SOY ENVIRONMENTAL PRODUCTS INC
NT 10-K, 1997-12-30
PLASTIC MATERIALS, SYNTH RESINS & NONVULCAN ELASTOMERS
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

                                                  Commission File Number 0-22169

(Check One)

   |X|  Form 10-K and Form 10-KSB              |_|  Form 11-K

   |_|  Form 20-F    |_|  Form 10-Q and Form 10-QSB    |_|  form N-SAR

   For period ended           September 30, 1997
                   -------------------------------------------------------
   |_|  Transition Report on Form 10-K and Form 10-KSB

   |_|  Transition Report on Form 20-F

   |_|  Transition Report on Form 11-K

   |_|  Transition Report on Form 10-Q and Form 10-QSB

   |_|  Transition Report on Form N-SAR

   For period ended
                   -------------------------------------------------------
                       
   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:  N/A


                                     PART I
                            REGISTRATION INFORMATION

   Full name of registrant:         Soy Environmental Products, Inc.

   Former name if applicable:  N/A

   Address of principal executive office (Street and number): 9135 Barton Street

   City, state and zip code:  Overland Park, Kansas  66214

                                     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;
<PAGE>
|X|      (b)      The  subject  annual report,  semi-annual  report,  transition
                  report on Form 10-K,  10-KSB,  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, 10-QSB, 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,  10-KSB,
11-K, 20-F, 10-Q,  10-QSB,  N-SAR or the transition report portion thereof could
not be filed within the prescribed time period. (Attach extra sheets if needed.)

         Registrant  has not  previously  filed an annual  report  and is in the
         process of  obtaining  and  verifying  all  required  information.  The
         registrant is also in the process of obtaining  additional  information
         related to  compliance  with Section 16(a) filing  requirements  by its
         officers,   directors   and  principal   shareholders.   The  audit  of
         Registrant's  financial  statements  also has not been  completed.  See
         statement of Registrant's independent auditors attached hereto.



                                     PART IV
                                OTHER INFORMATION

         (1) Name and  telephone  number of person to  contact in regard to this
notification.

         Thomas J. Morgan, Esq.                    602             530-8490
- --------------------------------------------------------------------------------
                  (Name)                       (Area Code)    (Telephone Number)

         (2) Have all other periodic  reports required under Section 13 or 15(d)
or 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?

                                                               |_|  Yes  |X|  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.

                        Soy Environmental Products, 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: December 29, 1997  By   /s/ Gary Haer
                           -----------------------------------------------------
                                  Gary Haer, Secretary
<PAGE>
                                     EXHIBIT
                 STATEMENT OF REGISTRANT'S INDEPENDENT AUDITORS

         The opinion on the audited  financial  statements could not be provided
due  to  outstanding   confirmation  replies  on  the  Registrant's  debt  which
represents a material portion of the Registrant's balance sheet.



                                              /s/  Semple & Cooper, P.L.C.


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