<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC File Number 333-53737
------------
CUSIP Number 58117F 10 4
------------
(Check One):
[ ] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K
[X] Form 10-Q and Form 10-QSB [ ] Form N-SAR
For Period Ended: June 30, 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:
-----------------------------------------
==============================================================================
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:
==============================================================================
PART I -- REGISTRANT INFORMATION
MCHENRY METALS GOLF CORP.
- ------------------------------------------------------------------------------
Full Name of Registrant
- ------------------------------------------------------------------------------
Former Name if Applicable
1945 Camino Vida Roble, Suite J
- ------------------------------------------------------------------------------
Address of Principal Executive Office (Street and Number)
Carlsbad, California 92008
- ------------------------------------------------------------------------------
City, State and Zip Code
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)
[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, Form
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.
<PAGE> 2
- --------------------------------------------------------------------------------
PART III -- NARRATIVE
- --------------------------------------------------------------------------------
State below in reasonable detail the reasons why Form 10-K and Form 10-KSB,
20-F, 11-K, 10-Q and Form 10-QSB, N-SAR, or the transition report or portion
thereof could not be filed within the prescribed period.
There are several uncertainties which currently exist that preclude the Company
from filing its Quarterly Report on Form 10-QSB in a timely manner without
unreasonable time or expense. Several of these uncertainties are expected to
be resolved shortly. The Company has, however, used its best efforts to file
the Quarterly Report on Form 10-QSB in a timely manner. The Company believes
that it will be able to file this Quarterly Report within the five day extension
period permitted by Rule 12b-25.
- --------------------------------------------------------------------------------
PART IV -- OTHER INFORMATION
- --------------------------------------------------------------------------------
(1) Name and telephone number of person to contact in regard to this
notification
DOUGLAS A. WILLFORD (760) 929-0015
----------------------------------------------------------------------------
(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 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 of portion thereof?
[X] Yes [ ] 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.
During 1998, the Company began sales of its products to customers, generating
net revenues of $1.3 million and a net loss of $4.2 million for the six months
ended June 30, 1998. For the six months ended June 30, 1999, net sales were
approximately $2.3 million and the net loss to be reported will be approximately
$3.3 million. The decrease in the loss is generally due to an increase in
revenues from product sales and by the Company decreasing selling expenses.
MCHENRY METALS GOLF CORP.
- --------------------------------------------------------------------------------
(name of Registrant as specified in its charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: 8/16/99 By /s/ DOUGLAS WILLFORD, CFO
- -------------------- ------------------------------
Douglas Willford, CFO
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 filled with the form.
================================================================================
ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001).
================================================================================