AMERICAN DIGITAL COMMUNICATIONS INC
NT 10-K, 1998-06-01
INVESTORS, NEC
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

(Check One):  |X|  Form 10-K  |_| Form 20-F  |_| Form 11-K  |_| Form 10-Q  
              |_| Form N-SAR

                  For Period Ended:  February 28, 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:
                                                  -----------------------

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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.
- --------------------------------------------------------------------------------
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 

     American Digital Communications, Inc.
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Full Name of Registrant

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Former Name if Applicable

  580 Granite Court
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Address of Principal Executive Office (Street and Number)

    Pickering, Ontario CANADA L1W 324
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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  reasonable  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,  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  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 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, 11-K, 10-Q, N-SAR,
or the  transition  report or  portion  thereof,  could not be filed  within the
prescribed time period.

See Attachment I
                                                 (Attach Extra Sheets if Needed)
                                                                  SEC 1344 (6/93


<PAGE>

PART IV -- OTHER INFORMATION

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

            Gary Hokkanen            (905)                             837-9909
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              (Name)               (Area Code)                (Telephone Number)

(2)  Have all other period  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). 
                                                                 [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.   See   Attachment   II
- --------------------------------------------------------------------------------

                     American Digital Communications, Inc.
- --------------------------------------------------------------------------------
                  (Name of Registrant as Specified in Charter)

has  caused  this  notification  to be signed on its  behalf by the  undersigned
hereunto duly authorized.

Date     05/27/98                         By   /s/ Gary Hokkanen
    ---------------------                 -------------------------------------
                                          Gary Hokkanen, 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.

                                    ATTENTION


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   Intentional misstatements or omissions of fact constitute Federal Criminal
                        Violations (See 18 U.S.C. 1001).
- --------------------------------------------------------------------------------


<PAGE>

                                  Attachment I


         The  Registrant  is seeking an extension of the period in which to file
its Form 10-KSB for the year ended February 28, 1998 for the following  reasons:
(1)  The  Registrant  experienced  a  change  in  its  independent  accountants,
previously  reported on Form 8-K dated May 13, 1998;  (2) the  employment of the
Registrant's  controller  was  terminated  during the three months ended May 31,
1998; and (3) the Registrant  moved its principal office during the three months
ended May 31, 1998.  These events  resulted in a delay in the  completion of the
Registrant's  Financial  Statements and other  portions of the Form 10-KSB.  The
Registrant is currently in the process of completing  the remaining  portions of
the Form 10-KSB,  and anticipates  that the Form 10-KSB will be filed within the
grace period provided for under Rule 12b-25.


<PAGE>

                                  Attachment II

         The  Registrant  estimates  that its loss from  operations for the year
ended February 28, 1998 will be approximately  $700,000, as compared with a loss
from operations of approximately $1.2 million for the prior fiscal year.



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