<PAGE> 1
UNITED STATES ----------------------------
SECURITIES AND EXCHANGE COMMISSION OMB APPROVAL
Washington, D.C. 20549 ----------------------------
OMB Number: 3235-0058
FORM 12b-25 Expires: June 30, 1991
Average estimated burden
NOTIFICATION OF LATE FILING hours per response......2.50
----------------------------
SEC FILE NUMBER
----------------------------
CUSIP NUMBER
----------------------------
Commission File Number
------------
(Check One):
[ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR
For Period Ended: March 31, 1998
--------------------------------------------------------
[ ] 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:
-----------------------------------------
- ------------------------------------------------------------------------------
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
Voice Powered Technology, International, Inc.
- ------------------------------------------------------------------------------
Full Name of Registrant
N/A
- ------------------------------------------------------------------------------
Former Name if Applicable
18425 Burbank Blvd., Suite 506
- ------------------------------------------------------------------------------
Address of Principal Executive Office (Street and Number)
Tarzana, CA 91356
- ------------------------------------------------------------------------------
City, State and Zip Code
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 Rules 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
calendar day following the prescribed due
date; or the subject quarterly report of
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> 2
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 time period. (ATTACH EXTRA SHEETS IF NEEDED)
See Exhibit 1
PART IV--OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to
this notification
<TABLE>
<S> <C> <C>
Mitchell B. Rubin 818 757-1100
--------------------------------------- ----------- ------------------
(Name) (Area Code) (Telephone Number)
</TABLE>
(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 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 of 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.
- ------------------------------------------------------------------------------
Voice Powered Technology International, Inc.
--------------------------------------------
(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 15, 1998 By Mitchell B. Rubin
--------------------------- -------------------------------------
Mitchell B. Rubin, President
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)
- ------------------------------------------------------------------------------
(Attach Extra Sheets If Needed)
<PAGE> 3
VOICE POWERED TECHNOLOGY INTERNATIONAL, INC.
FORM 12b-25 NOTIFICATION OF LATE FILING
PART III NARRATIVE
The Registrant's Amended Plan of Reorganization and Disclosure Statement (the
"Plan") filed in conjunction with Franklin Electronic Publishers, Inc.
("Franklin"), was confirmed by the United States Bankruptcy Court, Central
District of California on April 29, 1998 and became effective as of May 12,
1998 (the "Effective Date"). Pursuant to the Plan, a variety of transactions,
are to occur on or about the effective date. These transactions include the
Company receiving a loan from Franklin, issuance of shares of the Company's
common stock to Franklin, formation of a new Board of Directors, and
appointment or re-appointment of officers. As such, five additional days are
needed to properly file the Company's complete Quarterly Report on Form 10-QSB.
Resolution of these matters will have a significant effect on the footnotes to
the financial statements. Accordingly, the Registrant expects to file its
complete Quarterly Report on Form 10-QSB on or before May 20, 1998.
