GREAT AMERICAN MANAGEMENT & INVESTMENT INC
NT 10-Q, 1994-02-14
FABRICATED STRUCTURAL METAL PRODUCTS
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                       SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549


                                  FORM 12b-25

                                                   Commission File Number 0-5256



                          NOTIFICATION OF LATE FILING




(Check one):   (  ) Form 10-K,   (  ) Form 11-K,      (  ) Form 20-F,
               (  ) Form 10-Q,   (  ) Form N-SAR

For period ended: 


( ) Transition Report on Form 10-K         (X) 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 the Transition Period Ended:  DECEMBER 31, 1993

         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:  GREAT AMERICAN MANAGEMENT AND INVESTMENT, INC.

Address of principal executive office: TWO NORTH RIVERSIDE PLAZA, #800 
                               
City, state and zip code:  CHICAGO, ILLINOIS  60606 


                                    12b25-1





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                       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 Form 20-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.


                             PART III.  NARRATIVE

     State below in reasonable detail the reasons why Form 10-K, 11-K,
20-F, 10-Q, N-SAR or the transition report portion thereof could not be filed
within the prescribed time period. (Attach extra sheets if needed.)

     As disclosed in the Registrant's Form 10-Q for the quarter and nine months
     ended September 30, 1993, the operations of Eagle Industries, Inc.
     ("Eagle"), a subsidiary of Great American Management and Investment, Inc.
     (the "Registrant") which were previously reported as discontinued
     operation have been presented as a consolidated subsidiary of the
     Registrant.  The presentation of Eagle as a consolidated subsidiary
     resulted from the October 1993 decision to discontinue the proposed
     spinoff of Eagle.  In addition, in October 1993, Registrant changed its
     fiscal year end from July to December to conform with Eagle's fiscal year
     end of December.  Eagle's financial condition and operating results
     represent a substantial portion of the Registrant's consolidated financial
     statements.  Eagle files reports with the Securities and Exchange
     Commission and will file its Form 10-K for the year ended December 31,
     1993 by March 31, 1994.  Currently, Eagle's December 31, 1993 annual audit
     is in process.  Registrant is awaiting the finalization of this audit to
     determine that the information reported in its Transition Report on Form
     10-Q is in conformity with the audit of Eagle's consolidated financial
     statements.  Registrant does not expect to file form 12b-25 in the future,
     as its required filing dates will conform with Eagle's.
        


     




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                    PART IV.  OTHER INFORMATION

         (1) Name and telephone number of person to contact in regard to this
         notification:
         NORMAN FIELD                    (312)        466-3838       
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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 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:

         Results from operations for the five months ended December 31, 1993
         are expected to be unfavorable in comparison to the comparable period
         of 1992.  During the five months ended December 31, 1993, results
         from continuing operations were impacted by:  (i) as reported in the
         Registrant's press release of January 31, 1994, Eagle recorded
         substantial restructuring charges relating to certain of its
         continuing operations, (ii) Registrant increased its reserve
         related to the bankruptcy of its subsidiary, Madison Management Group,
         Inc., and (iii) as reported in the Registrant's quarterly report on
         Form 10-Q for the quarter and nine months ended September 30, 1993, a
         substantial gain was recognized by the Registrant on the sale of a
         portion of its holdings of the stock of Vigoro Industries, Inc.  In
         addition, during the five months ended December 31, 1993, Eagle
         recognized losses from discontinued operations relating to three of
         its subsidiaries.

                GREAT AMERICAN MANAGEMENT AND INVESTMENT, INC.
- ----------------------------------------------------------------------------
                  (Name of Registrant as Specified in Charter)

Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.



Date:      February 14, 1994             By: /s/ NORMAN FIELD   
     -----------------------------          -----------------------------
                                            Norman Field 
                                            Vice President and Treasurer





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