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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
NOTIFICATION OF LATE FILING
Commission File Number 0-28238
(Check one)
[ X ] Form 10-K and Form 10-KSB [___] Form 11-K
[___] Form 20-F [___] Form 10-Q and Form 10-QSB [___] Form N-SAR
For a period ended
December 31, 1996
[___] 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 a transition period ended
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:
PART I
REGISTRANT INFORMATION
Full name of registrant GUARDIAN TECHNOLOGIES INTERNATIONAL, INC.
Former name if applicable_________________________________________
__________________________________________________________________
Address of principal executive office (Street and Number) 22570
Markey Court
City, State and Zip Code Dulles, VA 20166-6901
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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.)
[ 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 sheets if
needed.)
Registrant's Annual Report on Form 10-KSB cannot be filed within the
prescribed time period due to difficulties arising as the result of termination
of the employment of Registrant's accounting manager which occurred on February
27, 1997.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
Joseph F. Fernandez (703) 444-7931
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(Name) (Area Code) (Telephone Number)
(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 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
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(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.
It is anticipated that Registrant will report a significantly greater
net loss for the year ended December 31, 1996 than it did for the year ended
December 31, 1995. Registrant estimates that it will report a net loss of
approximately $954,000 for the year ended December 31, 1996, as compared to a
net loss of approximately $513,000 for the year ended December 31, 1995.
GUARDIAN TECHNOLOGIES INTERNATIONAL, INC.
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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 March 31, 1997 By /s/ Joseph F. Fernandez
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Name: Joseph F. Fernandez
Title: Vice President