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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File No.
0-10737
(Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q
[ ] Form N-SAR
For Period Ended: December 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:___________________________________
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
Stuart Entertainment, Inc.
________________________________________________________________________________
Full Name of Registrant
________________________________________________________________________________
Former Name if Applicable
3211 Nebraska Avenue
________________________________________________________________________________
Address of Principal Executive Office (Street and Number)
Council Bluffs, Iowa 51501
________________________________________________________________________________
City, State and Zip Code
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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 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 Form 10-K, Form 20-F, 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 of 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 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 time period.
Stuart Entertainment, Inc. (the "Company") is involved in negotiations with
certain creditors of the Company, including its primary lender and an ad hoc
noteholders committee, to explore alternatives for restructuring the Company's
outstanding indebtedness. As a result, additional time is necessary to complete
the Registrant's Annual Report on Form 10-K for the fiscal year ended December
31, 1998.
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PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Lawrence X. Taylor (712) 323-1488
_____________________________ ________________ ______________________
(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 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? [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.
The Company expects significant changes in the results of operations for the
fiscal year ended December 31, 1998 compared to the fiscal year ended December
31, 1997 due to increased competition based on pricing in the Company's industry
and the gaming industry in general and increased expenses incurred by the
Company in connection with the consolidation of manufacturing locations.
Anticipated condensed financial information for these years is as follows:
<TABLE>
<CAPTION>
Twelve Months Twelve Months
Ended Ended
STATEMENTS OF OPERATIONS 12/31/98 12/31/97
--------- ---------
<S> <C> <C>
Revenues $ 118,642 $ 121,578
Operating costs 138,074 137,360
Loss from operations 19,432 15,782
Other income and expense
including income taxes (211) (2,429)
Net loss $ 19,221 $ 13,353
Basic and diluted loss per share $ 2.77 $ 1.94
</TABLE>
Stuart Entertainment, Inc.
______________________________________________________________________
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date April 1, 1999 By /s/ Lawrence X. Taylor
___________________________ ______________________________________
Lawrence X. Taylor, Executive Vice
President and Chief Financial Officer
