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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 OMB APPROVAL
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OMB NUMBER: 3235-0058
Expires: May 31,1997
FORM 12b-25 Estimated average burden
hours per response ...2.50
SEC File Number
NOTIFICATION OF LATE FILING 1-13408
(Check One)[X] Form 10-K and Form 10-KSB [ ] Form 20-F Cusip Number
[ ] Form 11-K [ ] Form 10-QSB [ ] Form N-SAR 253869 10 1
For Period Ended: December 31, 1997
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[ ] 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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NOTHING IN THE FORM SHALL BE CONSTRUED TO IMPLY THAT THE COMMISSION HAS
VERIFIED ANY INFORMATION CONTAINED HEREIN.
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If the notification related 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
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Full Name of Registrant
DIGITAL RECORDERS, INC.
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Former Name if Applicable
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Address of Principal Executive Office (STREET AND NUMBER)
23000 ENGLERT DRIVE, SUITE B
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City, State and Zip Code
RESEARCH TRIANGLE PARK, NORTH CAROLINA 27709-4068
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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)
(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 10-KSB, 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 10-QSB, 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.
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PART III - NARRATIVE
State below in reasonable detail the reasons why the Form 10-K and 10-KSB,20-F,
11-K, 10-Q and 10-QSB, N-SAR, or the transition report or portion thereof, could
not be filed within the prescribed time period.
The registrant is unable to complete the financial statements in
sufficient time to file the referenced Form 10-KSB in a timely manner.
The loss of the employee in the Company's accounting department who was
primarily responsible for the completion of data required to complete
the financial statements and the time required to train the accounting
personnel who were hired to replace this employee has caused the delay.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Jonathan E. Kennedy (919) 361-2155
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(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
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(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:
Revenues during fiscal 1997 are estimated at approximately $11.7
million as compared to revenues of $9.2 million during fiscal 1996. It
is estimated that the Company will incur a net loss of approximately
$1.6 million in fiscal 1997 as compared to a net profit of $.6 million
in fiscal 1996.
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DIGITAL RECORDERS, INC.
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
DIGITAL RECORDERS, INC.
Date: March 31, 1998 By /s/ JONATHAN E. KENNEDY
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Jonathan E. Kennedy,
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).
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