Annual Report (Form 10-K), fiscal year 1994

Item 1. BUSINESS
Filmagic was incorporated in the State of Utah on December 7, 1983 as Cotton Tree, Inc. In August of 1985 it acquired, in stock-for- stock acquisition, MEDX, Inc. and changed its name to Roedeinger Medical Systems, Inc. In May of 1988, Roedeinger Medical System sold its line of medical products to a third party company, and in September of 1988 it acquired, on a stock-for-stock basis, Filmagic, Inc. and changed its name to Filmagic Entertainment Corporation.
It will be the business of the Company to do the following:
Filmagic owns a library of television programming consisting of 943 one half hour Programs in a variety of formats. This "library" is being used as follows:
1. Distribute this programming to existing television stations in the United States and Canada through direct solicitation. 2. License this programming for use by Low Power Television stations, Cable, and or Pay-For-Viewing television services through direct solicitation. 3. Acquire additional programming, both serial and theatrical, for distribution as provided for in paragraphs 1 & 2 above.
In addition, Filmagic has entered an agreement to act as the distributor of a three- (3) motion picture package. In its capacity as "distributor," it owns all of the "rights," worldwide, to the movies in perpetuity. Most of its distribution efforts are done through "sub-distributors" on a commission basis. The Company has already begun marketing certain "rights" to the motion pictures.
It is the company's intention to continue this type of distribution business, and already has several other similar transactions in various stages of completion.
Item 2.



Item 2. Financial Information
The activities of the Company in 1985, 1986, and 1987 (Roedeinger Medical Systems, Inc.) were devoted primarily to the refinement of the VIDA Heart Monitor and the development of a viable marketing program. There were no products sold as such and Company could be deemed to be a development Stage Company.
The acquisition of Filmagic Incorporated in August of 1988 places the Company in the entertainment business. The continuation of the Company as a viable entity is dependent on the successful marketing of the acquired library of television programming, and it has entered into a tentative licensing agreement with a distributor in Australia, and has several other situations pending. The Company has also signed an agreement for the distribution of three (3) full-length motion pictures.
Item 3.

Item 3. Properties
The Company owns, in fee, 943 one half-hour television programs. These programs are in the form of "Tape Masters" used for duplication. All of the programs are registered with the Library of Congress.
The principal industry using the Company's properties are the Television, Low Power Television, Pay-for-View television, and Cable television industry in the United States and Canada. A more limited market exists in certain foreign television markets.
Item 4.

Item 4. Security Ownership of Certain Beneficial Owners and Management
The following "Table" represents the Ownership of Certain Beneficial Owners and Management as of December 31, 1994:
*Denotes Offices or Directors ** Based on 7,323,000 shares issued and outstanding, one class
Item 5.

Item 5. Directors and Executive Officers
Mr. Paul Joseph: Age 54, CEO, and Director. Paul Joseph is one of the founders, the President, and Chief Executive Officer of Filmagic^TM, Inc. Paul Joseph is a licensed CPA in the state of California and has an extensive background in the motion picture/television industries.
Mr. Leonard Gotshalk: Age 42, Director, Mr. Gotshalk has been an investment banker and real estate developer. He played professional football and was a player representative.
Mr. Michael Roedeinger: Age 43, Director. Mr. Roedeinger has been an investment banker for the last fifteen years with Roedeinger, Inc. and Beckman, White & Reed Inc. He has been involved in numerous business startups and is a founder of the Company.
Mr. George H. Patton: Age 76, Director. Mr. Patton has owned and manages his own advertising agency in the Southern California area since 1951 under the name of George Patton Advertising. He has had extensive experience in the purchase and sale of television barter advertising time as well as the outright placement of television advertising. He has had wide spread dealings with television stations over a broad geographic area across the United States.
Item 6.

Item 6. Executive Compensation- See Note 7 Financials
Item 7.

Item 7. Certain Relationships and Related Transactions
In August of 1988, the Company acquired, through a stock for stock acquisition, Filmagic, Inc. for 10,000,000 restricted shares of the Company restricted shares. All of the shares (10,000,000) were provided the company by Mr. Michael Roedeinger; this resulted in no dilution to the existing shareholders of the Company. Mr. Roedeinger has also provided needed operating funds on a "loan" basis for the Company during the transition period from Roedeinger Medical Systems to Filmagic Entertainment Corporation. Mr. Roedeinger is a Director and Founder of the Company. (See Note 3 Notes to Financials)
Item 8.


