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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 12b-25
NOTIFICATION OF LATE FILING
(Check One):
/X/ Form 10-K / / Form 20-F / / Form 11-K / / Form 10-Q / / Form N-SAR
For Period Ended: June 30, 1995
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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 1 -- Registrant Information
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Full Name of Registrant: All-Comm Media Corporation
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Former Name if Applicable: Sports-Tech, Inc.
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Address of Principal Executive Office
(Street and Number): 400 Corporate Pointe, Suite 780
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City, State and Zip Code: Culver City, California 90230
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Part II -- Rules 12b-25 (b) and (c)
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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, Form 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 - see Attachment I.
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Part III -- Narrative
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State below in reasonable detail the reasons why Form 10-K, 11-K, 10-Q, N-SAR or
the transition report or portion thereof could not be filed within the
prescribed time period:
Due to the complexity of issues relating to the acquisition of Alliance
Media Corporation and Stephen Dunn & Associates, Inc., the Company has not
been able to complete the gathering of information necessary for the
preparation of the Company's financial statements for the year ended June
30, 1995. Also, as a result of this delay our auditors have been unable to
complete all audit procedures. A copy of the letter from the Company's
accountants required pursuant to Regulation 12b-25c is attached as
Attachment I.
The Company expects to complete the filing of its Form 10-K for the year
ended June 30, 1995, by the extended period allowed by Rule 12b-25.
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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:
Martin S. McDermut (310) 342-2800
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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 not,
identify report(s)
/X/ Yes / / No
(3) Is it anticipated that any significant change in results of
operations form 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
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.
ALL-COMM MEDIA CORPORATION
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(Name of Registrant as specified in charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: September 28, 1995 By: /s/ E. William Savage,
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President and Chief Operating Officer
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ATTACHMENT I
September 27, 1995
Mr. E. William Savage
President and Chief Operating Officer
ALL-COMM MEDIA CORPORATION
400 Corporate Pointe, Suite 780
Culver City, CA 90230
Dear Mr. Savage:
This will confirm that we are in the process of completing our audit procedures
with respect to relevant data which could only recently be obtained. The
completion of such procedures is necessary in order for us to complete our audit
of the financial statements of All-Comm Media corporation as of, and for the
year ended, June 30, 1995
It is our anticipation that we will be able to complete our procedures within a
time frame which would allow the Company to file its form 10-K within the
extended period allowed by Rule 12b-25.
We are aware that this letter will be furnished to the Securities and Exchange
Commission as an exhibit to Form 12b-25.
Very truly yours,
/s/ COOPERS & LYBRAND L.L.P.
