COUNTRY WORLD CASINOS INC
NT 10-Q, 1996-11-15
COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH
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                      SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, DC 20549

                                 FORM 12b-25
                        Commission File Number 1-12668

                          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:   September 30, 1996


[ ]  Transition Report on Form 10-K       [ ]  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: 
_________________________________________________________________

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:_____________________________________________________________________
_____________________________________________________________________________
_______________


Part I. Registrant Information

Full name of registrant       Country World Casinos, Inc.
Former name if applicable 
__________________________________________________________________________

                              4155 East Jewell Avenue, Suite 1000
           Address of principal executive office    (Street and number)
 
                              Denver, Colorado 80222
                          City, State and Zip Code


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, 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
           has been attached if applicable.



Part III. Narrative

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

     Additional time is necessary to complete the Report.  It is expected that 
the Report will be filed by the fifth calendar day following the prescribed 
due date.

Part IV. Other Information

     (1)     Name and telephone number of person to contact in regard to this 
notification
          
        Roger D. Leclerc          303               639-5001
             (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?

                         [  ] 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.

     The Company anticipates reporting a minimal profit compared to a 
significant loss for the prior year period. An estimate of the profit cannot 
be made because since the time of the previous corresponding period for the 
last fiscal year, the Company has liquidated one of its subsidiaries and 
restructured another.  Two separate accounting firms are still in the process 
of assisting the Company in tabulating results.

                         Country World Casinos, 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:      November 14, 1996                                   
By:        /s/ Roger D. Leclerc                                         
                                   
                                        

     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.


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