SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 12b-25
Notification of Late Filing
Commission File Number 0-18954
(Check One)
/ / Form 10-K and Form 10-KSB / / Form 11-K
/ / Form 20-F /x/ Form 10-Q and 10-QSB / / Form N-SAR
For quarter ended December 31, 1998
/ / Transition Report on Form 10-K and Form 10-KSB / / Transition Report on Form
20-F / / Transition Report on Form 11-K / / Transition Report on Form 10-Q and
Form 10-QSB / / 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 items(s) to which the notification
relates:________________________________________________________________________
PART I
REGISTRANT INFORMATION
Full name of registrant: Odyssey Pictures Corp.
Former name if applicable ______________________________________________________
Address of principal executive office (Street and Number): 1601 Elm Street
City, State and Zip Code: Dallas, TX 75201
<PAGE>
PART II
RULE 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief to Rule 12b-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 Forms 10-K, 10-KSB, 20-F, 11-K or Form N-SAR, or portion thereof will be
filed on or before the 15th calendar day following the prescribed due date; or
the subject quarterly report or transition report on Form 10-Q, 10-QSB, 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, 10-KSB, 11-K, 20-F,
10-Q, 10-QSB, N-SAR or the transition report portion thereof could not be filed
within the prescribed time period (Attach extra sheet if needed.)
During the fiscal year ended June 30, 1998, there occurred a change in
control of the Registrant resulting in a change in the composition of the Board
of Directors and executive management of Registrant. In addition, as part of
management transition, Registrant retained the services of a new firm of
independent public accountants and a new chief financial officer. As a result of
these changes, and new management's efforts to cure the delinquencies of prior
management in filing all periodic reports on a timely basis, the current Report
on Form 10-Q for the quarter ended December 31, 1998 could not be filed on the
prescribed due date without unreasonable effort or expense as new management
familiarizes itself with the business, legal and accounting functions of
Registrant.
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<PAGE>
PART IV
INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
Howard J. Kerker, (212) 758-0700
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(Name) (Area Code)(Telephone)
(2) Have all other periodic reports required under Section 13 or 15(d) or the
Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of
1940 during the proceeding 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 example of the anticipated change, both narratively
and quantitatively, and if appropriate, state the reasons why a reasonable
estimate of the results cannot be made.
Odyssey Pictures Corp.
(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the
undersigned thereunto duly authorized.
Date:February 16, 1999
By: /s/ Pierre Koshakji
-----------------------
Pierre Koshakji, Pres.
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