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OMB APPROVAL SEC FILE NUMBER
OMB Number 3235-0058 001-10459
Expires: May 31, 1997 CUSIP NUMBER
Estimated average burden 372252-10-6
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One): [ ] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K
[X] Form 10-Q and Form 10-QSB [ ] Form N-SAR
For Period Ended: December 31, 1998
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[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F o Transition Report on
Form 11-K
[ ] Transition Report on Form 10-Q o 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
Geneva Steel Company
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Full Name of Registrant
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Former Name if Applicable
10 South Geneva Road
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Address of Principal Executive Office (Street and Number)
Vineyard, UT 84058
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City, State and Zip Code
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 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
[X] (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 and Form 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.
(Attach Extra Sheets if Needed)
SEE EXHIBIT A ATTACHED HERETO AND INCORPORATED HEREIN BY THIS
REFERENCE.
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PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
Richard G. Brown 801 532-7840
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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 [ ] Yes
for such shorter period that the registrant was required to file [X] No
such report(s) been filed? If answer is no, identify report(s).
SEE EXHIBIT A ATTACHED HERETO AND INCORPORATED HEREIN BY THIS
REFERENCE.
(3) Is it anticipated that any significant change in results of
operations from the corresponding period for the last fiscal [X] Yes
year will be reflected by the earnings statements to be [ ] No
included in the subject report or portion thereof?
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.
SEE EXHIBIT A ATTACHED HERETO AND INCORPORATED HEREIN BY THIS REFERENCE
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Geneva Steel Company
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date 2/11/99 By /s/ DENNIS L. WANLASS
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Dennis L. Wanlass,
Vice President, Treasurer and CFO
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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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 (Section 232.201 or Section 232.202 of this
chapter) or apply for an adjustment in filing date pursuant to Rule 13(b)
of Regulation S-T (Section 232.13(b) of this charter).
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EXHIBIT A
TO
FORM 12B-25, NOTIFICATION OF LATE FILING
OF
GENEVA STEEL COMPANY
Part III - Narrative.
The Registrant filed a petition for relief under Chapter 11 of the U.S.
Bankruptcy Code on February 11, 1999. Its accounting and management personnel
have been engaged in the preparation of the schedules related to the Bankruptcy
filing.
Part IV - Other Information.
(2) An amendment to the Registrant's Form 10-K for the fiscal year
ended September 30, 1998 was due January 28, 1999.
(3) The Registrant's operating results for fiscal 1998 and for the
first fiscal quarter of 1999 were severely affected by, among
other things, a dramatic surge in steel imports beginning in
the Summer of 1998. As a result of high levels of low-priced
steel imports and the resultant deteriorating market
conditions, the Registrant's overall price realization and
shipments declined precipitously.
