UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
OMB Number:3235-0058
Expires May 31, 1997 FORM 12B-25
CUSIP NUMBER NOTIFICATION OF LATE FILING
SEC FILE NUMBER
33-4734-D
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(Check One): oForm 10-K oForm 20-F oForm 11-K xForm 10-Q
oForm N-SAR
For Period ended:APRIL 30, 1996
[] 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:
Read Instruction (on back page) 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:
PART I REGISTRANT INFORMATION
RILEY INVESTMENTS, INC.
Full Name of Registrant
PACE GROUP INTERNATIONAL, INC.
Former Name if Applicable
1820 NORTH SHORE ROAD
Address of Principal Executive Office (Street and Number)
LAKE OSWEGO, OR 97034
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)
(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
x 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; of 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
(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 Forms 10-K, 11-K, 10-Q, N-SAR,
or the transition report or portion thereof, could not be filed within the
prescribed time period.
A CHANGE IN CONTROL OF THE BOARD OF DIRECTORS AND PRINCIPAL OWNERSHIP AFTER
THE END OF THE REGISTRANT'S FISCAL YEAR RESULTED IN UNEXPECTED DELAYS IN
COMPLETING THE NECESSARY REVIEW OF DOCUMENTATION AND THE PREPARATION OF THE
REPORT.
(ATTACH EXTRA SHEETS IF NEEDED)
SEC 1344 (6/93)
PART IV OTHER INFORMATION
(1)Name and telephone number of person to contact in regard to this
notification
MARK T. WALLER (503) 635-9309
(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).
xYes oNo
(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?
xYes oNo
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 COMPANY CONDUCTED NO
OPERATIONS DURING THE FISCAL QUARTER ENDED APRIL 30, 1996, SO COMPARISONS TO
PREVIOUS YEARS IS INAPPROPRIATE.
Riley Investments, 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: JUNE 18, 1996 BY /s/ JAMES R. KRUSE, COUNSEL TO REGISTRANT
INSTRUCTION: The form may be signed by an executive officer of the registrant
or by any other 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.
ATTENTION
INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL
VIOLATIONS (SEE 18 U.S.C. 1001).
GENERAL INSTRUCTIONS
1.This form is required by Rule 12b-25 (17 CFR 240.12b-25) of the General Rules
and Regulations under the Securities Exchange Act of 1934.
2.One signed original and four conformed copies of this form and amendments
thereto must be completed and filed with the Securities and Exchange
Commission, Washington, D.C. 20549, in accordance with Rule 0-3 of the
General Rules and Regulations under the Act. The information contained in or
filed with the form will be made a matter of public record in the Commission
files.
3.A manually signed copy of the form and amendments thereto shall be filed with
each national securities exchange on which any class of securities of the
registrant is registered.
4.Amendments to the notifications must also be filed on form 12b-25 but need
not restate information that has been correctly furnished. The form shall be
clearly identified as an amended notification.
5.Electronic Filers. This form shall not be used by electronic filers unable
to timely file a report solely due to electronic difficulties. Filers unable
to submit a report within the time period prescribed due to difficulties in
electronic filing should comply with either Rule 201 or Rule 202 of
Regulation S-T ( Section232.201 or Section232.202 of this chapter) or apply
for an adjustment in filing date pursuant to Rule 13(b) of Regulation S-T
(Section 232.201 or section 232.202 of this chapter) or apply for an
adjustment in filing date purusnat to rule 13(b) of Regulation S-T (section
232.13(b) of this chapter).