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UNITED STATES ---------------
SECURITIES AND EXCHANGE COMMISSION SEC FILE NUMBER
WASHINGTON, D.C. 20549 01-14190
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FORM 12b-25
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CUSIP NUMBER
NOTIFICATION OF LATE FILING 261878-10-12
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(Check One): /X/Form 10-K / /Form 20-F / /Form 11-K / /Form 10-Q / /Form N-SAR
For Period Ended: DECEMBER 30, 1995
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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:
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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.
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If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates:
A FINANCIAL STATEMENT SCHEDULE REQUIRED UNDER PART IV, ITEM 14 OF THE
FORM 10-K FOR A 50% OR LESS OWNED COMPANY THAT WAS A SIGNIFICANT
SUBSIDIARY OF THE REGISTRANT FOR THE YEAR ENDED DECEMBER 30, 1995.
PART I - REGISTRANT INFORMATION
DREYER'S GRAND ICE CREAM, INC.
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Full Name of Registrant
5929 COLLEGE AVENUE
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Address of Principal Executive Office (Street and Number)
OAKLAND, CALIFORNIA 94618
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(City, State and Zip Code)
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
/X/ 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
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 period.
THE FINANCIAL STATEMENTS OF M-K-D DISTRIBUTORS, INC. ("M-K-D"), A
49.7% OWNED SUBSIDIARY OF THE REGISTRANT ACCOUNTED FOR UNDER THE
EQUITY METHOD, ARE TO BE FILED AS A FINANCIAL STATEMENT SCHEDULE UNDER
PART IV, ITEM 14 OF THE FORM 10-K OF DREYER'S GRAND ICE CREAM, INC.
FOR THE YEAR ENDED DECEMBER 30, 1995. HISTORICALLY THE FINANCIAL
STATEMENTS OF M-K-D WERE NOT AUDITED BY INDEPENDENT ACCOUNTANTS AND
WERE NOT INCLUDED IN THE FORM 10-K BECAUSE M-K-D DID NOT QUALIFY AS A
SIGNIFICANT SUBSIDIARY OF THE REGISTRANT. AN AUDIT OF THE FINANCIAL
STATEMENTS OF M-K-D AS OF AND FOR THE YEAR ENDED DECEMBER 30, 1995 IS
BEING PERFORMED BY PRICE WATERHOUSE LLP, INDEPENDENT ACCOUNTANTS,
WHICH AUDIT COULD NOT BE COMPLETED BY MARCH 29, 1996 WITHOUT
UNREASONABLE EFFORT OR EXPENSE. THE AUDIT IS EXPECTED TO BE COMPLETED
IN EARLY APRIL 1996. WHEN THE AUDIT IS COMPLETED, THE AUDITED
FINANCIAL STATEMENTS OF M-K-D AS OF AND FOR THE YEAR ENDED DECEMBER
30, 1995, TOGETHER WITH THE REPORT THEREON OF PRICE WATERHOUSE LLP,
AND THE UNAUDITED, COMPARATIVE FINANCIAL STATEMENTS AS OF DECEMBER 31,
1994 AND FOR EACH OF THE TWO YEARS IN THE PERIOD THEN ENDED, SHALL BE
FILED BY AMENDMENT TO THE REGISTRANT'S FORM 10-K FOR THE YEAR ENDED
DECEMBER 30, 1995.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
<TABLE>
<S> <C> <C>
PAUL R. WOODLAND, CHIEF FINANCIAL OFFICER (510) 652-8187
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(Name) (Area Code) (Telephone Number)
</TABLE>
(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
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(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? / / 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.
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DREYER'S GRAND ICE CREAM, 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: MARCH 28, 1996 By: /s/ Paul R. Woodland
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(Paul R. Woodland)
Vice President - Finance and Administration,
Chief Financial Officer and Assistant Secretary
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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EXHIBIT TO FORM 12b-25
Price Waterhouse LLP
555 California Street
San Francisco, CA 94104
March 28, 1996
Mr. Paul R. Woodland
Vice-President - Finance
Dreyer's Grand Ice Cream, Inc.
5929 College Avenue
Oakland, California 94618
Dear Mr. Woodland:
You have furnished us with a copy of your "Notice of Late Filing" on Form 12b-25
dated March 28, 1996.
We are in agreement with the comments under Part III of the Form with respect to
the reasons why we are unable to furnish our report on the financial statements
of M-K-D Distributors, Inc. on or before the date the Form 10-K of Dreyer's
Grand Ice Cream, Inc. for the year ended December 30, 1995 is required to be
filed.
Yours very truly,
/s/ Price Waterhouse LLP
Price Waterhouse LLP