PACKAGING PLUS SERVICES INC
NT 10-Q, 1997-05-14
PATENT OWNERS & LESSORS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    
                                   FORM 12b-25

                           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: MARCH 31, 1997
                       ( ) 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.

PART 1 - REGISTRATION INFORMATION

Full Name of Registrant:  PACKAGING PLUS SERVICES, INC.

Address of Principal Executive Office (Street and Number)
     20 SOUTH TERMINAL DRIVE, PLAINVIEW, NY  11803


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-25b the following should
be completed.    (Check box if appropriate)   [X]

  (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, 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


<PAGE>




  (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 the Form 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)

     The  Company  has not been able to compile  the  requisite  financial  data
necessary to enable the Company to have to have  sufficient time to complete the
Company's  financial  statements by May 15, 1996,  which is the required  filing
date for the  Company's  quarterly  report on Form  10-Q,  without  unreasonable
effort and expense.


PART IV - OTHER INFORMATION

(1) Name and telephone number of person to contact in regard to this
    notification

Christopher Gunderson, Esq.       (516)           349-1300
- --------------------------     -----------    -----------------
       (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 reports) been filed? If the 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.


                                       2


<PAGE>

                          Packaging Plus Services, Inc.
                    ---------------------------------------
                  (Name of Registrant as Specified In Charter:)

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

Dated:     March 13, 1997                    PACKAGING PLUS SERVICES, INC.


                                             By: /s/ Richard Altomare
                                                 Richard Altomare, Chief
                                                    Executive 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
            Intention 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 Rule 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 amendment notification.

<PAGE>



In the corresponding period of 1996, the Company's operations resulted in a
one-time profit of $725,000 being reported, based on the Company's investment
in the shares of Bargain Products, Inc.  This will not be the case for this
reporting period.

Quantitative estimates are not readily available at this time as we are in the
process of incorporating the figures of newly acquired subsidiaries into our
books.




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