<PAGE>
U. S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
CUSIP Number 20461V 10 1 SEC File Number
0-27832
FORM 12B-25
NOTIFICATION OF LATE FILING
(Check One)
( )Form 10-KSB ( ) Form 10-K ( )Form 11-K ( )Form 20-F
(X)Form 10-QSB ( ) Form 10-Q ( ) Form N-SAR
For Period Ended: July 31, 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:
- --------------------------------------------------------------------------------
Read Attached Instruction Sheet Before Preparing Form. Please Print or Type.
- --------------------------------------------------------------------------------
If the notification relates to a portion of the filing checked above, identify
the Items(s) to which the notification relates:
n/a
- --------------------------------------------------------------------------------
PART I - REGISTRANT INFORMATION
- --------------------------------------------------------------------------------
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
- --------------------------------------------------------------------------------
1
<PAGE>
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 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.
- --------------------------------------------------------------------------------
PART III - NARRATIVE
- --------------------------------------------------------------------------------
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.
The Company's Form 10-KSB for its fiscal year ended April 30, 1998 has not yet
been filed because the financial statements which constitute a part thereof have
not yet been finalized. The Company needs these financial statements to be
finalized to provide the opening balances for its fiscal quarter ended July 31,
1998.
- --------------------------------------------------------------------------------
PART IV - OTHER INFORMATION
- --------------------------------------------------------------------------------
(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).
( ) Yes (X) No
1. Form 10-KSB for the fiscal year ended April 30, 1998
2
<PAGE>
(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. -See attached explanation.
COMPOST AMERICA HOLDING COMPANY, INC.
-------------------------------------
(Name of Registrant as specified in charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: September 14, 1998 By /s/ Roger E. Tuttle
--------------------------
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.
- --------------------------------------------------------------------------------
ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001).
- --------------------------------------------------------------------------------
3
<PAGE>
COMPOST AMERICA HOLDING COMPANY, INC.
Form 12b-25
Part IV. (3) - Significant Changes in Results of Operations
-----------------------------------------------------------
For the fiscal quarter ended July 31, 1997 the Company had no revenues
from operations, $137,836 "other revenues" and a loss from operations of
$1,395,605. For the fiscal quarter ended July 31, 1998 the Company anticipates
reporting total revenues of approximately $6,200,000 and a loss from operations
of approximately $1,300,000.
For the fiscal quarter ended July 31, 1997 the Company had no operations.
Since that time, 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 quarter ended July 31, 1998 primarily reflects the
revenues from operations of EPIC, Inc.
4
