CENTER BANCORP INC
NT 10-K, 1998-04-01
STATE COMMERCIAL BANKS
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 12b-25

                           Notification of Late Filing

                         Commission File Number: 2-81353

                             CUSIP Number: 151408101

(Check One)
|X| Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q
and Form 10-QSB [ ] Form N-SAR

For Period Ended: December 31, 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: ____________________

     Read Attached  Instruction  Sheet Before  Preparing  Form.  Please Print or
Type.

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:

                                       N/A

<PAGE>

                                     PART I
                             REGISTRANT INFORMATION

Full Name of Registrant    Center Bancorp, Inc.

Former Name if Applicable  N/A

Address of Principal Executive Office (Street and Number)   2455 Morris Avenue

City, State and Zip Code   Union, New Jersey  07083


<PAGE>


                                     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 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  10-KSB,  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 
         or  transition  report on Form 10-Q,  Form  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.

                                    PART III
                                    NARRATIVE

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

         Center  Bancorp,  Inc. (the  "Company") was not able to file its Annual
Report on Form 10-K for the  fiscal  year  ended  December  31,  1997 (the "Form
10-K") within the time period  prescribed for such report  without  unreasonable
effort or expense due to the fact that the financial printer  contracted to file
the  Form  10-K by  EDGAR  had  substantial  difficulties  in  coordinating  the
appropriate exhibits to the Form 10-K. The Company expects to file the Form 10-K
promptly after the filing of this Form 12b-25.


<PAGE>


                                     PART IV
                                OTHER INFORMATION

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

Anthony Weagley
Chief Financial Officer                          (908) 688-9500
- --------------------------------------------------------------------------------
 (Name and Title)                            (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?

                            | |  Yes          |X| 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.

                                       N/A

                              Center Bancorp, 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:  April 1, 1998                By:    /s/ Anthony Weagley
                                          --------------------
                                            Name: Anthony Weagley
                                            Title:    Chief Financial 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.

<PAGE>

                                    ATTENTION

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

                              GENERAL INSTRUCTIONS

1.   This form is required  by Rule  12b-25 (17 CFR 240,  12b-25) of the General
     Rules and Regulations under the Securities Exchange Act of 1934.

2.   One signed  original and four conformed  copies of this form and amendments
     thereto  must be  completed  and filed  with the  Securities  and  Exchange
     Commission,  Washington,  D.C.  20549,  in accordance  with Rule 0-3 of the
     General Rules and Regulations  under the Act. The information  contained in
     or filed  with  the Form  will be made a matter  of  public  record  in the
     Commission files.

3.   A manually  signed copy of the form and  amendments  thereto shall be filed
     with each national  securities exchange on which any class of securities of
     the registrant is registered.

4.   Amendments to the notifications  must also be filed on Form 12b-25 but need
     not restate information that has been correctly  furnished.  The form shall
     be clearly identified as an amended notification.

5.   Electronic Filers.  This form shall not be used by electronic filers unable
     to timely  file a report  solely  due to  electronic  difficulties.  Filers
     unable  to  submit  a  report  within  the time  period  prescribed  due to
     difficulties  in  electronic  filing  should comply with either Rule 201 or
     Rule 202 of Regulation  S-T  (ss.232.201  or ss.232.202 of this chapter) or
     apply for an adjustment in filing date pursuant to Rule 13(b) of Regulation
     S-T (ss.232.13(b) of this chapter).



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