U. S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING SEC FILE NUMBER
0-20333
CUSIP NUMBER
655212
(Check One):
[ ] FORM 10-K and Form 10-KSB [ ] Form 11-K [X] Form 10-Q and Form 10-QSB
FORM N-SAR
For Period Ended................................MARCH 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
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Read Attached Instruction Sheet Before Preparing Form. Please Print of Type.
Nothing in this form shall be constructed to imply that the Commission has
verified any information contained herein.
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If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates: Not Applicable
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PART 1-Registrant Information
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Full Name of Registrant: NOCOPI TECHNOLOGIES, INC.
Former Name if Applicable N/A
Address of Principal Executive Office (Street and Number):
537 Apple Street
City, State and Zip Code
W. Conshohocken, PA 19428-2903
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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) [23,047], 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;
(b) The subject annual report, semi-annual report, transaction 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 described 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.
(c) The accountant's statement or other exhibit required by Rule 12b-25(C) has
been attached if applicable. -Not Applicable
Part III-Narrative
State below in reasonable detail the reasons why Form 10-K and Form 10-KSB,
20-F, 11-K, 10-Q, and Form 10-QSB, N-SAR, or the transition report or portion
thereof could not be filed within the prescribed period.
The Company advises that, since the resignation of its Chairman and Chief
Executive Officer in February 1999, the current four-member Board of Directors
has been unable to reach consensus on certain significant corporate matters,
including the timing of the annual shareholders' meeting and consideration of a
potential business acquisition/combination.
Since the termination of its previous securities counsel, the Company's interim
Chairman of the Board has been functioning in that capacity. However, the
Company is currently considering the engagement of new legal and securities
counsel to advise management on the matters discussed above as well as general
legal/securities matters, such as Form 10-KSB, 10-QSB and proxy-related
matters.
Part IV-Other Information
(1) Name and telephone number of person to contact in regard to this
notification
Rudolph A. Lutterschmidt 610 834-9600.
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(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under section 13 or 15(d)
of the Securities Exchange of 1934 or section 30 of the Investment company Act
of 1940 during the preceding 12 months or for a shorter period that the
registrant was required to file such report(s) been filed? If the answer is no,
specify report(s).
[X] Yes [ ] No
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(3) Is it anticipated that any significant change in result 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.
The Company's net loss for the three months ended March 31, 1999, is
$305,900 compared to a net loss of $174,800 in three months ended
March 31, 1998. The period-to-period increase in net loss is primarily
attributable to the accrual of $150,000 in severance obligations to
the Company's former President and Chief Executive Officer who
resigned in February 1999.
Nocopi Technologies, 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 May 18, 1999 BY: /s/ Rudolph A. Lutterschmidt
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Rudolph A. Lutterschmidt
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.
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