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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
(Commission File Number) 0-13284
NOTIFICATION OF LATE FILING
(Check One): [x] Form 10-K [ ] Form 11-K [ ] Form 20-F [ ] Form 10-Q
[ ] Form N-SAR
For Period Ended: October 31, 1998
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 IFNORMATION
V Band Corporation
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Full Name of Registrant
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Former Name if Applicable
565 Taxter Street
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Address of Principal Executive Office (Street and Number)
Elmsford, NY 10523
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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 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 therof 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 Form 10-K, and Form
10-KSB, 20-F, 11-K, 10-Q and 10-QSB, N-SAR or the transition report thereof
could not be filed within the prescribed period.
Amendments to the financial covenants in the Company's Credit Facility
with National Bank of Canada (the "Credit Facility") have been made in the past
in light of losses experienced by the Company. None of those amendments have
modified the financial covenants of the Credit Facility applicable to periods
after October 31, 1998. The Company is in the process of preparing a request to
National Bank of Canada for the amendment of financial covenants applicable to
those periods after October 31, 1998. The response of National Bank of Canada to
the requested amendments could have a material impact upon the disclosures
required in the Company's Form 10-K.
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Part IV - Other Information
(1) Name and telephone number of person to contact in regard to this
notification.
Robert Riiska (914) 789-5000
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(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 such
reports.
Yes [X] 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.
In fiscal 1997, the Company reported a loss of $8,512,000. For
fiscal year 1998, the Company anticipates reporting a loss of
approximately $4,369,000.
V Band Corporation
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(Name of registrant as specified in charter)
aas caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: January 29, 1999 By: /s/Robert Riiska
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Robert Riiska
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
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