SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
Commission File Number 1-11686
NOTIFICATION OF LATE FILING
(Check One):[ ]Form 10-K [ ]Form 11-K [ ]Form 20-F [X]Form 10-Q
[ ]Form N-SAR
For Period Ended: March 31,
1997
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form N-SAR
[ ] Transition Report on Form 11-K
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 Item(s) to which the notification
relates:
N/A
Part I. Registrant Information
Full name of registrant: CYCOMM INTERNATIONAL
INC.
Former name if applicable:
N/A
1420 Springhill Road, Suite
420
Address of principal executive office (Street and number)
City, State and Zip Code: McLean, VA
22102
<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
pursuant to Rule 12b-25(b), the following should be completed.
(Check appropriate box.)
[ ] (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 or Form 10-K, 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, 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 Form 10-K,
11-K, 20-F, 10-Q, N-SAR or the transition report portion thereof
could not be filed within the prescribed time period (Attach
extra sheets if needed.)
See Attachment A
Part IV. Other Information
(1) Name and telephone number of person to contact in
regard to this notification:
Michael R. Skoff (703) 903-
9548
(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 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 statement to be
included in the subject report or portion thereof?
[X] Yes [ ] No
<PAGE>
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 Attachment A
CYCOMM INTERNATIONAL
INC.
(Name of registrant as specified in charter)
Has caused this notification to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: May 15, 1997 By:
Michael R. Skoff
Chief Financial Officer
<PAGE>
ATTACHMENT A
As a result of various administrative and corporate changes,
the Registrant will be unable to timely file its quarterly report
on Form 10-QSB for the period ended March 31, 1997 until on or
before the fifth calendar day following the prescribed due date.
Additionally, the acquisitions of XL Computing Corporation
on March 15, 1996 and XL Computing Canada Inc. on June 21, 1996
will result in a significant change in the results of operations
from the corresponding period of the last fiscal year. The
change will result in significantly higher sales revenues, cost
of sales and general and administrative costs for the
consolidated results of operations.
DC1DOCS1.51961
