<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC FILE NO.: 0-25641
CUSIP NO.:
(Check One):
/ / Form 10-K / / Form 20-F / / Form 11-K /x/ Form 10-Q / / Form N-SAR
For Period Ended: June 30, 1999
/ / 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:
-------------------------------------------------------------------------
NOTHING IN THIS FORM SHALL BE CONSTRUED TO IMPLY THAT THE
COMMISSION HAS VERIFIED ANY INFORMATION CONTAINED HEREIN
-------------------------------------------------------------------------
If the notification related to a portion of the filing checked above, identify
the Item(s) to which the notification relates:
PART I - REGISTRATION INFORMATION
Full Name of Registrant: Teltran International Group, Ltd.
Address of
Principal Executive Offices: One Penn Plaza, Suite 4632
New York, NY 10010
<PAGE>
PART II - Rules 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 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, Form 20-F, 11-K, or 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.
PART III - NARRATIVE
All the information necessary to complete the quarterly report could
not be obtained on a timely basis, as the Company is presently
effecting an acquisition.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
Michael D. DiGiovanna (212) 878-1764
(2) Have all other periodic reports required under Section 13 or 15(d) of the
Securities and Exchange Act of 1934 or Section 30 of the Investment Company Act
of 1940 during the preceding 12 month or for such shorter period that the
registrant was required to file such report(s) been filed? If answer is no,
identify reports
[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
earning statements to be included in the subject report or portion thereof?
[X] Yes [ ] No
<PAGE>
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 anticipates an increase in earnings due to an increase in
sales from the last fiscal year.
- ------------------------------------------------------------------------------
Teltran International Group, Ltd.
---------------------------------
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: August 13, 1999 By: /s/ Byron R. Lerner
Byron R. Lerner
President
