ATHANOR GROUP INC
NT 10-Q, 1995-06-15
SCREW MACHINE PRODUCTS
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<PAGE>   1
                                UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549
                                      
                                 FORM 12b-25

                         NOTIFICATION OF LATE FILING

                                 OMB APPROVAL
                              OMB No. 3235-0058
                            Expires March 31, 1998

                                           Commission File Number   2-63481
                                                                  ------------

(Check One):  
[ ] Form 10-KSB   [ ] Form 11-K  [ ] Form 20-F  [X] Form 10-QSB  [ ] Form N-SAR

    For Period Ended:                   April 30, 1995
                      ------------------------------------------------------
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                   Read Instructions (on back page) Before
                    Preparing Form. Please Print or Type.
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    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 I -- REGISTRANT INFORMATION

                             ATHANOR GROUP, INC.
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Full Name of Registrant

          
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Former Name if Applicable

                   3452 East Foothill Boulevard, Suite 417
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Address of Principal Executive Office (Street and Number)

                          Pasadena, California 91107
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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 Rules 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/portion thereof will be filed on or 
                                  before the fifteenth calendar day following 
                                  the prescribed due date; or the subject 
                                  quarterly report/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>   2
                             PART III--NARRATIVE

State below in reasonable detail the reasons why the Form 10-K, 11-K, 20-F, 
10-Q, N-SAR or portion thereof, could not be filed within the prescribed
time period.  

      EDGAR filings for this office begin with this the second quarter
      of our fiscal year. As we have not filed in this manner before,
      we require additional time to coordinate with our filing servicer.




                          PART IV--OTHER INFORMATION

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

<TABLE>
                  <S>                                       <C>              <C>
                        Duane L. Femrite                        818              440-1602
                 ---------------------------------------    -----------      ------------------
                             (Name)                         (Area Code)      (Telephone Number)
</TABLE>

(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?  
                 
                                    [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 of 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.

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                              ATHANOR 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          6/12/95                 By   /s/ Duane L. Femrite
     ---------------------------         -------------------------------------
                                               Duane L. Femrite
                                         

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

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   Intentional misstatements or omissions of fact constitute Federal Criminal
                        Violations (See 18 U.S.C. 1001)
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<PAGE>   3
                             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
     amended 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 restate information that has been correctly furnished.
     The Form shall be clearly identified as an amended notification.














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