<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(CHECK ONE):
[ ] Form 10-KSB [ ] Form 20-F [ ] Form 11-K [X] Form 10-QSB [ ] Form N-SAR
For Period Ended: August 31, 1997
- --------------------------------------------------------------------------------
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: Not Applicable
- --------------------------------------------------------------------------------
PART I--REGISTRANT INFORMATION
- --------------------------------------------------------------------------------
Full Name of Registrant: Citadel Computer Systems Incorporated
Former Name if Applicable:
Address of Principal Executive Office (STREET AND NUMBER):
3811 Turtle Creek Boulevard, Suite 600, Dallas, Texas 75219-4421
(City, State and Zip Code)
- --------------------------------------------------------------------------------
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 quarterly report on Form 10-QSB 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.
<PAGE>
- --------------------------------------------------------------------------------
PART III--NARRATIVE
- --------------------------------------------------------------------------------
State below in reasonable detail the reasons why Form 10-QSB could not be filed
within the prescribed period.
The Company has not yet completed its Form 10-KSB for the year
ended February 28, 1997 or its Form 10-QSB for the quarter ended May
31, 1997, and is, therefore, unable to complete its Form 10-QSB within
the prescribed period. The Company will promptly file its Form 10-QSB
after filing its prior Form 10-KSB and Form 10-QSB.
- --------------------------------------------------------------------------------
PART IV--OTHER INFORMATION
- --------------------------------------------------------------------------------
(1) Name and telephone number of person to contact in regard to this
notification
Steven B. Solomon (214) 520-9292
(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).
[ ] Yes [X] No
Form 10-KSB for the fiscal year ended February 28, 1997
Form 10-QSB for the quarter ended May 31, 1997
(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.
<PAGE>
Citadel Computer Systems Incorporated
(Name of Registrant as specified in charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: October 15, 1997 By: /s/ Steven B. Solomon
------------------------------------
Steven B. Solomon
President, Chief Executive Officer &
Secretary
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.
- --------------------------------------------------------------------------------
ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001).
- --------------------------------------------------------------------------------
