W W CAPITAL CORP
NT 10-K, 1996-09-24
MISCELLANEOUS FABRICATED TEXTILE PRODUCTS
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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 
   N-SAR
          
                         For Period Ended: June 30, 1996
                       [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: _____________________________________________
          
          
          
          
     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:
          
          _____________________________________________________________________
          
          PART I - REGISTRANT INFORMATION
          
          _____________________________________________________________________
          Full Name of Registrant
                                        W W CAPITAL CORPORATION
          _____________________________________________________________________
          Former Name if Applicable
          
          _____________________________________________________________________
          Address of Principal Executive Office (Street and Number)
                          11990 Grant Street, Suite 400, Northglenn, CO  80233
          _____________________________________________________________________
          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 complected. (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, 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 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 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)
          
     Proper information was not available for a timely filing. This has caused a
delay  in the  completion  of the  subsidiaries  financial  statements  for  W-W
Manufacturing Co., Inc. and Eagle  Enterprises,  Inc.  Therefore,  the Form 10-K
could not have been timely filed without unreasonable effort or expense.
          
          (Attach Extra Sheets if Needed)
                                                       
     PART IV - OTHER INFORMATION
          
     (1) Name and  telephone  number  of  person  to  contact  in regard to this
notification
          
              Robert W. Claar       (303)       452-5000
 _______________________________ _____________ ________________________________
                    (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)

                                Yes  X    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 cannot be made.


______________________________________________________________________________
                              W W CAPITAL CORPORATION
       ____________________________________________________________________
                   (Name of Registrant as Specified in Charter)

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

             September 25, 1996
Date_______________________________________      By  _________________________

     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 (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 competed 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 Commissions 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.





                          W W Capital Corporation
                                Form 12b-25


Part IV - Other Information (3)

     Net sales for the year ended  June 30,  1996,  declined  by  $1,051,227  as
compared to the year ended June 30, 1995. This decrease is due to lower sales in
the livestock handling segment of the Company due to lower cattle prices.

     It is estimated the Company will incur a net loss of approximately $750,000
for the year ended June 30,  1996 as compared to a net loss of $406,987 in 1995.
The increase in the loss is directly related to the livestock equipment handling
segment which has lower sales,  increase in selling  expenses and costs incurred
in the  start  up of a new  product  line in the  livestock  handling  equipment
segment.



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