<PAGE>
---------------------------------------
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
---------------------------------------
FORM 12b-25
NOTIFICATION OF LATE FILING
---------------------------------------
SEC File Number: 0-9833
[ ] Form 10-K [ ] Form 11-K [ ] Form 20-F [X] Form 10-Q
[ ] Form N-SAR
For Period Ended: August 31, 1996
[ ] 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.
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: UNIHOLDING CORPORATION8
Former Name if Applicable:
96 Spring Street
-----------------------------------------------------------
(Address of Principal Executive Office - Street and Number)
New York, New York 10012
------------------------------
(City, State and Zip Code)
<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)
[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, Form 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.
PART III - Narrative
State below in reasonable detail the reasons why the form
10-K, 20-F, 11-K, 10-Q, N-SAR or transition report could not be
filed within the prescribed time period.
The Registrant has been unable to assemble all of the
materials necessary to effect the filing due to the Registrant's
need to focus on amending the Quarterly Reports on Form 10-Q for
the periods ended November 30, 1995 and February 29, 1996
resulting from discussions with the Registrant's independent
auditors on accounting for the acquisition of certain assets. In
addition, the Registrant has experienced unusual delays in
obtaining necessary financial information from certain
subsidiaries.
PART IV - Other Information
(1) Name and telephone number of person to contact in regard to
this notification: Gene Cronin, Esq. (212) 925-2800
------------------------------------------
(Name) (Area Code) (Telephone Number)
(2) Have all other period 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? [ ] Yes [X]No
<PAGE>
UNIHOLDING CORPORATION
-------------------------------------------
(Name of Registrant as specified in charter)
has caused this notification to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: October 15, 1996 BRUNO ADAM
--------------------------
Bruno Adam, Chief Financial
Officer
ATTENTION
Intentional misstatements or omissions of fact constitute
Federal Criminal Violations (See 18 U.S.C. 1001).
