BCAM INTERNATIONAL INC
NT 10-K, 1997-03-28
ENGINEERING SERVICES
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                                                     UNITED STATES                                          OMB APPROVAL
                                           SECURITIES AND EXCHANGE COMMISSION                       -----------------------------
                                                Washington, D.C. 20549                              OMB Number:         3235-0058
                                                                                                    Expires:         May 31, 1997
                                                                                                    Estimated average burden
                                                      FORM 12b-25                                    hours per response ..... 2.50
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                                                                                                    -----------------------------
                                             NOTIFICATION OF LATE FILING                                    SEC FILE NUMBER
                                                                                                               O-18109
(Check One):                                                                                        -----------------------------
                                                                                                    -----------------------------
 |X| Form 10-K |_| Form 20-F |_| Form 11-K |_| Form 10-Q |_| Form N-SAR                                     CUSIP NUMBER
                                                                                                             055293104
     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 10-Q
     [ ] Transition Report on Form N-SAR 
     For the Transition Period Ended: _________________________________________

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   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.
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If the notification  relates 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   BCAM International, Inc.

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Former Name if Applicable

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Address of Principal Executive Office (Street and Number) 1800 Walt Whitman Road

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City, State and Zip Code  Melville, NY 11747

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;
     |(b) The subject annual report,  semi-annual  report,  transition report on
          Form 10-K,  Form 20-F,  Form 11-K or Form N-SAR,  or portion  thereof,
          will be filed on or before the fifteenth calendar day following the
|X|       prescribed  due date; or the calendar day following the prescribed due
          date; and 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. (Attach Extra Sheets if Needed)

     We require an  extension  of time to  complete  the filing of our 1996 Form
10-KSB  in  order  to  make  all the  proper  disclosures  due to the  Company's
potential acquisition of Drew Shoe Corporation, which was announced on March 19,
1997.
                                                                                                                 SEC 1344 (6/94)
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PART IV--OTHER INFORMATION

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(1) Name and telephone number of person to contact in regard to this notification
     Michael Cataro               516                           752-3550
    --------------------   --------------------   ------------------------------
         (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?
    |_| 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.

================================================================================

                            BCAM International, Inc.
              ----------------------------------------------------
                  (Name of Registrant as Specified in Charter)

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

     By:   /s/Michael Strauss
           -------------------
           Michael Strauss
           Chairman of the Board of Directors
           Chief Executive Officer
           (Principal Executive Officer)                                  

           Date:   March 28, 1997 

     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  (ss.232.201  or ss.232.202 of this chapter) or apply for an
    adjustment  in  filing  date  pursuant  to  Rule  13(b)  of  Regulation  S-T
    (ss.232.13(b) of this chapter).

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