UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
SEC FILE NUMBER
33-27602
CUSIP NUMBER
228-39230
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: December 31, 1996
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form IO-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
Crown Laboratories, Inc.
__________________________________________________________________________
Full Name of Registrant
__________________________________________________________________________
Former Name if Applicable
6780 Caballo Street
__________________________________________________________________________
Address of Principal Executive Office (Street and Number)
Las Vegas, NV 89199
__________________________________________________________________________
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 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
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, 20-F,
11-K, 10-Q, N-SAR, or the transition report or portion thereof,
could not be filed within the prescribed time period.
SEE ATTACHED SHEET.
<PAGE>
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to
this notification
Craig E. Nash, Chairman of the Board and CEO (702) 696-9300
___________________________________________ __________ _________________
(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 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 cannot be
made.
__________________________________________________________________________
Crown Laboratories, 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: April 1, 1997 By: Craig Nash, CEO
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 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 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 (232.201 or 232.202 of this chapter) or apply
for an adjustment in filing date pursuant to Rule 13(b) of
Regulation S-T (232.13(b) of this chapter).
<PAGE>
Form 12b-25 Part III - Narrative
Crown Laboratories, Inc. (the "Company") submits this Form
12b-25 pursuant to Rule 12b-25, 17 C.F.R. 240.12b-25 on April 1,
1997, and provides the following narrative statement
describing why the Company's Annual Report on Form 10-K for the
period ended December 31, 1996.
The Company is unable to file its Annual Report on Form 10-K
for the period ended December 31, 1996 within the prescribed time
period without unreasonable effort or expense for the following
two reasons. First, the Company was without the services of a
Chief Financial Officer from December 13, 1996 to March 31, 1997.
A Chief Financial Officer would have taken charge of the
preparation of the Annual Report on Form 10-K. Second, because
so many other issuers are also filing Annual Reports on Form 10-K,
the Company has been experiencing difficulties in securing the
services of a financial printing company to assist in the
preparation of its Annual Report on Form 10-K in a timely manner.
The undersigned hereby certifies that the reasons described could
not be eliminated without unreasonable effort or expense.
Very truly yours,
Crown Laboratories, Inc.
By: /s/ Craig E. Nash
_______________________
Name: Craig E. Nash
Title: Chief Executive Officer
