U.S. Securities and Exchange Commission
Washington, D. C. 20549
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FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File Number:
(Check One):
[X] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K
[ ] Form 10-Q and Form 10-QSB [ ] Form N-SAR
For Period Ended: December 31, 1999
[ ] 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:
If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates: All Items.
Part I - Registration Information
Full Name of Registrant: Arc Communications Inc.
Former Name if Applicable: n/a
Address of Principal Executive
Office: 788 Shrewsbury Avenue
Tinton Falls, New Jersey 07724
Part II - Rules 12b-25(b) and (c)
If the subject report could not be filed without unreasonable effort or expense
and
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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 [x]
(b) The subject annual report, semi-annual report, transition report on
Form 10-K, Form 20-F, 11-K or 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; [x]
(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 and Form 10-KSB, 10-Q
and Form 10-QSB, N-SAR, or the transition report or portion thereof could not be
filed within the prescribed period.
Registrant's Form 10-KSB for the period ending December 31, 1999 could not
be filed in a timely manner as the Registrant failed to timely file a Form 8-K
regarding the change in its accountants. As the Registrant desires to be current
on all reports required to be filed by section 13 or 15(d) of the Exchange Act
during the past 12 months, it endeavored to file the proper disclosure on Form
8-K prior to the filing of its Form 10-KSB for the period ending December 31,
1999. This development has prevented the Registrant from filing the Form 10-KSB
in a timely manner without unreasonable effort and expense to the Registrant.
Part IV - Other Information
(1) Name and telephone number of person to contact in regard to this
notification
Mr. Michael Rubel, Chief Operating Officer
(732) 219-1766
(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
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be included in the subject report or portion thereof?
[ ] Yes [X] No
If so: attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reason why a reasonable
estimate of the results cannot be made.
ARC COMMUNICATIONS 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: March 31, 2000 By: /s/ Michael Rubel
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Michael Rubel
Chief Operating 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.
ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (see U.S.C. 1001).