SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
Commission File Number 0-752
NOTICE OF LATE FILING
(Check One): [X] Form 10-K [ ] Form 11-K [ ] Form 20-F
[ ] Form 10-Q [ ] Form N-SAR
For Period Ended: December 31, 1997
[ ] 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
Full name of registrant: Westmoreland Coal Company
Former name if applicable:______________________________________
Address of principal executive office (street and number):
2 North Cascade Avenue Holly Sugar Building - 14th Floor
City, State and Zip Code: Colorado Springs, CO 80903
<PAGE 2>
Part II. Rule 12b-25(b) and (c)
If the subject report could not be filed without reasonable
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 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.)
On December 23, 1996, Westmoreland Coal Company and four
subsidiaries, Westmoreland Resources, Inc., Westmoreland Coal
Sales Company, Westmoreland Energy, Inc., and Westmoreland
Terminal Company (the "Debtor Corporations"), filed voluntary
petitions for reorganization under Chapter 11 of the United
States Bankruptcy Code. A deadline of April 15, 1998 has been
fixed for the filing of the Debtor Corporations' amended disclosure
statement relating to its plan of reorganization under chapter 11.
The information required to be set forth in the disclosure statement
overlays that required to be set forth in Form 10-K. For reasons
related to the Debtor Corporations' reorganization proceeding,
revisions to the disclosure statement will continue to be made
until that statement is required to be filed on April 15, 1998.
Moreover, the Company's latest Form 10-K must be filed as a part
of the disclosure statement. The Company wants to insure
fairness, adequacy and consistency of disclosure between the
Form 10-K for the period ending December 31, 1997, and the amended
disclosure statement. Concurrent filing of the Form 10-K and
amended disclosure statement on April 15, 1998, will help provide
for that.
In addition, results of operations have not been finalized
pending completion of certain actuarial analysis and are also
subject to year end audit.
Part IV. Other Information
(1) Name and telephone number of person to contact in regard to
this notification
Robert J. Jaeger (719) 442-2600
---------------- ------------------
(Name) (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 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
<PAGE 3>
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 Company expects net income of approximately $30.0
million to $45.0 million for 1997 compared to net income of
$38.3 million for 1996. Earnings for 1997 include the
recognition of significant unusual credits relating to a
curtailment gain associated with post retirement medical
benefits and a change in the estimates of the liabilities associated
with pneumoconiosis benefits and UMWA pension withdrawal. These
results have not been finalized pending completion of certain
actuarial analysis and are also subject to year end audit.
Westmoreland Coal Company
-------------------------
(Name of registrant as specified in charter)
Has caused this notification to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: March 30, 1998 By: /s/ Robert J. Jaeger
-------------- ---------------------
Senior Vice President-
Finance and Treasurer
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
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 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 the 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 restated information that has been
correctly furnished. The form shall be clearly identified as
an amended notification.
5. Electronic Filers. This form shall not be used by
electronic filers unable to timely file a report solely due
to electronic difficulties. Filers unable to submit a report
within the time period prescribed due to difficulties
in electronic filing should comply with either Rule 201 or
Rule 202 or Regulations S-T or apply for an adjustment in
filing date pursuant to Rule 13(b) of Regulations S-T.
