UNITED STATES -----------------
SECURITIES AND EXCHANGE COMMISSION SEC FILE NUMBER
Washington, D.C. 20549 0-14900
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FORM 12b-25
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NOTIFICATION OF LATE FILING CUSIP NUMBER
69364C108
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(Check One):[_]Form 10-K [_]Form 20-F [_]Form 11-K [X]Form 10-Q [_]Form N-SAR
For Period Ended: August 2, 1997
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[ ] 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: __________________________
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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.
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If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates:
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PART I -- REGISTRANT INFORMATION
PSS, Inc.
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Full Name of Registrant
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Former Name if Applicable
P.O. Box 21186
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Address of Principal Executive Office (Street and Number)
Seattle, Washington 98111-3186
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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
Form 10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof, will be
filed on or before the fifteenth calendar day following the prescribed
[X] 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 Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period.
SEE ATTACHMENT A
(Attach Extra Sheets if Needed)
SEC 1344 (6/94)
<PAGE>
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Mark Todes 206 901-3790
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(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 answer is no,
identify report(s) X Yes No
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(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
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If so, attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of results cannot be made.
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PSS, Inc.
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date September 17, 1997 By /s/ Mark Todes
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Mark Todes, President
<PAGE>
FORM 12b-25
ATTACHMENT A
PART III - NARRATIVE
The Form 10-Q for the Registrant cannot be filed within the prescribed time
period because a change during the third fiscal quarter ended August 2, 1997 in
the method in which the revenues derived from, and expenses incurred in
connection with, the investment assets held by the Registrant's subsidiary,
PSSC, Inc., are reported to the Registrant has resulted in an inability to have
the financial statements for such fiscal quarter prepared during the prescribed
time period.
