U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
NOTIFICATION OF LATE FILING
FORM 12b-25
Sec. File Number 0-9624 Cusip Number 460491 80 6
[Check One]
[ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [ X ] Form 10-Q
[ ] Form N-SAR
For the Period Ended: March 31, 1998
[ ] 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 Instructions (on back page) Before Preparing Form.
Please Print or Type
Nothing in this form shall be constructed 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 INTERNATIONAL THOROUGHBRED BREEDERS, INC.
Former Name If Applicable
Address of Principal Executive Office (Street and Number)
HADDONFIELD ROAD AND ROUTE 70
City, State and Zip Code CHERRY HILL, NEW JERSEY 08034
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 12-b-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 expenses;
[b] The subject annual report, semi-annual report,
transition report on From 10-K, Form 2-F, Form 11-K,
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
PART III - NARRATIVE
State below in reasonable detail the reasons why the Form 10-K, 20-F,
11-k, 10-Q or N-SAR or the transition report or portion thereof, could
not be filed within the prescribed time period. {Attach Extra Sheet if
Needed} SEE ATTACHED
PART IV - OTHER INFORMATION
[1] Name and telephone number of person to contact in
regard to this notification
WILLIAM WARNER 609 488-3625
[Name] [Area Code] [Telephone No.]
[2] Have all other periodic reports required under Section
13 or 15[d] of the Securities and Exchange Act of 1934
or Section 10 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
reports] been filed? If answer is no, identify
report[s]. [ ] Yes [ X ] No
FORM 10-K JUNE 30, 1997 FORM 10-Q SEPTEMBER 30, 1997
FORM 10-Q DECEMBER 30, 1997
[3] It is 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.
INTERNATIONAL THOROUGHBRED BREEDERS, 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 MAY 18, 1998 By__________________________________________
WILLIAM H. WARNER, PRINCIPAL FINANCIAL OFFICER
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 Violation [See 18 U.S.C. 1001]
GENERAL INSTRUCTIONS
1. This form is required by Rule 12b-25 [17CFR 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 the 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 amendment notification.
International Thoroughbred Breeders, Inc.
Form 12b-25
Form 10-Q for Period Ended March 31, 1998
Part III - Narrative
As a result of delays in engaging an accounting firm to undertake an audit
of the Registrant's financial statements for the year ended June 30, 1997,
the Registrant has not filed the Form 10-K
report for the year then ended. On October 14, 1997, the Company engaged BDO
Seidman, LLP to audit its financial statements for the fiscal year
ended June 30, 1997. The Company and BDO Seidman have been working
diligently since such date in order to complete the June 30, 1997
audit and file the required Form 10-K report. As a result of the
delay in completing and filing the Form 10-K and the first and
second quarter Forms 10-Q, the Company anticipates that this Form
10-Q will also be filed after its due date. The Company does,
however, anticipate filing of the Form 10-K and all the Form 10-Q's
on or before May 22, 1998.
Part IV - Other Information
(3)
For the three months ended March 31, 1998, the Company's
operating loss was approximately $78,000 as compared to an
operating loss for the same period in fiscal 1997 of $1,342,708, a
decrease in the loss of approximately $1,265,000. For the nine
months ended March 31, 1998 the Company incurred an operating loss
of approximately $96,000 as compared to an operating loss for the
same period in fiscal 1997 of $1,681,459, a decrease in the loss of
approximately $1,585,000. The decreases in operating losses for
the three and nine month periods primarily resulted from
significant decreases in racetrack operating expenses.
For the three months ended March 31, 1998 the Registrant
anticipates reporting a net loss of approximately $2,600,000 to
$2,800,000 and a loss for the nine months ended March 31, 1998 of
approximately $7,900,000 to $8,000,000. The increase net loss of approximately
$620,000 from the loss for the three months ended March 31, 1997 of $2,069,458
primarily resulted from the net effects of: 1) an increase in interest
expense of approximately $1,300,000 which reflects higher indebtedness levels
incurred by the Company and the Company's current policy of
expensing all interest due to the suspended development of the El
Rancho property; 2) an increase of the amortization of financing
costs of approximately $500,000 which reflects the cost associated with the
Company's new indebtedness; partially offset by 3) an decrease in the
operating loss as discussed above.
The increase in net loss of approximatley $880,000 from the loss for the
nine months ended March 31, 1997 of $7,048,426 primarily resulted from the
net effects of: 1) an increase in interest expense of approximately
$3,400,000 which reflects higher indebtedness levels incurred by the Company
and the Company's current policy of expensing all interest due to the suspended
development of the El Rancho property; 2) an increase of the
amortization of financing costs of approximately $1,700,000 which
reflects the cost associated with the Company's new indebtedness;
partially offset by 3) a non-recurring write-off in the second
quarter of fiscal 1997 of $2,585,000 in non-refundable deposits
associated with the option to purchase a parcel of land adjoining
the El Rancho property in Las Vegas; and 4) a decrease in the
operating losses as discussed above.
