WORLDPORT COMMUNICATIONS INC
NT 10-K, 1997-03-31
BLANK CHECKS
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                     U.S. SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 12b-25
                                  SEC File No:
                       NOTIFICATION OF LATE FILING 0-12968

                               Form 10-K or 10-KSB

                       For Period Ended December 31, 1996


         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:

                  Not applicable. The filing relates to the entire Form 10KSB.

Part I--Registrant Information

            Full Name of Registrant: WORLDPORT COMMUNICATIONS, INC.
                     Address of Principal Executive Office:
                          100 California Street, Suite 1400

              City, State and Zip Code: San Francisco, CA 94111    


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)

[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 or semi-annual  report/portion thereof will be
filed on or before the fifteenth calendar day following the prescribed due date;
or the subject quarterly  report/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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<PAGE>



Part III--Narrative

         State below in reasonable detail the reasons why  Form 10-K and 10-KSB,
         20-F, 11-K, 10-Q and Form 10-QSB, N-SAR,  or the  transition  report or
         portion  thereof could not be filed within the prescribed time period.

         The  Company  needs  more  time  to  gather  sufficient  information to
         adequately  prepare a true  and  accurate  report and disclosure in the
         Form 10-KSB and could not complete the Form 10-KSB without unreasonable
         effort and expense.

Part IV--Other Information

         (1)      The person to contact in regard to this notification is:

               Edward P. Mooney                (415)393-0724

         (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 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?             [ ] 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 results cannot be made.


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<PAGE>





                        WORLDPORT COMMUNICATIONS, INC.    

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



Date:  March 31, 1997  By:/s/ Edward P. Mooney
                          --------------------
                              Edward P. Mooney, President   


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.

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