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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25
Commission File Number 0-33305
NOTIFICATION OF LATE FILING
(Check One): [ ] Form 10-K and Form 10-KSB [ ] Form 11-K [ ] Form 20-F
[X] Form 10-Q and Form 10-QSB [ ] Form N-SAR
For Period Ended: June 30, 1997
[ ] 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: _______________________________________________
PART I. REGISTRANT INFORMATION
Full name of registrant: AUDIO COMMUNICATIONS NETWORK, INC.
Former name if applicable: N/A
Address of principal executive office (Street and number): 1000 Legion Place,
Suite 1515
City, State and Zip Code: Orlando, Florida 32801
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 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 quarterly 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
[ ] (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 Form 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. (Attach extra sheets if needed.)
Audio Communications Network, Inc. (the "Company") is not able to file
its Quarterly Report on Form 10-QSB for the period ended June 30, 1997 without
unreasonable effort or expense within the prescribed time period due to
unforeseen circumstances encountered in connection with reporting its unaudited
results of operations for such period.
PART IV. OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Jason K. Horowitz (212) 702-5966
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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).
[ ] Yes [X] No
An amendment to the Annual Report on Form 10-KSB for the year ended
December 31, 1996 to include information which was incorporated by reference to
the Company's definitive proxy statement that was not filed with the Commission
within 120 days of the end of the fiscal year.
(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 report will reflect significant changes when compared to the
corresponding period in 1996 as a result of the combined operations of the
Company and Suncom Communications, LLC ("Suncom") in as much as the Company
acquired substantially all of the assets of Suncom in a transaction that closed
on May 30, 1997. The Quarterly Report on Form 10-QSB for the period ended June
30, 1997 is the first quarterly filing reflecting the combined results.
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AUDIO COMMUNICATIONS NETWORK, 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: August 14, 1997 By: /s/ David Unger
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David Unger
Executive Vice President
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