SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12B-25
Commission File Number 333-01926
NOTIFICATION OF LATE FILING
(Check One): Form 10-K Form 11-K Form 20-F |X| Form 10-Q
Form N-SAR
For Period Ended: December 31, 1998
Transition Report on Form 10-K Transition Report on Form 10-Q
Transition Report on Form 20-F Transition Report on Form N-SAR
Transition Report on Form 11-K
For the Transition Period Ended:
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READ ATTACHED INSTRUCTION SHEET 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
Full name of registrant Doctors Health, Inc.
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Former name if applicable Not applicable
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Address of principal executive office (STREET AND NUMBER)
711 W. 40th Street, Suite 204
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City, state and zip code Baltimore, Maryland 21211
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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 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
[x] on Form 10-K, 20-F, 11-K or Form N-SAR, or portion thereof will
be filed on or before the 15th calendar day following the
prescribed due date; or the subject quarterly report or
transition report on Form 10-Q, or portion thereof
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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 Form 10-K, 11-K, 20-F,
- -10-Q, N-SAR or the transition report portion thereof could not be filed within
the prescribed time period. (Attach extra sheets if needed.)
The Issuer could not file its Form 10-Q within the prescribed time period due to
difficulties in connection with gathering information for and assembling the
requisite financial statements. The Issuer has lost a significant number of its
finance department personnel and currently has very limited resources available
for the preparation of the Form 10-Q. On November 16, 1998, the Company filed a
voluntary petition under Chapter 11 of the U.S. Bankruptcy Code in the U.S.
Bankruptcy Court for the District of Maryland, Baltimore Division (case no.
98-6=6211-JS). As a result of the loss of finance personnel, it is necessary for
the Company to hire outside accountants to prepare the financial data required
in the Form 10-Q. However, the incurrence of such an expense must first be
approved by the Bankruptcy Court with jurisdiction over the Company's
bankruptcy. The need to comply with these bankruptcy procedures has further
delayed the preparation of the Form 10-Q.
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PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Elizabeth R. Hughes (410) 244-7608
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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
(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.
Doctors Health, 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 February 17, 1999 By: /s/ Thomas F. Mapp
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Thomas F. Mapp
Chief Executive 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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Securities and Exchange Commission
Form 12b-25
Commission File No. 333-1926
Notification of Late Filing
Attachment for Part IV (3) Other Information
The Company anticipates that its net loss for the three months ended December
31, 1998 will be substantially greater than its net loss for the three months
ended December 31, 1997 due to an increase in medical services expenses. On
November 16, 1998, the Company filed a voluntary petition under Chapter 11 of
the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the District of
Maryland, Baltimore Division (case no. 98-6-6211-JS). During September and
November 1998 the Company terminated all of its global capitation contracts. As
a result, revenues for the three month period ended December 31, 1998 are
expected to be significantly less than reported for the same period in 1997. Due
to resignations of several key finance department employees, the Company
requires additional time to accurately determine its financial results for the
three months ended December 31, 1998. As a result of the above, the Company does
not believe it would be able to make a reasonable estimate of its results of
operations as of the date of this filing.
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