FIRST AMERICAN HEALTH CONCEPTS INC
NT 10-K, 2000-10-30
BUSINESS SERVICES, NEC
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                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 12b-25
                           NOTIFICATION OF LATE FILING

Commission File Number: 001-15209
                       ----------
(Check One):  [X] Form 10-K and Form 10-KSB   [ ] Form 10-Q and Form 10-QSB
              [ ] Form 20-F  [ ] Form 11-K    [ ] Form N-SAR

For Period Ended: July 31, 2000
                 ------------------------
[ ] 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:

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


                      FIRST AMERICAN HEALTH CONCEPTS, INC.
                      ------------------------------------
                             Full Name of Registrant

                            -------------------------
                            Former Name if Applicable

                     7776 S. Pointe Parkway West, Suite 150
            ---------------------------------------------------------
            Address of Principal Executive Office (Street and Number)

                          Phoenix, Arizona 85044-5424
                          ---------------------------
                            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 annual report,  semi-annual  report,  transition  report on
     Form 10-K, Form 20-F, 11-K, 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 of  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.
<PAGE>
PART III - NARRATIVE

State below in reasonable  detail the reasons why the Form 10-K and Form 10-KSB,
11-K, 20-F, 10-Q and Form 10-QSB,  N-SAR, or other transition  report or portion
thereof, could not be filed within the prescribed period.

         KPMG,  who had served as the  Registrant's  auditors for several years,
resigned shortly before the end of the Registrant's  fiscal year end. Registrant
was  not  able to  engage  new  auditors,  Pannell  Kerr  Forster,  until  early
September.  The new auditors immediately began their auditing procedures for the
Registrant's  fiscal year that ended July 31, 2000.  In obtaining  and reviewing
information  from prior years to  establish a basis for the 2000 audit,  Pannell
Kerr Forster  identified  several  accounting  matters that required  additional
attention  before they could  furnish  their audit  report for fiscal year 2000.
This effort has taken much longer that initially estimated because of difficulty
in identifying  support for the treatment of these  accounting  matters in prior
years.  The process is not complete and could not have been  completed  prior to
October 30 when the 10-KSB was due to be filed without  unreasonable  effort and
expense. The Registrant believes that the audit process for fiscal year 2000 can
be completed in early  November and that the Form 10-KSB report can be filed not
later  than 15 days  after the  original  due date.  Pannell  Kerr  Forster  has
submitted the attached statement in compliance with Rule 12b-25(c).

PART IV - OTHER INFORMATION

(1)  Name  and  telephone  number  of  person  to  contact  in  regard  to  this
     notification

           James Hyman                   (602)             414-0300
           -------------------------------------------------------------
           (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 reports), 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 by 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,
if  appropriate,  state the  reasons  why a  reasonable  estimate of the results
cannot be made.

                      FIRST AMERICAN HEALTH CONCEPTS, INC.
                  --------------------------------------------
                  (Name of Registrant as Specified in Charter)

has  caused  this  notification  to be signed on its  behalf by the  undersigned
hereunto duly authorized.

Date: October 30, 2000                      By: /s/ James Hyman
                                               ---------------------------------


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