UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FILE NUMBER
1-11046
FORM 12B-25
NOTIFICATION OF LATE FILING
CUSIP NUMBER
890530 10 8
(Check One)X Form 10-K Form 20-F Form 11-K Form 10-Q Form N-SAR
For Period Ended: September 30, 1997
(X) 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: September 30, 1998:
Read Instructions (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:
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PART I - REGISTRANT INFORMATION
TOP SOURCE TECHNOLOGIES, INC.
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Full Name of Registrant
TOP SOURCE, INC.
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Former Name if Applicable
7108 Fairway Drive, Suite 200
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Address of Principal Executive Office (Street and Number)
Palm Beach Gardens, Florida 33418
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City, State and Zip Code
PART II - RULES 12b 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 Form N-SARI, or portion thereof, will be filed on or
before the fifteenth calendar day following the prescribed due date; or 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 of other exhibit required by Rule 12b-25(c) has
been attached if applicable.
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PART III - NARRATIVE
State below in reasonable detail the reasons why the Form 10-K, 11-k, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period.
SEC 1344 (11-91)
Due to the amount of time and complexity in obtaining stockholder approval
for the sale of substantially all of the assets of the Registrant's automotive
subsidiary (which occurred on December 15, 1998) and in consummating the other
significant transactions, which have been publicly reported, the Registrant's
Chief Financial Officer and his accounting personnel cannot complete the Form
10-K by the required December 29th, 1998 due date.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
David Natan (561) 775-5756
(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).
xx
-------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?
xx
------- Yes ------- No
The Company anticipates reporting a loss from operations substantially more
than the operating loss in the prior year.
TOP SOURCE TECHNOLOGIES, 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.
/s/ David Natan
Date: December 28, 1998 By: David Natan
Vice President and
Chief Financial Officer
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.
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