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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC File Number 000-24815
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CUSIP Number 45814H103
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(Check One): [X] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K
[ ] Form 10-Q and Form 10-QSB [ ] Form N-SAR
For Period Ended: December 31, 1998
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[ ] 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 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.
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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
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Full Name of Registrant
Former Name if Applicable
Integrated Transportation Network Group Inc.
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Address of Principal Executive Office (Street and Number)
205 West 39th Street, 16th Floor
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City, State and Zip Code
New York, New York 10018
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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)
[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, 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.
SEC 1344 (11091)
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PART III - NARRATIVE
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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 time period.
(Attach Extra Sheets if Needed)
The Company's business consists entirely of the business of its 92% owned
subsidiary, Shenzhen Jinzhenghua Transportation Industrial Development Co.,
Ltd., whose operations are located entirely in the Peoples Republic of China.
Despite the Company's best efforts, the Company is unable to file its Annual
Report on Form 10-K for the year ended December 31, 1998 within the prescribed
time period because the Company is having difficulty obtaining certain
information located in the Peoples Republic of China that is necessary to the
completion of the Form 10-K. The Company intends to file its Annual Report on
Form 10-K before the 15th calendar day following the prescribed due date.
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PART IV - OTHER INFORMATION
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(1) Name and telephone number of person to contact in regard to this
notification
Willy W. Wu 212 840-8866
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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). Yes [X] 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 [ ]
The Company expects to report net income of approximately $7,800,000 for the
year ended December 31, 1998, compared with net income of approximately
$5,886,000 for the year ended December 31, 1997, an increase of approximately
$1,914,000. The increase in Net Income was primarily attributable to increased
revenue of $9.8 million, partially offset by the following: increased operating
expenses of $3.5 million, $900,000 in expenses, which represented the cumulative
effect of a change in accounting principle requiring the write off of
organization costs, $1,500,000 of estimated settlement costs (excluding Company
legal fees) related to the securities class action, which the Company expects to
pay through the issuance of Common Stock, increased income taxes of $1.5
million, and increased minority interest of $600.
Integrated Transportation Network Group 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
hereunto duly authorized.
Date: March 31, 1999 By /s/ Willy W. Wu
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Name: Willy W. Wu
Title: Principal Accounting Officer
SEC 1344 (11091)