PACE MEDICAL INC
NT 10-Q, 1998-08-17
ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS
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FORM 12B-25

                               UNITED STATES            SEC File Number  0-16257
                    SECURITIES AND EXCHANGE COMMISSION           ------
                          Washington, D.C. 20549        Cusip Number 69372M 10 6
                                
                                   FORM 12b-25


                           NOTIFICATION OF LATE FILING

(Check One)      [ ] Form 10-K        [ ] Form 20-F         [ ] Form 11-K  
                 [X] Form 10-QSB      [ ] Form N-SAR

                         For Period Ended: June 30, 1998
                                           -------------

                       [ ] 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 ATTACHED INSTRUCTION SHEET BEFORE PREPARING FORM. PLEASE PRINT OR TYPE

    Nothing in the 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


Pace Medical, Inc.
- --------------------------------------------------------------------------------
Full Name of Registrant


- --------------------------------------------------------------------------------
Former Name if Applicable

391 Totten Pond Road
- --------------------------------------------------------------------------------
Address of Principal Executive Office (STREET AND NUMBER)


Waltham, Ma  02154
- --------------------------------------------------------------------------------
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 appropriate box)

[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, semi-annual report, transition report on
          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; 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

[X]  (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, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period. (Attach Extra Sheets if Needed)

     The Registrant is waiting for financial information from its UK subsidiary
     which has not yet been furnished due to the absence of the financial
     manager at such location.



<PAGE>   2

                           PART IV - OTHER INFORMATION

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

               Ralph E. Hanson                781                890-5656
         -----------------------------     ----------        ------------------
                   (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:


- --------------------------------------------------------------------------------


                               Pace Medical, Inc.
                  --------------------------------------------  
                  (Name of Registrant as Specified in Charter)

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


Date  August 13, 1998                          By /s/ Ralph E. Hanson  
      ---------------                             -----------------------------
                                                  Ralph E. Hanson


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 persons
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 INSTRUCTION

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 amendment 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 (Section 232.201 or Section 232.202 of
         this chapter) or apply for an adjustment in filing date pursuant to
         Rule 13(b) of Regulation S-T (Section 232.12(c) of this chapter).






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