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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
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OMB APPROVAL
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OMB Number: 3235-0058
Estimated average burden
hours per response . . . . .2.50
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SEC FILE NUMBER
000-26489
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(Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K |X|Form 10-Q [ ] Form
N-SAR
For Period Ended: June 30, 2000
[ ] 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:_____________________________________
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:
_______________________________________________________________________________
PART I REGISTRANT INFORMATION
MCM Capital Group, Inc.
Full Name of Registrant
N/A
Former Name if Applicable
5775 Roscoe Court
Address of Principal Executive Office (Street and Number)
San Diego, CA 92123
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;
| (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,
|X| | 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. N/A
PART III NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period.
The delay in filing the Form 10-Q is due to the recent management
changes at the Company and the recent relocation of the Company's principal
executive offices. As a result, the Company cannot timely complete its Form 10-Q
for the quarter ended June 30, 2000 without unreasonable effort or expense.
(ATTACH EXTRA SHEETS IF NEEDED)
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SEC 1344 (6/94)
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Barry R. Barkley 858 309-6970
(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 answer is no, identify report(s). [X] Yes [ ] No
_______________________________________________________________________________
(3) It is 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.
_______________________________________________________________________________
MCM CAPITAL GROUP, INC.
(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 14, 2000 By /s/ Barry R. Barkley
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Barry R. Barkley
Executive Vice President,
Chief Financial Officer and
Treasurer
INSTRUCTIONS:: 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).
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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 amendment 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 (Section 232.201 or Section 232.202 of this
chapter) or apply for an adjustment in filing date pursuant to Rule 13(b)
of Regulation S-T (Section 232.13(b) of this chapter).
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PART IV (3) (CONTINUED)
The Company anticipates reporting total revenue and net loss
for the three month period ended June 30, 2000 of approximately
$10,054,000 and $16,000,000 respectively, as compared to reported total
revenue and net loss for the three month period ended June 30, 1999 of
$5,541,000 and $437,000 respectively. Following are the Company's current
estimates for total revenue, net loss, weighted average common &
equivalent shares, and net loss per basic and diluted shares, for the
three month period ended June 30, 2000:
<TABLE>
<CAPTION>
For the three month For the three month
period ended period ended
June 30, 2000 June 30, 1999
(estimated)
<S> <C> <C>
Total Revenue $ 10,054 $ 5,541
Net Loss $ (16,000) $ (437)
Weighted average common & equivalent 7,367 4,941
shares
Net loss per basic and diluted share ($2.17) ($0.09)
</TABLE>
(in thousands, except per share amounts)
(unaudited)
