U.S. 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:
[ ] 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
Full Name of Registrant: Vermont Pure Holdings, Ltd.
Former Name if Applicable
.........
Address of Principal Executive Office (Street and Number)
Route 66, PO Box C
.........
City, State and Zip Code
Randolph, Vt 05060
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)
[ 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
Form 10-K, Form 20-F, 11-K or 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.
<PAGE>
Part III-Narrative
State below in reasonable detail the reasons why the Form 10-K, 20-F, 11-K,
10-Q, N-SAR, or the transition report or portion thereof could not be filed
within the prescribed period.
The Registrant has announced that it has signed a merger agreement with another
company. As a result, it has concurrently been preparing a proxy/prospectus and
form 10Q for filing with the commission and key financial information required
for complete and accurate filing of the 10Q is not yet available.
Part IV-Other Information
It is expected that Net loss for the quarter will be approximately $89,000
versus Net income of approximately $440,000.
(1) Name and telephone number of person to contact in regard to this
notification
........
Bruce S. MacDonald (802) 728-3600
(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 reports(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?.
[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.
See attachment hereto._______________________________________
(Name of Registrant as specified in charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: 6/15/2000 By:
.........
Bruce S. MacDonald, Chief Financial Officer
INSTRUCTIONS: 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 the 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.
Amendments to the notifications 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 filing 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 Regulation S-T.
