UNITED LEISURE CORP
NT 10-Q, 1997-11-14
LESSORS OF REAL PROPERTY, NEC
Previous: LINDBERG CORP /DE/, 10-Q, 1997-11-14
Next: LITTLEFIELD ADAMS & CO, 10-Q, 1997-11-14



<PAGE>   1
                        UNITED STATES               
             SECURITIES AND EXCHANGE COMMISSION 
                   Washington, D.C.  20549 
      
                         FORM 12b-25

                 NOTIFICATION OF LATE FILING

                                           Commission File Number   0-6106
                                                                  ------------

(Check One):  
[ ] Form 10-K   [ ] Form 20-F  [ ] Form 11-K  [X] Form 10-Q  [ ] Form N-SAR

    For Period Ended:           September 30, 1997
                      --------------------------------------------------------

[ ] 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:
                                     -----------------------------------------

- ------------------------------------------------------------------------------
    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

                           UNITED LEISURE CORPORATION
- ------------------------------------------------------------------------------
Full Name of Registrant

          
- ------------------------------------------------------------------------------
Former Name if Applicable

                             18081 Magnolia Avenue
- ------------------------------------------------------------------------------
Address of Principal Executive Office (Street and Number)

                       Fountain Valley, California 92708
- ------------------------------------------------------------------------------
City, State and Zip Code

                       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 Rules 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, 11-K, 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.
<PAGE>   2
                             PART III--NARRATIVE

State below in reasonable detail the reasons why the Form 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.  (ATTACH EXTRA SHEETS IF NEEDED)

Receipt of financial information from operation of real property acquired by a
50% owned subsidiary of the Registrant was delayed and could not be timely
incorporated into the Registrant's financial statements.


                          PART IV--OTHER INFORMATION

(1)              Name and telephone number of person to contact in regard to
                 this notification

<TABLE>
                  <S>                                       <C>              <C>
                         Madge S. Beletsky                     310               274-8300        
                 ---------------------------------------    -----------      ------------------
                             (Name)                         (Area Code)      (Telephone Number)
</TABLE>

(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 of 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.

                 United Leisure Corporation anticipates that it will have a
                 net loss of approximately $2 million for the 9 month period
                 ended September 30, 1997 as compared to net income of $381,280
                 for the nine month period ended September 30, 1996. This
                 discrepancy is the result of several factors, including:
                 decreased revenues in the fiscal quarter ended September 30,
                 1997 due to the termination of the Company's Ground Lease
                 with The Irvine Company on February 28, 1997; increased
                 litigation expense due to the various actions involving The
                 Irvine Company and the Company's subtenants on The Irvine
                 Company Property in the 9 month period ended September 30,
                 1997 and the write-off of a disputed contingent claim of
                 $1,128,973 during the 9 month period ended September 30, 
                 1996, which write off substantially increased net income
                 during the nine month period ended September 30, 1996. 
- ------------------------------------------------------------------------------
                           UNITED LEISURE CORPORATION
                  --------------------------------------------
                  (Name of Registrant as Specified in Charter)

has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.

Date     November 14, 1997            By     /s/ Harry Shuster   
     ---------------------------         -------------------------------------
                                         Harry Shuster, Chief Executive Officer
                                         
INSTRUCTION:  The form may be signed by an executive officer of the registrant
or by any other duly authorized representative.  The name and title of the
person signing the form shall be typed or printed beneath the signature.  If
the statement is signed on behalf of the registrant by an authorized
representative (other than an executive officer), evidence of the
representative's authority to sign on behalf of the registrant shall be filed
with the form.

                                   ATTENTION

- ------------------------------------------------------------------------------
   Intentional misstatements or omissions of fact constitute Federal Criminal
                        Violations (See 18 U.S.C. 1001)
- ------------------------------------------------------------------------------

                                               (Attach Extra Sheets If Needed)


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission