SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25
NOTIFICATION OF LATE FILING
COMMISSION FILE NUMBER 0-12185
(Check one): [X] Form 10-K and Form 10-KSB [ ] Form 11-K [ ] Form 20-F [ ]
Form 10-Q and Form 10-QSB [ ] Form N-SAR
For the period ended December 31, 1999
[ ] Transition Report on Form 10-K and Form 10-KSB [ ] Transition Report on
Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form
10-Q and Form 10-QSB [ ] Transition Report on Form N-SAR
For the transition period ended
Nothing in this form shall be construed to imply that the Commission
has verified any information contained herein.
If 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 the Registrant: UNICORP, INC.
Former name if applicable: UNICORP, INC. F/K/A AUTO AXZPT. COM, INC.
Address of principal executive office: 502 NORTH DIVISION STREET,
CARSON CITY, NEVADA 89703
PART II
RULE 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 appropriate box.)
[ 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 Forms 10- K, 10-KSB, 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 quarter report or 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
[ X ] (c) The accountant's statement or other exhibit required by
Rule 12b-25(c) has been attached if applicable.
<PAGE>
PART III
NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 10-KSB,
11-K, 20-F, 10-Q, 10-QSB, N-SAR or the transition report portion thereof could
not be filed within the prescribed time period.
The subject report could not be completed on time due to not having all
the necessary information because L. Mychal Jefferson II, the former President
and Chief Executive Officer of the Registrant has refused to turnover the
records of the registrant to Noel Rodriquez, the recent former President and
Chief Executive Officer of the registrant. The registrant has filed its
Original Petition and Request for Mandamus Relief, cause no. 2000-06970, in the
113th Judicial District Court, Harris County, Texas. L. Mychal Jefferson II has
sent limited information to the registrant's Certified Public Account for audit
purposes. The registrant is creating new records. The registrant is filing
unaudited financial statements as part of this report dated December 31, 1999.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
Louis G. Mehr, telephone number (281) 933 4874.
(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 the report(s).
[ ] Yes [ X ] 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 Form 10-KSB for the fiscal year ended December 31, 1997, and
Forms 8-K filed on March 25, 2000.
UNICORP, INC.
Has caused this notification to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: March 30, 2000 By /s/ Louis G. Mehr
----------------------------
Louis G. Mehr, President
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EXHIBITS
a. Accountant Letter.
b. Unaudited Financial Statements dated December 31, 1999.
Exhibit A.
ALVIN L. DAHL & Associates, PC
Certified Public Accountants
A Professional Corporation
903 N. Bowser Road, Suite 370
Richardson, Texas 75081
(972) 664-1527
Fax (972) 664-1430
March 15, 2000
Mr. Louis G. Mehr
President
Unicorp, Inc.
RE: Audit of Unicorp, Inc.
Dear Mr. Mehr:
Due to lack of access to the Corporation's books and records, we will be unable
to complete an audit of the financial statement for the years ending December
31, 1999 and 1998 respectively, in a timely manner. Previous management did not
respond to repeated attempts to obtain access to the records.
Sincerely,
/s/ Alvin L. Dahl
- ---------------------
Alvin L. Dahl, CPA
<PAGE>
Exhibit B. Unaudited financial statements
<TABLE>
<CAPTION>
UNICORP, INC.
Balance Sheet - Unaudited
As of December 31, 1999
Dec 31, '99
ASSETS
Current Assets
Other Current Assets
<S> <C>
1300 - INVENTORY - ZEOLITE 10,200,000.00
-------------
Total Other Current Assets 10,200,000.00
-------------
Total Current Assets 10,200,000.00
Other Assets
1605 - INVEST - AZ CAPITAL, INC. 409,860.00
-------------
Total Other Assets 409,860.00
-------------
TOTAL ASSETS 10,609,860.00
=============
LIABILITIES & EQUITY
Liabilities
Current Liabilities
Other Current Liabilities
2050 - ACCOUNTS PAYABLE 98,395.78
2060 - DIVIDENDS PAYABLE 903,833.33
-------------
Total Other Current Liabilities 1,002,229.11
-------------
Total Current Liabilities 1,002,229.11
Long Term Liabilities
2601 - NOTE PAYABLE - E.A.I. 200,000.00
-------------
Total Long Term Liabilities 200,000.00
-------------
Total Liabilities 1,202,229.11
Equity
3000 - PREFERRED STOCK - SERIES A 5,800,000.00
3050 - COMMON STOCK 168,086.59
3060 - COMMON STOCK - CLASS A 4,200.00
3101 - ADDITIONAL PAIDIN CAPITAL 7,579,626.41
3500 - RETAINED EARNINGS -3,868,386.33
Net Income -275,895.78
-------------
Total Equity 9,407,630.89
-------------
TOTAL LIABILITIES & EQUITY 10,609,860.00
=============
</TABLE>
<TABLE>
<CAPTION>
Unaudited
UNICORP, INC.
Profit and Loss - Unaudited
January through December 1999
<S> <C>
Jan - Dec '99
Ordinary Income/ Expense
Expense
6145 - COURT COSTS EXPENSE 277.00
6200 - INTEREST EXPENSE 41,217.78
6270 - JUDGMENT AND PROFESSIONAL FEES 219,401.00
6320 - STOCK TRANSFER EXPENSE 15,000.00
-------------
Total Expense 275,895.78
-------------
Net Ordinary Income -275,895.78
-------------
Net Income -275,895.78
=============
</TABLE>
<PAGE>
