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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC File Number 000-22341 CUSIP Number 051058 10 5
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(Check One): |X| Form 10-K | | Form 20-F | | Form 11-K | | Form 10-Q | | Form N-SAR
For Period Ended: December 31, 1998
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[ ] 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: ___________________________
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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.
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If the notification relates to a portion of the filing checked above, identify the item(s) to which the notification relates:
____________________________________________________________________________________________________________________________________
PART I -- REGISTRANT INFORMATION
AUGMENT SYSTEMS, INC.
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Full Name of Registrant
N/A
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Former Name if Applicable
790 Turnpike Street, Suite 202
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Address of Principal Executive Office (Street and Number)
North Andover, MA 01845
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City, State and Zip Code
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PART II -- RULE 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 appropriate box.)
|X| (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, Form 11-K, Form N-SAR,
or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the
subject quarterly report or 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 why the Form 10-K, 11-K, 20-F 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.)
The Company is unable to file its Annual Report on Form 10K in a timely manner due to several extraordinary financial
events which require prepartion of special disclosures. These events include the following:
o On March 31, 1998, the Company filed a Notification of Late Filing on Form 12b-25 regarding its inability to file its
Annual Report on Form 10K in a timely manner due to several extraordinary events which required preparation of special
disclosures, including the following:
o On January 15, 1999, the Board of Directors elected to discontinue all ongoing operations, layoff all but one of its
employees, seek buyers for its technology and inventory and look for a merger partner. The Company has ceased sales,
marketing and distribution of its products. On March 31, 1999, two of the remaining three members of the Board of
Directors resigned to pursue other interests. As of April 15, 1999, the Company's Chief Financial Officer, and only active
board member, was engaged in the disposition of assets, settlement of outstanding debts, sale of the Company's
technology, and exploration of potential mergers.
o The Company began moving its operations and disposing of assets during the first quarter. The Company's auditors began
their audit and as of April 15, 1999 have completed the audit portion, however, the internal review of audit results has
not been completed. The financial portion of the Company's annual report on Form 10-K will not be filed until that review
process has been completed.
The Company is filing today Part I, Part II, Part III, Part IV and all Exhibits to its 1998 Form 10-K, but is unable to file Part
II-Item 7, and the Financial Statements. The Company expects to be able to file the remaining portions of its Form 10-K within the
next 15 days, but no assurance can be given that this deadline will be met.
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PART IV--OTHER INFORMATION
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(1) Name and telephone number of person to contact in regard to this notification
Duane A. Mayo, Chief Financial Officer 978 725-8156
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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 report(s) been filed? If the 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
See disclosure under Part III above.
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.
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AUGMENT SYSTEMS, 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 APRIL 15, 1999 By /s/ Duane A. Mayo
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Duane A. Mayo, 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.
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Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).
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