied on
         information of a former sales manager. Geographics later discovered
         that this former sales manager, who has since been terminated, failed
         to correctly identify the amount of sales returns that were due a
         particular customer. This resulted in an understatement of sales
         returns for the years ended March 31, 1998 and 1999 of $19,201 and
         119,571, respectively.
 (b)     Geomarketing Canada ("GMC"), a wholly-owned subsidiary of Geographics,
         is required to pay Canadian goods and services tax on the value of
         items sold in Canada. However, subsequent to June 30, 1999, Geographics
         discovered that GMC was declaring the goods at Canadian customs at a
         value that is less than the amount charged to its customers. This
         resulted in an understatement sales, general and administrative
         expenses for the years ended March 31, 1998 and 1999 by $78,828 and
         $166,201, respectively.

                                       F-5

<PAGE>   16

NOTE 2- RESTATEMENT AND RECLASSIFICATIONS (CONTINUED)

(c)      At March 31, 1999, Geographics accrued $132,500 severance costs for
         certain former executives of Geographics. The restatement reflects
         Geographics' change in its accounting practices so as to accrue these
         expenses in the period in which they incurred in accordance with Staff
         Accounting Bulletin 100, dated November 24, 1999.
(d)      At March 31, 1999, Geographics accrued an estimated amount of $200,000
         for incurred, but unbilled legal expenses. Subsequently, it was
         confirmed that the actual incurred legal expenses was approximately
         $100,000.
(e)      During the fiscal quarter ended March 31, 1999, Geographics implemented
         a new accounting program to calculate costs associated with customer
         promotions. Subsequently, Geographics discovered that the program did
         not accurate calculate these costs. This error resulted in an
         understatement of sales, general and administrative expenses for the
         year ended March 31, 1999 by $261,310.
 (f)     In connection with the sale of its sign business in the year ended
         March 31, 1999, Geographics mistakenly received approximately $146,818
         in escrowed amounts that it was not entitled to. Geographics initially
         kept the escrowed funds after the escrow company made an initial
         attempt to have the funds returned. However, Geographics never made a
         reserve for the potential loss of the funds. This resulted in an
         understatement of sales, general and administrative expenses from
         discontinued operations for the year ended March 31, 1999 of $146,818.
(g)      Reflects an accounting change to classify "back-end selling expenses,"
         or certain advertising and promotional expenses, as sales, general and
         administrative expenses, rather than sales returns and allowances for
         the three months ended March 31, 1999 in the amount of $225,136.










                                       F-6