U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25/A
Notification of Late Filing
Amendment No. 1
Commission File Number 0-11104
[ ] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K
[ X ] Form 10-Q and Form 10-QSB [ ] Form N-SAR
For Period Ended: March 31, 1996
PART I
NOBLE ROMAN'S, INC.
(Name of issuer in its charter)
Indiana 35-1281154
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
One Virginia Avenue, Suite 800
Indianapolis, Indiana 46204
(Address of principal executive offices)
Issuer's telephone number: (317) 634-3377
Securities registered under Section 12(b) of the Act: None
Securities registered under Section 12(g) of the Act: Common Stock
PART II
Form 10-Q cannot be filed without unreasonable effort or expense and
the registrant seeks relief pursuant to Rule 12b-25 as follows:
[ X ] (a) For reasons described in Part III, Form 10-Q for the
fiscal quarter ended March 31, 1996 cannot be timely filed without
unreasonable effort or expense, therefore, we are requesting a five
(5) day extension of time to file such form.
[ X ] (b) Form 10-Q will be filed on or before the 5th day
following its current due date of May 15, 1996.
[ ] (c) The accounting statement or other exhibit required by
Rule 12b-25(c) has been attached if applicable.
PART III
The Company has been involved in significant negotiations of an
agreement and plan of merger whereby a corporation significantly
larger than the existing company will be merged with and into a
wholly-owned subsidiary of the Company. Because of the significant
<PAGE>
time involved in negotiating this agreement and plan of merger and
preparing for related financial transactions, the Company did not
have time for the completion of Form 10-Q for the fiscal quarter
ended March 31, 1996. Form 10-Q will be finished promptly and will
be filed on or before the 5th day after its due date.
PART IV
(1) Name and telephone number of person to contact in
regard to this modification: Paul W. Mobley, President,
--------------------------
(317) 634-3377.
--------------
(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
quarter will be reflected by the earnings statements to be included
in the subject report or portion thereof?
[ ] Yes [ X ] No
Noble Roman's, Inc. has caused this notification to be signed on its
behalf by the undersigned thereunto duly authorized.
Date: May 15, 1996 By: /s/ Paul W. Mobley
-----------------------------
Paul W. Mobley, President
