U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC FILE NO. 33-27399
CUSIP NUMBER ________
(Check One):
[ ] 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: June 30, 1999
|_| 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: ____________________
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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.
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If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates:
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Part I -- Registrant Information
Full Name of Registrant Atlantic City Boardwalk Associates, L.P.
Former Name if Applicable
Address of Principal Executive Office Indiana Avenue & the Boardwalk
(Street and Number) Atlantic City, New Jersey 08401
City, State and Zip Code
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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
Forms 10-K, 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, 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, 10-KSB,
11-K, 10-Q, 10-QSB, N-SAR, or the transition report, or portion thereof, could
not be filed within the prescribed time period. (Attach Extra Sheets if Needed)
The business of the Registrant is to lease certain real property to
the Claridge at Park Place, Incorporated (the "Claridge"), a wholly-owned
subsidiary of The Claridge Hotel and Casino Corporation (the "Corporation"). The
Registrant is dependent upon the ability of the Claridge to make rental payments
when due. The Registrant has been advised that the Corporation is not able to
timely file its Form 10-Q for the quarter ended June 30, 1999 and has or will
advise the Commission substantially as follows:
The Form 10-Q for the fiscal quarter ended June 30, 1999 for the
Company could not be filed within the prescribed period because the
Company was unable to complete certain information key to filing a
timely and accurate report on the financial aspects of the Company
because of management time diverted to preparing for, and financial
uncertainties relating to, the filing to be made by the Company under
Chapter 11 of the U.S. Bankruptcy Code. Such inability could not have
been eliminated by the Company without unreasonable effort or expense.
As the Registrant cannot make accurate disclosure with respect to its financial
condition without disclosure regarding the Claridge's condition, and is subject
to the same financial uncertainties, the Registrant is unable to timely file its
quarterly report on Form 10-Q.
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Part IV -- Other Information
(1) Name and telephone number of person to contact in regard to this
notification.
Alan Wovsaniker, Esq. (973) 597-2500
(attorney to and authorized representative
of Atlantic City Boardwalk Associates, L.P.)
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(Name and Title) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Sections 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.
Atlantic City Boardwalk Associates, L.P.
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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 16, 1999 By: /s/ Anthony C. Atchley
Name: Anthony C. Atchley
Title: General Partner of Atlantic City
Boardwalk Associates, L.P.
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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Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001)
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<PAGE>
GENERAL INSTRUCTIONS
1. This form is required by Rule 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.
