DETOMASO INDUSTRIES INC
NT 10-Q, 1995-11-15
MOTOR VEHICLES & PASSENGER CAR BODIES
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                          SECURITIES AND EXCHANGE COMMISSION
                                 Washington, DC 20549

                                     FORM 12b-25

                             Notification of Late Filing

                                          Commission File Number   0-2642  
                                                                 ----------

           (Check one):          Form 10-K and Form 10-KSB    Form 11-K

             Form 20-F         [X] Form 10-Q and Form 10-QSB     Form N-SAR

               For period ended              September 30, 1995           
                                ------------------------------------------

             Transition Report on Form 10-K and Form 10-KSB
             Transition Report on Form 20-F
             Transition Report on Form 11-K
             Transition Report on Form 10-Q and Form 10-QSB
             Transition Report on Form N-SAR

               For the transition period ended                            
                                                  -------------------------

              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.

               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

               Full name of registrant       DE TOMASO INDUSTRIES, INC.   
                                       -----------------------------------

               Former name if applicable

                                                                          
          ----------------------------------------------------------------
              Address of principal executive office (Street and Number)

                            107 Monmouth Street, PO Box 856
          -----------------------------------------------------------------

               City, State and Zip Code          Red Bank, NJ  07701      
                                        ----------------------------------


<PAGE>





                                       PART II
                                RULE 12b-25(b) AND (c)


               If the subject report could  not be filed without  unreason-
          able 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;

               [X]    (b)  The  subject  annual  report,  semi-annual report,
          transition report on  Forms 10-K, 10-KSB,  20-F, 11-K or Form  N-
          SAR, or  portion  thereof will  be filed  on or  before the  15th
          calendar day  following the prescribed  due date; or  the subject
          quarterly report or  transition report on  Form 10-Q, 10-QSB,  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

               State below in reasonable detail the reasons why Forms 10-K,
          10-KSB, 11-K, 20-F,  10-Q, 10-QSB, N-SAR or the transition report
          portion thereof  could not  be filed  within the  prescribed time
          period. (Attach extra sheets if needed.)

               On  July 17, 1995, the Company consummated an acquisition of
          the operating  subsidiaries of Finprogetti  S.p.A.    Pursuant to
          the acquisition agreement, the number of  shares of the Company's
          common  stock  issued  to  Finprogetti  was subject  to  downward
          adjustment if certain conditions were  not satisfied by September
          30, 1995.   The number of shares  issued to Finprogetti, in turn,
          largely determined  whether  the acquisition  of the  Finprogetti
          subsidiaries would be accounted for as a purchase or as a reverse
          acquisition.  While  the determination date  has passed, and  the
          final determination of the number of shares issued to Finprogetti
          has been made,  the Company has  not yet completed the  financial
          analysis to determine the effects of this acquisition and related
          purchase  price accounting issues.  The  problem has been exacer-
          bated  because Finprogetti did not maintain its records in accor-
          dance with United States GAAP.   Management has not yet completed
          preparation of United  States GAAP  financial statements for  the
          period ended September 30, 1995.






                                       12b25-2





<PAGE>




                                       PART IV
                                  OTHER INFORMATION




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

             Howard E. Chase                         212-735-8679
          -----------------------------------------------------------------
               (Name)                      (Area Code) (Telephone Number) 

               (2)  Have all other  periodic reports required under Section
          13 or 15(d) or 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  re-
          quired to file  such report(s) been  filed? If the answer  is no,
          identify report(s).

                                                             Yes   [X] No

                    Form 8-K for transaction dated July 17, 1995.

               (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 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.























                                       12b25-3





<PAGE>





                                DE TOMASO INDUSTRIES, INC.
                 ---------------------------------------------------------
                        (Name of Registrant as Specified in Charter)

               Has caused this notification  to be signed on its  behalf by
          the undersigned thereunto duly authorized.

          Date      November 10, 1995        By  s/ Howard E. Chase        
               -------------------------       ----------------------------
                                                 Howard E. Chase

                    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 autho-
               rized 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


               Intentional misstatements  or omissions  of fact  constitute
          Federal criminal violations (see 18 U.S.C. 1001).






























                                       12b25-4








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