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U. S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SEC File Number
0-27832
FORM 12B-25
NOTIFICATION OF LATE FILING
(Check One)
(X)Form 10-KSB ( ) Form 10-K ( )Form 11-K ( )Form 20-F
( )Form 10-QSB ( ) Form 10-Q ( ) Form N-SAR
For Period Ended: April 30, 1998
( ) 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 Attached Instruction Sheet Before Preparing Form. Please Print or Type.
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If the notification relates to a portion of the filing checked above,
identify the Items(s) to which the notification relates:
n/a
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PART I - REGISTRANT INFORMATION
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Full Name of Registrant: COMPOST AMERICA HOLDING COMPANY, INC.
Former Name if Applicable: n/a
Address of Principal Executive Office (Street and Number): 320 Grand Avenue
City, State and Zip Code: Englewood, New Jersey 07631
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PART II - RULES 12B-25 (b) AND (c)
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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 if appropriate)
( ) (a) The reasons described in reasonable detail in Part III of this form
could not be eliminated without unreasonable effort or expense;
(X) (b) The subject annual report or semi-annual report/portion thereof
will be filed on or before the fifteenth calendar day following the
prescribed due date; or the subject quarterly report/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.
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PART III - NARRATIVE
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State below in reasonable detail the reasons why the Form 10-K, 10-KSB, 11-K,
20-F, 10-Q, 10-QSB or N-SAR or portion thereof could not be filed within the
prescribed time period.
On July 20, 1998 the Company's auditors, Zeller Weiss & Kahn LLP, resigned
and the Company appointed Arthur Andersen LLP as its new auditors. The
process of bringing the new auditors "up to speed" has resulted in a slight
delay in the completion of the audit.
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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
information: Mark Gasarch, Esq. (212) 956-9595
(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
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 can not be made.
COMPOST AMERICA HOLDING COMPANY, 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
thereunto duly authorized.
Date: July 28, 1998 By /s/ Roger E. Tuttle
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Roger E. Tuttle, President
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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ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001).
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COMPOST AMERICA HOLDING COMPANY, INC.
Form 12b-25
PART IV, (3) - SIGNIFICANT CHANGES IN RESULTS OF OPERATIONS
For the fiscal year ended April 30, 1997 the Company had no revenues
from operations, $147,466 "other revenues" and a LOSS from operations of
$4,871,127. For the fiscal year ended April 30, 1998 the Company anticipates
reporting total revenues of approximately $9,300,000 and a LOSS from
operations of approximately $8,000,000.
For the fiscal year ended April 30, 1997 the Company had no operations.
During the fiscal year ended April 30, 1998 the Company acquired EPIC, Inc.,
an operating company, which is now an operating subsidiary of the Company.
The Company's revenues from operations for the fiscal year ended April 30,
1998 primarily reflects the revenues from operations of EPIC, Inc. of
approximately $8,900,000 and the Company's LOSS from operations of
approximately $8.000,000 is despite EPIC's profit from operations of
approximately $1,000,000.
