U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 205549
FORM 12b-25
NOTIFICATION OF LATE FILING
X Form 10-K Form 20-F Form 11-K Form 10-Q Form N-
SAR
For Period Ended: December 31, 1996
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:
Part I--Registrant Information
Full Name of Registrant
TELS Corporation
Address of Principal Executive Office (street and number)
406 West South Jordan Parkway, Suite 250
City, State and Zip Code
South JOrdan, UT 84095
File Number
0-12993
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 releief pursuant to rule 12b-25(b), the
followeing 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 unreasonalble effort or expense;
X (b) The subject annual report, semi-annual report, transition report
on Form10-K, or portion therof, will be filed on or before the fifteenth
calendar day following prescribed due date; and
X (c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
Part III--Narrative
Due to the discontinuance of some of the Company's operations in the
past several months, the form 10-K for the year ending December 31,
19195 could not be completed without unreasonable effort or expense.
Part IV--Other Information
(1) Name and telephone number of person to contact in regqud to
this notification
Stephen M. Nelson (801) 571-1182
(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 Comany Act of 1940 during the precediing 12 months or for
such shorter period that the registrant was required to file such report(s)
been failed?
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 reflrected 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.
TELS Corporation
(Name of Registrant as specified in charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date March 29, 1996 By s/sStephen M. Nelson
Stephen M. Nelson
Executive Vice President and
Chief Financial Officer
Coopers & Lybrand
26 South State Street
Suite 1700
Salt Lake City, Ut 84111
March 26, 1996
Securities and Exchange Commission
450 5th Street, N.W.
RE: TELS Corporation
Gentlemen:
We are the independent certified public accountants for TELS Corporation, and
have been engaged to report on the financial statements as of December 31,
1995, and for the year then ended. We have endeavored, with the full
cooperation of the Company, to obtain the neccessary information to meet
the filing requirements for Form 10-K, both as to form and timeliness. Due
to the timing of the Company formalizing a plan to discontinue a segment of
its operations, and the need to determine appropriate accounting and reporting
treatment for that discontinued segment, we will not have sufficient time to
complete our audit and review of the Form 10-K by March 30,1996, which is the
required filing date for the Company's annual report and Form 10-K.
Very truly yours,
Cooper & Lybrand L.L.P.