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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 December 31, 1998
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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:
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 Items(s) to which the notification relates:
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Part I -- Registrant Information
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Full Name of Registrant
Former Name if Applicable: Telos Corporation
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Address of Principal Executive Office (Street and Number)
19886 Ashburn Road
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City, State and Zip Code: Ashburn, Virginia 20147
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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)
/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
Form 10-K, Form 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
/ / (c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
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Part III -- Narrative
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State below in reasonable detail the reason why Form 10-K, 20-F, 11-K,
10-Q, N-SAR, or the transition report or portion thereof could not be filed
within the prescribed period.
The Form 10-K could not be filed within the prescribed time period because
the registrant encountered unexpected issues in connection with the preparation
and completion of its financial statements. These unexpected issues were due to
delays in obtaining waivers from its bank for the violation of certain financial
covenants and delays in receiving revised covenants from the bank for 1999,
which required review by the Company's independent accountants. The resolution
of the issues and the preparation of the financial statements has occupied a
substantial amount of time and more time is needed to complete the preparation
of the financial statements to be included in the registrant's Form 10-K.
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Part IV -- Other Information
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(1) Name and telephone number of person to contact in regard to the
notification
Lorenzo Tellez (703) 724-3800
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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 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 the
earnings statements to be included in the subject report or portion thereof?
[X] Yes [] 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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TELOS CORPORATION
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(Name of Registrant as specified in charter)
has caused the notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: April 1, 1999 By:/s/ Lorenzo Tellez
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Lorenzo Tellez
Chief Financial Officer,
Treasurer and Vice President
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.
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ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001)
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Attachment I
The Company incurred a net loss of $9.2 million for the year ended December
31, 1998. The loss for fiscal year 1998 was primarily attributable to the
revenue decrease resulting from the expiration of two large contracts in 1997,
the sale of the TIS division in early 1998, and the Company's significant
investment in its majority owned subsidiary, Enterworks, Inc.
