SPARTA INC /DE
NT 11-K, 2000-06-27
COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 12B-25

                                                 SEC File Number
                                                                 ---------------
                                                 CUSIP Number
                                                              ------------------

                           NOTIFICATION OF LATE FILING

(Check One): [ ] Form 10-K  [ ] Form 20-F  [X] Form 11-K  [ ] Form 10-Q
             [ ] Form N-SA

         For Period Ended: December 31, 1999
                           -----------------

         [ ] Transition Report on Form 10-K
         [ ] Transition Report on Form 20-F
         [ ] Transition Report on Form 11-K
         [ ] Transition Report on Form 10-Q
         [ ] 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 Item(s) to which the notification relates:
                                               ---------------------------------

PART I - REGISTRANT INFORMATION

         SPARTA, Inc.
--------------------------------------------------------------------------------
Full Name of Registrant

--------------------------------------------------------------------------------
Former Name if Applicable

         23041 Ave. de la Carlota, Suite 325
--------------------------------------------------------------------------------
Address of Principal Executive Office (Street and Number)

         Laguna Hills, CA  92653
--------------------------------------------------------------------------------


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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 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;

         [ ]     (b)       The subject annual report, semi-annual report,
                           transition report on Form 10-K, Form 20-F, 11-K,
                           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

         [ ]     (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, 10-Q, N-SAR,
or the transition report or portion thereof, could not be filed within the
prescribed time period. (Attach Extra Sheets if Needed)

The SPARTA, Inc. Profit Sharing Plan underwent a change in plan trustee,
custodian and administrator on April 1, 1999. This change to CNA Trust was a
major transition. Our accountants have just now received the draft copy of our
Form 5500 from CNA for the period ending December 31, 1999. As such, they will
need more time to prepare the PSP audited financial statements. We are therefore
requesting a 15 day extension to the June 30, 2000 due date as this time will be
necessary to complete Form 11K properly. See Attached Letter.

PART IV - OTHER INFORMATION

     (1) Name and telephone number of person to contact in regard to this
notification:

Jerry R. Fabian                 949                          768-8161,  ext. 305
---------------            -----------                       -------------------
(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 reports) 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?

                  [ ]  Yes     [X]  No


<PAGE>   3

     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.


--------------------------------------------
(Name of Registrant as Specified in Charter)

has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized:

Date:  6-22-00                            By:  /s/ Jerry R. Fabian
---------------                           -------------------------------
                                                   Jerry R. Fabian
                                           Vice President and Director of
                                              Business Administration

     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
            INTENTIONAL MISSTATEMENTS OF OMISSIONS OF FACT CONSTITUTE
                FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).




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