SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12B-25
Commission File Number: 0-15017
NOTIFICATION OF LATE FILING
(Check One):
[ ] Form 10-K [ ] Form 11-K [ ] Form 20-F [X] 10-Q [ ] Form N-SAR
For period Ended: February 27, 1999
[ ] 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:
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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:
HO1:\154025\01\3@%H01!.DOC\21901.0001
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PART I. REGISTRANT INFORMATION
Full Name of registrant: Samuels Jewelers, Inc.
Former name if applicable: Barry's Jewelers, Inc.
Address of principal executive office: 2914 Montopolis Drive, Suite 200
Austin, Texas 78741
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 appropriate box.)
[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 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 portion thereof could not be filed within
the prescribed time period:
The Registrant has not been able to complete its Quarterly Report on Form 10-Q
because it has been working on the restatement of its previous Form 10Q.
Subsequent to the issuance of the Company's Report on Form 10-Q for the period
ended November 28, 1998, the Company's management determined that compensation
expenses related to restricted stock grants and tax note bonuses, issued upon
confirmation of the Plan of Reorganization, recorded in the one and four month
periods ended October 2, 1998 should be adjusted and expensed over their vesting
term (in accordance with Accounting Principles Board No. 25). Approximately $1.8
million of expense relating to this grant was reversed from reorganization
expense and fresh-start entries were appropriately adjusted. In addition, notes
receivable associated with the grants were reclassified from other current
assets to notes receivable (contra-equity) as reflected in the balance sheet as
of November 28, 1998. The restatement has not yet been completed, but the
Company will be in a position to report within five calendar days of this
report. The Quarterly Report on Form 10-Q will be filed on or before April 19,
1999.
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PART IV. OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
E. Peter Healey
(512) 369-1415
(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. (See attachment.)
Samuels Jewelers, Inc. has caused this notification to be signed on its
behalf by the undersigned thereunto duly authorized.
Date: April 13, 1999 By: /s/ E. Peter Healey
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E. Peter Healey
Executive Vice President,
Chief Financial Officer, Secretary
and Treasurer