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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25
COMMISSION FILE NUMBER 0-10238
NOTIFICATION OF LATE FILING
(Check One):
[ ] Form 10-K [ ] Form 11-K [ ] Form 20-F [x] Form 10-Q
For Period Ended: JULY 31, 1999
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[ ] 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 Transition Period Ended:
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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:
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PART I - REGISTRANT INFORMATION
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Full Name of Registrant: U.S. ENERGY SYSTEMS, INC.
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Former Name if Applicable:
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Address of Principal Executive Office (Street and Number):
515 N. FLAGLER DRIVE, SUITE 702
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City, State and Zip Code: WEST PALM BEACH, FLORIDA 33401
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PART II - RULE 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, 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 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 reasons why the Form 10-K, 11-K, 20-F,
10-Q, N-SAR or portion thereof could not be filed within the prescribed time
period.
See Attachment hereto
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PART IV - OTHER INFORMATION
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(1) Name and telephone number of person to contact in regard to this
notification:
SEYMOUR J. BEDER (561) 820-9779 or (212) 673-2642
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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 the 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.
See Attachment hereto
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U.S. ENERGY SYSTEMS, INC.
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(Name of Registrant as specified in charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: September 14, 1999 By: /s/ Seymour J. Beder
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Name: Seymour J. Beder
Title: Chief Financial Officer
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ATTACHMENT TO FORM 12B-25
FORM 10-QSB FOR PERIOD ENDED JULY 31, 1999
PART III - NARRATIVE
The Registrant is unable to file its Quarterly Report on Form 10-QSB for the
quarter ended July 31, 1999 because the Registrant is experiencing delays in the
collection and compilation of certain financial information required to be
included in the Form 10-QSB. The Form 10-QSB will be filed as soon as reasonably
practicable and in no event later than the fifth calendar day following the
prescribed due date.
PART IV - OTHER INFORMATION
As stated in previous filings on Forms 10-KSB and 10-QSB, the Registrant has
been involved in legal proceedings in which an adverse outcome could have a
material adverse effect on its financial condition. The action against the
Registrant was for $6 million, and a settlement for an amount significantly
less than what was claimed has been reached in principle, which requires a
material adjustment to all financial reports.
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