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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-1004
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission file number 333-24519
(Check One):
[X] Form 10-K
[ ] Form 10-KSB
[ ] Form 20-F
[ ] Form 11-K
[ ] Form 10-Q
[ ] Form 10-QSB
[ ] Form N-SAR
For Period Ended: January 1, 2000
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: Not applicable.
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Part I - Registrant Information
Full Name of Registrant: Pen-Tab Industries, Inc.
Former Name if Applicable: N/A
Address of Principal Executive Office (Street and Number, City, State and Zip
Code):167 Kelley Dr., Front Royal, VA 22630
Part II - Rules 12b-25 (B) and (C)
If the subject report could not be filed without reasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25 (b), the following
should be complete. (Check box if appropriate)
[x] (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; 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 Forms 10-K and 10-KSB, 20-F,
11-K, 10-Q and Form 10-QSB, N-SAR or the transition report or portion hereof,
could not be filed within the prescribed period.
The audit of the Registrant's financial statements is not expected to be
completed on or before the date on which the Registrant's report on form 10-K
for the period ended January 1, 2000 is required to be filed. On March 13,
2000, the Company executed a significant amendment to its Bank Credit Facility.
In conjunction with that amendment, a consent and waiver has been requested of
the note holders of Pen-Tab Industries, Inc.'s $75 million 10 7/8 Senior
Subordinated Notes due 2007. The consent and waiver involves the note holders
accepting additional notes in lieu of cash for the interest payment that was due
on February 1, 2000. The Company and its auditors are currently in the process
of completing such audit and incorporating the effects of the bank amendment and
the bond holder consent and waiver on the financial statements and related
disclosures. We believe at this time that the work will be completed, and the
report on form 10-K will be filed, within the grace period provided for under
Rule 12b-25.
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Part IV - Other Information
(1) Name and telephone number of person to contact in regard to this
notification:,
William Leary
Vice President, Chief Financial and Administrative Officer
(540) 622-2000
(540) 631-9699 fax
(Name, Title, Area Code, Telephone Number)
(2) Have all other period reports required under Section 13 or 15(d) of the
Securites 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.
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Pen-Tab Industries, Inc. has caused this notification to be signed on its behalf
by the undersigned thereunto duly authorized.
Date: March 22, 2000 By: /s/ William Leary
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Vice President, Chief Financial and
Administrative Officer
(principal financial officer and
accounting officer)
ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (see 18 U.S.C. 1001)