CASDIM INTERNATIONAL SYSTEMS INC
NT 10-Q, 1996-11-15
BLANK CHECKS
Previous: 3D IMAGE TECHNOLOGY INC /GA/, NT 10-Q, 1996-11-15
Next: MORELLIS NONA II INC, 8-K, 1996-11-15




                       UNITED STATES                    OMB APPROVAL
             SECURITIES AND EXCHANGE COMMISSION         OMB Number: 3235-0058
                   Washington, D.C. 20549               Expires: May 31, 1997
                        FORM 12b-25                     Estimated average burden
                NOTIFICATION OF LATE FILING             hours per response  2.50
                                                        
                                                        SEC FILE NUMBER
                                                        33-27742
                                                        
                                                        CUSIP NUMBER
                                                        147 420 103

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

                  For Period Ended:    September 30, 1996
                                    -----------------------
          [ ] 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 Instructions (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 notification  relates to a portion of the filing checked above,  identify the
Items(s) to which the notification relates:

PART I -- REGISTRANT INFORMATION

   Casdim International Systems, Inc.
- --------------------------------------------------------------------------------
Full Name of Registrant

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

   90 Park Avenue
- --------------------------------------------------------------------------------
Address or Principal Executive Office (Street and Number)

   New York, New York 10016
- --------------------------------------------------------------------------------
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.
      As of this  date,  the  registrant  has been  unable  to  consolidate  the
financial   statements  of  the  Company  and  its  Israeli  subsidiary  without
unreasonable expense. The Company anticipates that the financial statements will
be available and filed on or about November 19, 1996.

                                                (Attach Extra Sheets if Needed)
                                                                SEC 1344 (6/94)
<PAGE>
PART IV -- OTHER INFORMATION

(1)      Name  and  telephone  number  of person  to contact  in regard  to this
                                  notification
         Yehuda Shimshon              212                        894-1090
         (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?           [ 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.

      In the third quarter of 1995, the Company  recorded sales of approximately
$1.6 million and had net income of approximately  $530,000.  The Company changed
the focus of its  operations  in 1996 to emphasize  the leasing of kiosks rather
than  their  sale and to enter  the  North  American  market.  The  Company  has
negotiated  or is  about  to  conclude  various  agreements  for  the use of its
technology in North America. As a result of its change in marketing  methodology
and the investment in its activities in North  America,  the Company's  revenues
declined to approximately  $125,000 in the third quarter, and it incurred a loss
of approximately $200,000.

- --------------------------------------------------------------------------------
                       Casdim International Systems, 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:       November 15, 1996         By:   /s/ Yehuda Shimshon
                                      President, Chairman of the Board and 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 (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 232.13(b) of this chapter).


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission