<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 12b-25
NOTIFICATION OF LATE FILING
(Check One): [_] Form 10-K [_] Form 20-F [_] Form 11-K
[X] Form 10-Q [_] Form N-SAR
For Period Ended: March 31, 2000
[_] 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 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.
________________________________________________________________________________
If the notification relates to a portion of the filing checked above, identify
the Item(a) to which the notification relates:
________________________________________________________________________________
<PAGE>
PART I - REGISTRANT INFORMATION
- --------------------------------------------------------------------------------
Full Name of Registrant
Gothic Energy Corporation
Former Name if Applicable
Address of Principal Executive Office (Street and Number)
Two Warren Place
6120 South Yale Avenue - Suite 1200
City, State and Zip Code
Tulsa, Oklahoma 74136
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;
[x] (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 calender day following the prescribed
due date; or the subject quaterly 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 the 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.
2
<PAGE>
As part of its ongoing efforts to restructure and improve its balance
sheet, the registrant is currently in negotiations with the holders of its 14-
1/8% Senior Secured Discount Notes intended to result in the conversion of that
indebtedness into equity securities of Gothic Energy Corporation. Inasmuch as
those negotiations are ongoing, there can be no assurance as to the success of
those efforts or the terms on which the indebtedness may be exchanged. It is
expected, however, that the exchange of that indebtedness will result in
material dilution to the holders of Gothic Energy's Common Stock. Gothic Energy
is seeking to enter into agreements with the holders of the Discount Notes to
exchange their Discount Notes for shares of Common Stock which agreements are
expected to be subject to the fulfillment of various closing conditions.
Implementation of the closing by Gothic Energy under the exchange of the
Discount Notes is also expected to be accompanied by efforts to raise additional
equity capital through a rights offering or by other means. Gothic Energy is
currently engaged in a review of the various means by which the implementation
of a restructuring can be accomplished. Gothic Energy is unable to predict the
success of these restructuring efforts, the terms on which or means by which its
balance sheet may be improved, and the extent of any dilution to be sustained by
the holders of its outstanding Common Stock. These ongoing negotiations have
resulted in a delay in the completion of the registrant's quarterly report for
the quarter ended March 31, 2000.
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Steven P. Ensz 918 749-5666
--- --------
(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 statements to be included in the subject report or portion
thereof? [_] Yes [x] 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.
3
<PAGE>
Gothic Energy Corporation
---------------------------------------------------
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date May 12, 2000 By /s/ Steven P. Ensz
------------------
Vice President and Chief Financial
Officer
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 OR OMISSIONS OF FACT
CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C 1001).
- --------------------------------------------------------------------------------
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
<PAGE>
4. Amendments to the notification 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 filling should comply with either Rule 201 or
rule 202 of Regulation S-T or apply for an adjustment in filing date
pursuant to rule 13(b) of Regulations S-T .
5
