<PAGE> 1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File Number 333-30249
(Check one)
[ ] Form 10-K and Form 10-KSB [ ] Form 11-K
[ ] Form 20-F [ X ] Form 10-Q and Form 10-QSB Form N-SAR
For period ended: June 25, 1999
[ ] Transition Report on Form 10-K and Form 10-KSB
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q and Form 10-QSB
[ ] Transition Report on Form N-SAR
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: Colorado Prime Corporation
Former Name if Applicable: N/A
Address of principal executive 500 Bi-County Boulevard, Suite 400
office (Street and Number): Farmingdale, N.Y. 11735
<PAGE> 2
PART II
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 or semi-annual report,
transition report on Forms 10-K, 10-KSB, 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, 10-QSB, 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 the Form 10-K, 10-KSB, 11-K,
20-F, 10-Q, 10-QSB, N-SAR or the transition report portion thereof, could not be
filed within the prescribed time period. (Attach extra sheets if needed).
Timely filing of registrant's Form 10-Q for the quarterly period
ended June 25, 1999 was prevented by unanticipated delays in the
compilation of consolidated financial information.
2
<PAGE> 3
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
Name: Matthew Burris, Chief Financial Officer
Area code and telephone number: (516) 694-1111
(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
registrants were 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?
[ ] Yes [ X ] 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 can not be made.
Colorado Prime Corporation
(Name Of Registrant As Specified In Charter)
have caused this notification to be signed on their behalf by the undersigned
thereunto duly authorized.
Date: August 9, 1999
By: /s/ Matthew Burris
Chief Financial Officer
3