U S LABORATORIES INC
NT 10-Q, 1999-05-14
TESTING LABORATORIES
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                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 12b-25

                         Commission File Number 0-25339

                           NOTIFICATION OF LATE FILING

(Check One): [ ] Form 10-K [ ] Form 11-K [ ] Form 20-F [X] Form 10-Q 
             [ ] Form N-SAR
                        For Period Ended: March 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:___________________________________________
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:  U.S. Laboratories Inc.
Former name if applicable

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

Address of principal executive office (Street and number):
7895 Convoy Court, Suite 18

City, state and zip code: San Diego, California 92111

                                     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 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;
(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.


<PAGE>

                                    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. (Attached extra sheets if needed.)

         The company is filing the Form 10-QSB for the quarter  ended June March
31,  1999  late due to the  administrative  burden  created  by the need for the
company  to  file  amended  historical  reports  in  order  to  restate  certain
historical financial statements.

                                     PART IV
                                OTHER INFORMATION

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

      Joseph Lesko, Foley & Lardner           619                 234-6655
- -------------------------------------------------------------------------------
        (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

       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. See attached sheet.

U. S. Laboratories Inc.
- --------------------------------------------------------------------------------
(Name of Registrant as Specified in Charter)

Has  caused  this  notification  to be signed on its  behalf by the  undersigned
thereunto duly authorized.

Date: May 14, 1999                       By: /S/ James Wait
                                             --------------------------------
                                             James Wait, Chief Financial Officer

         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.

<PAGE>

                                    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,  DC  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.
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 of  Regulation  S-T or apply  for an  adjustment  in  filing  date
     pursuant to Rule 13(b) of Regulation S-T.


<PAGE>



       The  company  is  in  the  process  of  quantifying  certain  outstanding
accruals.  Presently,  the company  believes that the first quarter results will
continue the trends  established  in the first quarter of last year, as adjusted
for the acquisition of Wyman Enterprises.



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