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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
Commission File Number 1-10346
NOTIFICATION OF LATE FILING
(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 attached instruction sheet 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
Microtel International Inc.
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Full Name of Registrant
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Former Name if Applicable
2040 Fortune Drive, Suite 102
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Address of Principal Executive Office (Street and Number)
San Jose, California 95131
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City, State and Zip
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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
12-b-25(b), the following should be completed. (Check appropriate
box).
/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 or 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 Form 10-K,
11-K, 10-Q, N-SAR, or the transition report portion thereof could
not be filed within the prescribed time period. (Attach extra
sheets if needed.)
The Registrant's senior management are engaged in various
negotiations in connection with the previously announced merger of
the Registrant and XCEL Corporation which will not permit them time
to complete preparation of the necessary information for the
subject report.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to
this notification
Barry Reifler (408) 435-8520
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(Name) (Area code and 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) has 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?
/ / 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.
Microtel International 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.
Date: November 14, 1996 By: Barry Reifler
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Barry Reifler, Vice President
Instruction. The form may be signed by an executive officer
of the registrant or by any other authorized representative. The
name and title of the person signing the form shall by 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 omission of fact constitute
Federal criminal violations (see 18 U.S.C. 1001).
GENERAL INSTRUCTIONS
1. This form is required by Rule 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 the 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
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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.
