<PAGE>
===============================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K
[X] Form 10-QSB [ ] Form N-SAR
June 30, 1998
For Period Ended: ________________________
[ ] 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 Instruction (on back page) 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
HOMECAPITAL INVESTMENT CORPORATION
- --------------------------------------------------------------------------------
Former Name if Applicable
- --------------------------------------------------------------------------------
Address of Principal Executive Office (Street and Number)
8906 Wall Street, Suite 811
- --------------------------------------------------------------------------------
City, State and Zip Code
Austin, Texas 78754
- --------------------------------------------------------------------------------
12b25-1
<PAGE>
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 Rule 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, 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
[X] | prescribed due date; or the subject quarterly report of 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, 20-F, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period.
(Attach Extra Sheets if Needed)
On March 24, 1998, the Federal National Mortgage Association ("Fannie Mae")
abruptly and unexpectedly terminated the Mortgage Selling and Servicing Contract
with the Registrant's operating subsidiary, HomeOwners Mortgage & Equity, Inc.
("Home"). On April 6, 1998, the employment was terminated of the President and
three (3) Executive Vice Presidents of Registrant and Home, including the chief
financial officer and principal accounting officer of Registrant and Home. On
May 4, 1998, Home filed a voluntary petition for relief under Chapter 11 of the
United States Bankruptcy Code. The remaining personnel of Registrant and Home
have not been able to complete the financial statements and related financial
data or otherwise provide a reasonable estimate of the impact of these events
within the prescribed time for filing the Quartely Report on Form 10-QSB of the
Registrant.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
J. Rolfe Johnson (713) 621-2880
---------------------------- -------------- -------------------------
(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 changes 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? See Exhibit A attached [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.
================================================================================
12b25-2
<PAGE>
HOMECAPITAL INVESTMENT CORPORATION
-----------------------------------------------------------
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date August 14, 1998 By /s/ REBECCA F. BLANCHARD
------------------------------ --------------------------------------
Rebecca F. Blanchard, Treasurer and
Principal Accounting Officer
12b25-3
<PAGE>
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-----------------------------------+
| INTENTIONAL 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 (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 amendments
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 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.
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 ((S)232.201 or (S)232.202 of this chapter) or
apply for an adjustment in filing date pursuant to Rule 13(b) of Regulation
S-T ((S)232.13(b) of this chapter).
12b25-4
<PAGE>
HOMECAPITAL INVESTMENT CORPORATION
EXHIBIT A
TO
FORM 12B-25
Explanatory Comments regarding material changes in operating results:
The Company expects to incur a pre-tax and net loss for the three months
ended June 30, 1998, in as yet undetermined amounts. For the same period ended
June 30, 1997, the Company reported net income of $210,352 or $.02 per share,
diluted.
The primary reason for the anticipated operating loss relates to the
following nonrecurring events:
On March 24, 1998, Fannie Mae terminated the Mortgage Selling and
Servicing Contract for FHA Title I loans with Home. Additionally, Fannie Mae
terminated its short-term warehouse facilities and its securities repurchase
facilities with Home related to financing of Title I loans and mortgage-backed
securities. Home began selling substantially all of its Title I loan production
to Fannie Mae in June 1996. As part of the contract termination, the right to
service the portfolio of Title I loans and mortgage-backed securities and
receive the excess interest flow from these assets serviced was terminated by
Fannie Mae, and Fannie Mae assumed control over the servicing and the related
cash flow.
The carrying value of this asset, which was included in the balance sheet
caption, Interest-Only Strip Receivable, had a balance of approximately
$12,356,000 at February 28, 1998, the month-end immediately preceding the date
of termination of the Fannie Mae relationship. At March 31, 1998, the Company
determined that the asset had been permanently impaired and charged the write-
off of the asset against operations for the three and six month periods ended
March 31, 1998.
In conjunction with the Fannie Mae contract termination, the Company was
also notified that Fannie Mae was requesting the repurchase by Home of certain
multifamily loans previously sold to Fannie Mae that Fannie Mae now considers to
be ineligible under the contract.
Since substantially all of the Title I loan production of Home was sold to
Fannie Mae on a whole loan basis or swapped with Fannie Mae for mortgage-backed
securities, and the whole loans and mortgage-backed securities were financed by
Fannie Mae, the actions taken by Fannie Mae have had a materially adverse effect
upon the Company.
The actions by Fannie Mae have resulted in the following effects upon the
Company:
. Caused the substantial suspension of business;
. Caused the write-off of a material portion of Interest-only strip
receivables in the amount of $13,857,307; and
. Caused an event of default under the various financing agreements
with the Company's lending institution.
In summary, the going concern value of Home and the Company has been
materially impaired, and it is unlikely that the Company will be able to
continue operations. Home is, therefore, seeking reorganization under Chapter
11 of the Bankruptcy Code.
Moreover, Fannie Mae has taken possession of substantially all of the loan
files and loan servicing for the Title I loan portfolio of Home, and, has not
timely furnished collection, debt reduction and other information necessary for
preparation of the Company's financial statements. The absence of such
information, together with the effect of drastically reduced staff of Home, have
rendered the Company unable to estimate, much less determine, the financial
condition and results of operations as of the end of and for the quarterly
period ended June 30, 1998.
12b25-5
