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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
Commission File Number 0-2373
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Cusip Number 460499106
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NOTIFICATION OF LATE FILING
(Check One) X Form 10-K __ Form 11-K __ Form 20-F __ Form 10-Q __ Form N-SAR
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For Period Ended: March 31, 1998
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____ 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:____________________________
READ ATTACHED INSTRUCTION SHEET BEFORE PREPARING FORM. PLEASE PRINT OR TYPE.
Nothing in the 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 I
REGISTRANT INFORMATION
Full Name of Registrant International Total Services, Inc.
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Former Name if Applicable n/a
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Address of Principal Executive Office (STREET AND NUMBER)
Crown Centre, 5005 Rockside Road
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City, State and Zip Code Independence, Ohio 44131
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PART II
RULES 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;
X (b) The subject annual report, semi-annual report, transition
- --- report on Form 10-K, Form 20-F, 11-K, 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; and
(c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
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PART III
NARRATIVE
State below in reasonable detail the reasons why the Form 10-K, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period. (Attach extra sheets if needed).
On June 19, 1998, the Registrant announced that its independent auditors,
Grant Thornton LLP, were looking into certain accounting matters that may
relate to the fourth quarter and fiscal year ended March 31, 1998.
As a result of management's focus on these issues, the Registrant is unable
to file its Annual Report on Form 10-K for the fiscal year ended March 31,
1998 without unreasonable effort or expense.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Brian S. Kenyon (216) 621-4522
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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
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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
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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 expects that, when filed, the financial statements for the
fiscal year ended March 31, 1998 will reflect substantially higher
revenues than the financial statements for the fiscal year ended March 31,
1997.
International Total 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.
Date 6/29/98 By /s/ Brian S. Kenyon
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Brian S. Kenyon, Vice President
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
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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 18 U.S.C. 1001).