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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
______________________
FORM 12b-25
Commission File Number 000-22647
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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: September 30, 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:________________________________
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:
PART 1
REGISTRANT INFORMATION
Full name of registrant: Peritus Software Services, Inc.
Former name if applicable: Not applicable.
Address of principal executive office (Street and number): Two Federal Street
City, state and zip code: Billerica, Massachusetts 01821-3540
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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 on Form 10-K, 20-F, 11-K and Form N-SAR, or portion
[X] | 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
| 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.)
On October 26, 1998, Peritus Software Services, Inc. (the "Registrant")
announced that it would restate financial results for the first and second
quarters of 1998. On account of that restatement and the additional time and
effort required to review and prepare its third quarter results with its outside
auditors, the Registrant could not file its Form 10-Q within the prescribed time
period.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification: John D. Giordano, Vice President and Chief Financial
Officer, 978-670-0800, ext. 2114.
(2) Have all other periodic reports required under Section 13 or 15(d) for
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 require 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 cannot be made.
The Registrant anticipates that a significant change in results of
operations from the corresponding period for the last fiscal year will be
reflected in its Form 10-Q for the period ended September 30, 1998 as set forth
in its press release dated September 23, 1998, a copy of which is attached
hereto as Exhibit A.
PERITUS SOFTWARE SERVICES, 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.
Dated: November 13, 1998 By: /s/ John D. Giordano
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Name: John D. Giordano
Title: Vice President, Finance
and Chief Financial Officer
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Exhibit A
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CONTACT: Jacqueline Crowley
Investor Relations
Peritus Software Services, Inc.
978/670-0800
Fax: 978/670-2060
Internet: [email protected]
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PERITUS SOFTWARE SERVICES, INC.
COMMENTS ON THIRD QUARTER OUTLOOK
BILLERICA, MASS. -- SEPTEMBER 23, 1998 -- Peritus Software Services, Inc.
(Nasdaq:PTUS) today announced its preliminary results for the quarter ending
September 30, 1998 based on information available to date. Total revenue in the
1998 third quarter is expected to be between $4.2 million and $7.7 million, and
the Company expects a net loss for the quarter (excluding any restructuring
charge) of between $8.2 million and $4.7 million. Later this month, the Company
plans to announce the details of a restructuring charge to be incurred this
quarter.
The Company plans to announce its final 1998 third quarter results in late
October.
ABOUT PERITUS
Founded in 1991, Peritus Software Services, Inc. is a leading provider of
software maintenance outsourcing services. The Peritus Software Asset
Maintenance (SAM) offerings enable organizations to transform the maintenance
process into an efficient, cost-effective discipline that boosts productivity
and performance. SAM offerings include customized services for software
providers, information systems organizations, and Year 2000 renovations.
Peritus is headquartered in Billerica, MA, with offices worldwide. For more
information, see the Peritus web site at http://www.peritus.com.
This press release may contain certain forward-looking statements, which involve
risks and uncertainties. The Company's actual results may differ materially from
the results discussed in such statements. Certain factors that could cause
actual results to differ materially from those discussed in such forward-looking
statements include the risks described in the Company's Annual Report on Form
10-K for the year ended December 31, 1997, the Quarterly Report on Form 10-Q for
the quarter ended June 30, 1998, and other public filings made by Peritus with
the Securities and Exchange Commission, which factors are incorporated herein by
reference.
Peritus is a registered trademark and Software Asset Maintenance is a
servicemark of Peritus Software Services, Inc.