Item 8. Legal Proceedings
The Company is not involved in any legal proceedings as of the date of this filing.
Item 9.

Item 9. Market Price of and Dividends on the Registrant's Common Equity and Related Stockholder Matters
The free-trading shares of the Company's stock have been traded in the Over the Counter Market (OTC), "pink sheets" and have been subject to sporadic trading and pricing. During the past year the stock has traded as low as $.03-$.08 (bid) and $.05- $.12 (ask). The shares of common stock have not been traded on any "exchange."
The Company has not paid any dividends to date.
Item 10



Item 10 Recent Sales of Unregistered Securities
None
Item 11

Item 11 Description of Registrants Securities to be registered
The Company is authorized a 1 to 10 reverse stock split on August 25, 1994. The Company is authorized to issue 20,000,000 shares of common stock, all one class, with a par value of $.001. As of the date of this filing there were 7,323,006 shares issued and outstanding.
Item 12

Item 12 Indemnification of Directors and Officers
Not Applicable
Item 13

Item 13 Financial Statements and Supplementary Data
Not Applicable. See item 15.
Item 14

Item 14 Changes In and Disagreements with Accountants on Accounting and Financial Disclosure
None
Item 15

Item 15 Financial Statements and Exhibits
Registrants, Filmagic Entertainment Corporation, includes the following information with this filing: a. Balance Sheets: 1993, 1994 b. Income Statements: 1992, 1993, and 1994 c. Statement of Stockholders Equity: Inception to Present
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Act of 1934, the registrant has duly caused this regulation statement to be signed on its behalf by the undersigned, hereunto duly authorized.
FILMAGIC ENTERTAINMENT CORPORATION REGISTRANT
By:/s/R. Bruce Harris ------------------------------- R. Bruce Harris, President
Filmagic Entertainment Corporation Balance Sheet 1994
The Accompanying Notes Are an Integral Part of These Financial Statements Filmagic Entertainment Corporation
The Accompanying Notes Are an Integral Part of These Financial Statements
Filmagic Entertainment Corporation
Notes To Financial Statements
Note 1-Company History
The Company is a Utah public company, incorporated on December 7, 1985 as Cotton Tree Inc. On July 29,1985 the company acquired MEDX Inc. (an Arizona corporation) through a tax free exchange of stock with all of the MEDX shareholders, and changed its name to ROEDEINGER MEDICAL SYSTEMS, Inc. The primary business of MEDX was the development and marketing of patented medical products, under the names of "VIDA" and "PREVENT."
On September 11,1988, the company acquired all of the outstanding shares of Filmagic Incorporated (a Delaware Corporation) through tax-free exchange of stock, and changed its name to Filmagic Entertainment Corporation (FEC). All shares required for this acquisition (10,000,000 restricted shares) were donated back to the Company by the principal shareholder.
Filmagic Incorporated was organized October 5, 1987, and with no sales to date is deemed a development stage company. Its principal asset is a library of 947 tape masters of one half-hour television programming. These tapes are in color and were produced in 1977-1979. The Company proposes to licenses these tapes for use by television stations and in home video, in both the United States and abroad, where the uses of the tapes are applicable.
Note 2- Significant Accounting Policies:
Organizational expenses are amortized over a 5-year period.
The tape library will be depreciated over a 10-year period on a straight-line basis beginning in 1990.
Income and expenses are recorded on the accrual method of accounting.
Net operating losses are recorded on a flow through basis.
Note 3- Stock Changes
On August 25, 1994 the Company authorized a 1 to 10 reverse stock split, bringing the total authorized and outstanding shares to 7,323,006.
Note 4- Company Operations The Company's ability to operate as a going concern is contingent upon the successful licensing of the aforementioned television programming. Until such sales transpire, no salaries are being incurred, or accrued and minimal overhead costs are being donated by the principal shareholders
The notes included are an integral part of these financial statements
FILMAGIC ENTERTAINMENT, INC. (A Development Stage Enterprise)
STATEMENT OF CHANGES INSHAREHOLDERS' EQUITY
FOR THE PERIOD DECEMBER 7, 1983 TO DECEMBER 31, 1994
FILMAGIC ENTERTAINMENT, INC. (A Development Stage Enterprise)
STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
FOR THE PERIOD DECEMBER 7, 1983 TO DECEMBER 31, 1994
FILMAGIC ENTERTAINMENT, INC. (A Development Stage Enterprise)
STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
FOR THE PERIOD DECEMBER 7, 1983 TO DECEMBER 31, 1994