TYPE: NT 10-Q
SEQUENCE: 1
DESCRIPTION: SECOND QUARTER OF 1999
SEC FILE NUMBER: 0-27100
CUSIP NUMBER: 316572 10 6
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One): [ ] Form 10-KSB [ ] Form 20-F [ ] Form 11-K [X] Form 10-QSB
[ ] Form N-SAR
For Period Ended: October 1, 1999
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form N-SAR
For the Transition Period Ended: _________________________
Read Instruction (on back page) Before Preparing Form. Please Print or Type.
Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates:
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PART I - REGISTRANT INFORMATION
Fields Aircraft Spares, Inc.
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Full Name of Registrant
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Former Name if Applicable
4175 Guardian Street
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Address of Principal Executive Office (Street and Number)
Simi Valley, California 93063
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City, State and Zip Code
PART II - RULES 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following should
be completed. (Check box if appropriate)
(a) The reasons described in reasonable detail in Part III of this
form could not be eliminated without unreasonable effort or
expense;
(b) The subject annual report, semi-annual report; transition
report on Form 10-K, Form 20-F, 11-K, Form N-SAR, or portion
[X] thereof, will be filed on or before the fifteenth calendar day
following the prescribed due date; or the subject quarterly
report of transition report on Form 10-Q, or portion thereof
will be filed on or before the fifth calendar day following the
prescribed due date; and
(c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
PART III - NARRATIVE
State below in reasonable detail the reasons why the Form 10-K, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period. (Attach Extra Sheets If Needed)
Around the end of the third quarter 1999, half of the accounting staff
resigned. Due to lack of available funding for replacement accounting
staff, the Company experienced unavoidable delays in the preparation
of its third quarter 1999 financial statements.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Brian S. Aune (805) 583-0080
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(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d) of
the Securities Exchange Act of 1934 or Section 30 of the Investment
Company Act of 1940 during the preceding 12 months (or for such
shorter) period that the registrant was required to file such reports)
been filed? If answer is no, identify report(s). [x] Yes [ ] No
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(3) Is it anticipated that any significant change in results of operations
from the corresponding period for the last fiscal year will be
reflected by the earnings statements to be included in the subject
report or portion thereof? [x] Yes [ ] No
If so, attach an explanation of the anticipated change, both
narratively and quantitatively, and, if appropriate, state the reasons
why a reasonable estimate of the results cannot be made.
On November 9, 1999, the Registrant and its wholly owned subsidiaries
Fields Aircraft Spares Incorporated, Flightways Manufacturing, Inc.,
Skylock Industries, Inc. and Fields Aero Management, Inc. (collectively
with the Registrant, the "Debtors") jointly filed for protection under
Chapter 11 of the United States Bankruptcy Reform Act of 1978, as
amended, in the United States Bankruptcy Court, Central District of
California. No receiver has been appointed as the Debtors intend to
remain debtors-in-possession.
The Company has also been notified by Nasdaq that is does not meet
the net asset compliance requirements to remain listed. The
Company appealed the Nasdaq decision and a hearing has been set
for December 2, 1999. Nasdaq halted trading of the Company's
common stock pending the outcome of the hearing.
Fields Aircraft Spares, Inc.
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date November 15, 1999 By: /s/ Brian S. Aune
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Brian S. Aune, Chief Financial Officer
INSTRUCTION: The form may be signed by an executive officer of the registrant or
by any other duly authorized representative. The name and title of the person
signing the form shall be typed or printed beneath the signature. If the
statement is signed on behalf of the registrant by an authorized representative
(other than an executive officer), evidence of the representative's authority
to sign on behalf of the registrant shall be filed with the form.
ATTENTION
Intentional Misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001).