SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
Commission File Nos. 0-23259
1-13573-01
1-13573
NOTIFICATION OF LATE FILING
(Check One): |X| Form 10-K |_| Form 11-K |_|Form 20-F |_| Form 10-QSB
|_| Form N-SAR
For the Period Ended: December 31, 1999
|_| 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 I. Registrant Information
Full Name of Registrant: U.S. Timberlands Company, LP
U.S. Timberlands Klamath Falls, LLC
U.S. Timberlands Finance Corp.
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Former name if applicable: N/A
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Address of principal executive office (Street and Number): 625 Madison Avenue,
Suite 10-B
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City, State and Zip Code: New York, NY 10022
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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 appropriate box.)
[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, 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, 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.)
The Company's advisors are unavailable to review the Form 10-K.
PART IV. Other Information
(1) Name and telephone number of person to contact in regard
to this notification
Robert W. Forman (212) 972-4900
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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
(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
As reported in the Registrants' press release dated January 26, 2000,
the Registrants incurred net income for 1999 of $6.2 million, or $0.48 per unit,
as compared with a loss of $6.3 million, or $0.49 per unit for the same period
in 1998. Revenues for 1999 increased 8% to $77.0 million compared with $71.3
million for the same period in 1998.
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this notification to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: March 30, 2000
U.S. Timberlands Company, L.P. (Registrant)
By: U.S. Timberlands Service Co., LLC
By: /s/ John Rudey
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John Rudey, Chief Executive Officer
U.S. TIMBERLANDS KLAMATH FALLS, LLC (Registrant)
By: U.S. Timberlands Services Company, LLC
By: /s/ John Rudey
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John Rudey, Chief Executive Officer
U.S. TIMBERLANDS FINANCE CORP. (Registrant)
By: /s/ John Rudey
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John Rudey, Chairman
