UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING SEC FILE NUMBER: 2-96366-A
CUSIP NUMBER: 921809109
[ ]Form 10-K [ ]Form 20-F [ ] Form 11-K [X] Form 10-Q
[ ]Form N-SAR
For Period Ended: September 30, 1997
[ ] 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:
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
Former Name if Applicable
VANDERBILT SQUARE CORP.
Address of Principal Office (Street and Number)
2300 GLADES ROAD, SUITE 450, WEST TOWER
City, State and Zip Code
BOCA RATON, FLORIDA 33431
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.
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[X] (b) The subject annual report, semi-annual report, transition report on
Form 10-K, Form 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
[X] (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, 20-F, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period.
The Registrant's Form 10-Q for the period ended September 30, 1997
cannot be filed within the prescribed time period because the
Registrant's counsel has been unable to complete preparation of
the quarterly report.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
Eugene M. Kennedy, Esq. (954) 524-4155
(Name) (Area Code) (Telephone Number)
(2) Have all other period 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 short 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
in the earnings statement 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.
VANDERBILT SQUARE CORP. has caused this notification to be signed on its
behalf by the undersigned hereunto duly authorized.
Date: November 17, 1997 BY:/s/Larry Schwartz
Larry Schwartz, President
