SCHRODER SERIES TRUST II
NT-NSAR, 1998-12-30
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                                          ----------------------
                                    FORM 12B-25               SEC FILE NUMBER
                                                            333-42943, 811-8567
                                                          ----------------------
                            NOTIFICATION OF LATE FILING        CUSIP NUMBER
                                                                    N/A
                                                          ----------------------

(CHECK ONE): [ ]Form 10-K  [ ]Form 20-F [ ]Form 11-K  [ ]Form 10-Q [X]Form N-SAR
             For Period Ended:_______October 31, 1998________
             [ ] Transition Report on Form 10-K
             [ ] Transition Report on Form 20-F 
             [ ] Transition Report on Form 11-K 
             [ ] Transition Report on Form 10-Q
             [ ] Transition Report on Form N-SAR
             For the Transition Period Ended: ______________________
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  READ INSTRUCTION (ON BACK PAGE) 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:


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PART I -- REGISTRANT INFORMATION

     Schroder Series Trust II
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Full Name of Registrant


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Former Name if Applicable

     Two Portland Square
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Address of Principal Executive Office (STREET AND NUMBER)

     Portland, ME  04101
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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)

              (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 of  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 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)

<PAGE>

PART IV -- OTHER INFORMATION

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

           Cheryl O. Tumlin           (207)            879-1900 extension 6132
         ---------------------      --------         ---------------------------
               (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 reports)
         been filed? If answer is no, identify report(s). (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  (No)

         If  so,  attach  a  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.


- --------------------------------------------------------------------------------

                            Schroder Series Trust II
                    ------------------------------------------
                  (Name of Registrant as Specified in Charter)

has  caused  this  notification  to be signed on its  behalf by the  undersigned
hereunto duly authorized.


Date  December 30, 1998
    -------------------------

By  /s/ Cheryl O. Tumlin
   ---------------------------------------------------------------------
      Cheryl O. Tumlin, Assistant Treasurer and Assistant Secretary

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 filed with the form.

                                    ATTENTION
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   INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL
                        VIOLATIONS (SEE 18 U.S.C. 1001).
- --------------------------------------------------------------------------------


                              GENERAL INSTRUCTIONS

1.   This form is required by Rule 12b-25 (17 CFR 240.12b-25) of the General
     Rules and Regulations under the Securities Exchange Act of 1934.

2.   One signed  original and four conformed  copies of this form and amendments
     thereto  must be  completed  and filed  with the  Securities  and  Exchange
     Commission,  Washington,  D.C.  20549,  in accordance  with Rule 0-3 of the
     General Rules and Regulations  under the Act. The information  contained in
     or filed  with  the form  will be made a matter  of  public  record  in the
     Commission files.

3.   A manually signed copy of the form and amendments thereto shall be filed 
     with each national securities exchange on which any class of securities of
     the registrant is registered.

4.   Amendments to the notifications  must also be filed on form 12b-25 but need
     not restate information that has been correctly  furnished.  The form shall
     be clearly identified as an amended notification.


<PAGE>




                            ATTACHMENT TO FORM 12B-25

                                DECEMBER 30, 1998


         Form N-SAR will be filed within the prescribed 15 day period consistent
with Part II of this form.  Due to an  unavoidable  delay in  obtaining  certain
information,  preparation  of Form  N-SAR  has taken  more  time than  expected.
Accordingly,  the Registrant will need the prescribed 15 day extension period to
file Form N-SAR. Form N-SAR will be electronically filed simultaneously with the
mailing of Form SE as soon as possible.




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