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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
SEC File Number 0-14361
CUSIP Number 897069100
NOTIFICATION OF LATE FILING
(Check One):[X] Form 10-K [ ]Form 20-F [ ]Form 11-K [ ]Form10-Q [ ]Form N-SAR
For Quarter Ended: April 30, 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
For the Transition Period Ended: Not applicable
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: Not applicable
Part I - REGISTRANT INFORMATION
Full name of registrant:
TROPIC COMMUNICATIONS, INC.
Former name if applicable: Not applicable
Address of principal executive office (Street and Number)
3021 Bethel Road
Suite 208
City, State and Zip Code
Columbus, Ohio 43220
Part H - RULE 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, 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
[ N/A ] (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 Registrant requests relief from filing its Form 10-K on July 29, 1997
and requests permission to avail itself of the provisions of Rule 12b-25(b)
which permit a filing of Form 10-K within fifteen calendar days after the normal
due date, as the Registrant needs additional time to complete its analysis and
implementation of FAS No. 123, accounting for Stock Based Compensation, the
results of which will materially affect the Registrant's Form 10-K. The
additional work needed to be performed by the Registrant cannot be completed by
July 29, 1997, without incurring unreasonable expense or unreasonable effort and
hardship.
There are no accounting issues between the Registrant and its auditors.
The subject Annual Report on Form 10-K will be filed on or before the fifteenth
calendar day following the prescribed due date.
Part IV - Other Information
(1) Name and telephone number of person to contact in regard to this
notification
Thomas E. Reynolds, Vice President and Secretary (614 538-0660
(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.
The Registrant anticipates results of operations to be a loss of
approximately $922,000 for the year ended April 30, 1997, as compared to loss of
$1,311,594 for the year ended April 30, 1996. The loss is a continuation of
previous conditions reported in the fiscal year 1997 quarterly reports. The
Registrant requires additional time to complete the review instant to the
implementation of FAS No. 123.
<PAGE>
TROPIC COMMUNICATIONS, 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: July 29, 1997 By /s/ JOHN E. RAYL
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JOHN E. RAYL
Chief Executive Officer,Treasurer
and Director
