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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC FILE NUMBER 0-23607
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(Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form N-SAR
For Period Ended: DECEMBER 31, 1997
[ ] 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
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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: APPLIED VOICE RECOGNITION, INC. (THE "COMPANY")
Former Name if Applicable:
4615 POST OAK PLACE, SUITE 111
Address of Principal Executive Office (Street and Number)
HOUSTON, TEXAS 77027
City, State and Zip Code
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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 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;
(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 the 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, 11-K, 20-
F, 10-Q, N-SAR or the transition report or portion thereof could not be filed
within the prescribed time period. (Attach extra sheets if needed).
The Company recently signed a letter of intent with Voice-It
Worldwide, Inc. ("Voice It") which expired by its own terms on March 31, 1998.
Many of the Company's key officers involved in preparing the Company's financial
statements and filings under the Securities Exchange Act of 1934 have been
heavily involved in the merger negotiations with and due diligence review of
Voice It over the last few weeks. Accordingly, the Company has not completed its
financial statements and other disclosure covering the previous year, and is,
therefore, unable to file a Form 10-KSB within the prescribed time period
without unreasonable effort or expense.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
WILLIAM T. KENNEDY 713 621-5678
(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?
[X] Yes [ ] 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.
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EXPLANATION. For the fiscal year ended December 31, 1996, the Company
realized $374,697 in net sales and incurred $404,875 in net losses. It is
estimated that the Company will realize approximately $2,100,000 in sales for
the fiscal year ended December 31, 1997 and will incur approximately $3,600,000
to $4,000,000 in net losses for the period.
The increase in sales is attributable to the introduction of the Company's
"continuous speech" version of its voice recognition software which stimulated
higher sales than the Company's previous "discreet speech" version of its
product. The estimated increase in the net losses over the prior period is due
to the development, sales and marketing and administrative expenses associated
with introducing the new version of the product to the marketplace.
APPLIED VOICE RECOGNITION, INC.
(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 31, 1998 By: /s/ William T. Kennedy
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William T. Kennedy,
Chief Financial Officer
INSTRUCTION: The form may be signed by an executive officer of the registrant or
by any 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.
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ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001).
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