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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25
Commission File Number: 0-13667
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NOTIFICATION OF LATE FILING
(Check One): [ X ] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K
For Period Ended: January 31, 2000
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[ ] Transition Report on Form 10-K [ ] Transition Report on Form 10-Q
[ ] Transition Report on Form 20-F [ ] Transition Report on Form N-SAR
[ ] Transition Report on Form 11-K
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 INFORMATION
Full name of registrant: PDG Environmental, Inc.
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Former name if applicable: N/A
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Address of principal executive office (Street and number): 300 Oxford Drive
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City, State and Zip Code: Monroeville, PA 15146
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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 is appropriate)
[ ] (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 15th 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 Form 10-K and Form 10-KSB,
11-K, 20-F, 10-Q and Form 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 registrant is in a fee dispute with its prior auditors, Ernst & Young, LLC
("E&Y"), which audited the January 31, 1999 and 1998 financial statements. E&Y
previously issued their unqualified opinion on those financial statements which
did not contain an adverse opinion or a disclaimer of accounting principles. Due
to the
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aforementioned fee dispute, E&Y has refused to re-issue their opinions on those
financial statements for inclusion in the January 31, 2000 Form 10-KSB.
Therefore, the registrant's Audit Committee has engaged the registrant's current
auditors, Stokes Kelly & Hinds, LLC, to confirm E&Y's audit of the January 31,
1999 and 1998 financial statements and to issue their opinion on those
statements so that the registrant's Form 10-KSB will be filed within the 15-day
extension period in full compliance with Securities and Exchange Commission
rules. The registrant emphasizes that the dispute with its prior auditors, E&Y,
is a fee dispute and not a disagreement as to accounting principles.
PART IV-OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
John C. Regan 412 856-2200
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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 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.
PDG Environmental, Inc.
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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 4/27/00 By /s/ John C. Regan
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John C. Regan, Chairman & Chief Executive Officer
ATTENTION
Intentional misstatements or omissions of fact constitute Federal
Criminal Violations (see 18 U.S.C. 1001).
