SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
Commission File Number: 1-4719
NOTIFICATION OF LATE FILING
(Check One):
X Form 10-K ___Form 11-K ___Form 20-F ___Form 10-Q ___Form N-SAR
For Period Ended: December 31, 1993
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 From 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 relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates: The notification
relates to the entire Form 10-K.
PART I - REGISTRANT INFORMATION
Full name of registrant: The Deltona Corporation
Former name, if applicable: Not applicable
Address of principal
executive office (Street and Number): 3250 S.W. Third Avenue
City, State and Zip Code: Miami, Florida 33129
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 appropriate box)
_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 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
_X_ (c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
<PAGE>
Part III - NARRATIVE
In its Report on Form 8-K dated February 17, 1994, the Company stated that it
was advised that Selex International B.V., a Netherlands corporation ("Selex"),
which holds 43.1% of the Company's outstanding Common Stock, filed Amendment
No. 2 dated February 17, 1994 to its Schedule 13D (the "Amendment") with the
Securities and Exchange Commission (the "Commission"). In the Amendment,
Selex reported that it, together with Yasawa Holding N.V.,
("Yasawa"), which holds approximately 4.4.% of the Company's outstanding Common
Stock, and their affiliates were uncertain as to whether they would provide
further funds to the Company. The
Amendment further stated that Selex, Yasawa and their affiliates were seeking
third parties to provide
financing for the Company. As part of any such transaction, Selex, Yasawa and
their affiliates have
indicated that they are willing to sell or restructure all or a portion of their
loans and Common Stock in the Company, and to sell their interests in the
Company at a significant discount. While the
Company, together with Selex, Yasawa and their affiliates, has engaged in
preliminary discussions with
certain third parties which could, if successful, result in financing being
provided to the Company and
in the sale by Selex, Yasawa and their affiliates of their interests in the
Company, no transactions have yet materialized.
Inasmuch as funding is not presently available from external sources and Selex,
Yasawa and
their affiliates have not provided further funds to the Company, the Company
continues to face a severe
cash shortfall. As a consequence of its liquidity position, the Company has
defaulted on certain
obligations, including its escrow obligations to the State of Florida,
Department of Business Regulation,
Division of Land Sales, Condominiums and Mobile Homes (the "Division") pursuant
to the Company's
1992 Consent Order with the Division, its obligation under its lease for its
corporate offices and its
obligation to make required interest payments under loans from Selex, Yasawa and
their affiliates.
In addition, the Company has been unable to meet certain other operating
expenses as they
have become due. For example, the Company has been unable to pay the necessary
fees to its
independent accountants in connection with the annual audit of the Company's
financial statements and
the Company has been delayed in meeting its payroll obligations. Since March
11, 1994, the Company's
staffing levels have been reduced by over 50%.
The Company has also not paid certain real estate taxes which aggregate more
than $1,100,000
and is subject to certain pending litigation which may adversely affect the
financial condition of the
Company. Such litigation has been previously described in the above referenced
Report on Form 8-K
filed with the Commission. Since the filing of such Report, the plaintiff in
the Five Points Limited case
has obtained a judgement in the amount of $287,000, representing uncontested
back rent due on the
Company's lease of its headquarters building in Miami, Florida. Other issues in
the Five Points Limited
case, including the plaintiff's request for acceleration of lease payments, will
be decided at a future trial on the merits of the case.
Given the Company's critical liquidity situation, the Company's Board of
Directors is examining
available alternatives, including the potential filing for reorganization of the
Company under the federal
bankruptcy laws, while discussions with potential financing sources are being
pursued.
The above circumstances have resulted in a severe disruption in the Company's
operational and
financial affairs, making it impossible for the Company to complete its
financial statements for 1993 within the prescribed period.
<PAGE>
Part IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
__Michelle_R._Garbis ___(305)______854-1111______
(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) Is it anticipated that any significant change in results of operations from
the corresponding period for the last fiscal year will be released by the
earnings statements to be included in the subject report or portion thereof?
___ Yes _X_ No
(4) Exhibits
Exhibit Number Exhibit Page
-------------- ---------------------------------- -----
99 Letter dated March 30, 1994 from Deloitte & 4
Touche regarding their inability to furnish
an opinion regarding the financial statements
with the Registrant.
The Deltona Corporation
--------------------------------------------
(Name of registrant as specified in charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: March_30,_1994__ By: Michelle_R._Garbis_____________
Michelle R. Garbis
Sr. Vice President and
Corporate Secretary
March 30, 1994
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, DC 20549
Dear Sir/Madam:
We have read the information contained in Part III of Form 12b-25 filed by The
Deltona Corporation (the "Company") dated March 30, 1994 to notify you of the
late filing of the Company's Form 10-K for the year ended December 31, 1993.
Due to the specific circumstances described therein, we will be unable to render
our opinion on the consolidated financial statements of the Company for the year
ended December 31, 1993 until such time as the Company obtains sufficient
working capital to enable the Company to re-employ the personnel necessary to
compile the information required for the filing of the Form 10-K for the year
ended December 31, 1993.
Sincerely,
DELOITTE & TOUCHE
