SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Commission File Number: 2-67918-NY
Form 12b-25
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, 1998
[ ] Transition Report on Form 10-K [ ] Transition Report on Form 10-Q
[ ] Transition Report on Form 20-F [ ] Transition Report on Form N-SAR
[ ] Transition Report on Form 11-K
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: Mikros Systems Corporation
Former Name If Applicable
Address of principal executive office (Street and number)
707 Alexander Road, Building Two, Suite 208
City, State and Zip Code
Princeton, New Jersey 08540<PAGE>
Part II. Rule 12b-25 (b) and (c)
If the subject report could not be filed, without reasonable effort or
expense and the registrant seeks relief pursuant to Rule 12-25(b), the
following should be completed. (Check appropriate box.)
[X] (a) The reasons described in reasonable detail in Part II of this form
could not be eliminated effort or expense;
[X] (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 15th calendar day following the
prescribed due date; or the subject quarterly report or transition
on Form 10-K, 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 the Form 10-K, 11-K, 20-F,
11-K, 10-Q, N-SAR, or the transition report portion thereof could not be
filed within the prescribed time period. (Attach extra sheets if needed).
Part IV. Other Information
(1) Name and telephone number of person to contact in regard to this
notification
Thomas J. Meaney, President 609-987-1513
(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 and 15(d) of the
Securities and 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 a report(s) been
filed? If the 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 reflected by
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
Please see Exhibit A attached hereto and forming a part hereof.
Mikros Systems 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 31, 1999 By: Thomas J. Meaney
Title: President
Instruction. The form may be signed by an executive officer of the
registrant or by any other duly 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
International misstatements or omissions of fact constitute Federal
criminal violations
(see 18 U.S.C. 1001).
GENERAL INSTRUCTIONS
1. This form is required by Rule 12b-25 of the General Rules and
Regulations under the Securities and 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, DC 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 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 notification 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 amended 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 or apply
for an adjustment in filing date pursuant to Rule 13(b) of Regulation
S-Y.
Exhibit A
Part IV. Other Information
(2) Form 10-K for the year ended December 31, 1998.
The Company expects to report that it attained net income of approximately
$441,839, an increase of net income of $1,046,389 from a net loss of
$604,550 in the prior year. The 1998 net income is expected to
include extraordinary gains totalling $1,617,731. The 1998 net operating
loss will be approximately $1,175,890. The net income per share is expected to
be $0.03 as compared to a net loss per share of $.05 in 1997.
The Company believes its net income is directly attributable to its 1998
divestiture of its government contracts and the settlement of accounts
payable debt. The Company believes its net operating loss is a result of the
continued research and development costs related to the Company's initiative
with respect to the commercial wireless business.
The Company is requesting an extension because of internal management
changes which has delayed the auditing process.
