WORLDWATER CORP
NT 10-K, 1998-03-31
MALT BEVERAGES
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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION        
                             WASHINGTON, D.C. 20549              
                                  FORM 12b-25

                                                 Commission File Number: 0-16936

                          NOTIFICATION OF LATE FILING

 (Check One): [X] Form 10-K    [ ] Form 20-F  [ ] Form 11-K   [ ] Form 10-Q

For Period Ended: December 31, 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:________________________________

     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       

Full Name of Registrant: Worldwater Corp.
    
Former Name of Applicant: 
                             Golden Beverage Company
    
Address of Principal Executive Office:  
                         117 Hopewell - Rocky Hill Road

City, state and zip code  Hopewell, New Jersey 08525

                                    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;

[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

      (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 portion  thereof could not be filed within the  prescribed  time
period.

                         Year end audit is not complete

<PAGE>

                                    Part IV
                               Other Information

      (1) Name and  telephone  number  of person  to  contact  in regard to this
notification.


Brian McInerney                                        (609) 818-0700
        (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 was an inactive  company in its prior fiscal year. In April 1997,
the Registrant  acquired  substantially  all of the outstanding  common stock of
WorldWater,  Inc., a Delaware corporation.  Therefore, the results of operations
of the Registrant are now comprised solely of WorldWater, Inc.


                                Worldwater Corp.
                  (Name of registrant as specified in charter)

Has  caused  this  notification  to be signed on its  behalf by the  undersigned
thereunto duly authorized.

Date   3/31/98                        By  /s/  Quentin Kelly
                                         ---------------------------------------

            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  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 the 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 or apply for an adjustment in filing date pursuant to Rule 13(b)
of Regulation S-T.



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