PHYSICIANS CLINICAL LABORATORY INC
NT 10-Q, 1996-07-12
MEDICAL LABORATORIES
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                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                  FORM 12b-25


                                                  Commission File Number 0-20678

                          NOTIFICATION OF LATE FILING


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

For Period Ended:  May 31, 1996
                   -------------------------------------------------------------

[ ]  Transition Report on Form 10-K    [ ]  Transition Report on Form 10-Q
[ ]  Transition Report on Form 20-F    [ ]  Transition Report on Form N-SAR
[ ]  Transition Report on Form 11-K

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: N/A
                                                        ------------------------


                         PART I. REGISTRANT INFORMATION


Full Name of registrant      Physicians Clinical Laboratory, Inc.
                       ---------------------------------------------------------

Former name if applicable
                             N/A
- --------------------------------------------------------------------------------

Address of principal executive office (Street and number)

2495 Natomas Park Drive, Suite 600
- --------------------------------------------------------------------------------

City, State and Zip Code     Sacramento, California 95833
                         -------------------------------------------------------


                        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;

[X]     (b)  The subject annual report, semi-annual report, transition report on
        Form 10-K, 20-F, 11-K or Form N-SAR, or portion thereof will be filed on
        or before the 15th 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
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[ ]    (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, 20-F,
10-Q, N-SAR or the transition report portion thereof could not be filed within
the prescribed time period.

        The registrant, whose fiscal quarter ended May 31, 1996, is not able to
file its quarterly report on Form 10-Q within the prescribed time period
because the registrant has been unable to timely finalize financial statements
relating to such period.

                          PART IV.  OTHER INFORMATION

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

     Richard M. Brooks                916                         648-3517
- --------------------------------------------------------------------------------
          (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 report(s) been filed?  If the
answer is no, identify report(s).

                The Registrant has not yet filed its Annual Report on form 10-K
for the Fiscal Year Ended February 29, 1996. See Exhibit A, attached hereto.
                                                             [ ] Yes     [X] 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?
                        See Exhibit A, attached hereto.      [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.

                      Physicians Clinical Laboratory, Inc.
- -------------------------------------------------------------------------------
                  (Name of registrant as specified in charter)

Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.

Date:  July 12, 1996                         By: /s/ RICHARD M. BROOKS
       -------------                             -----------------------
                                                     Richard M. Brooks
                                                   Senior Vice President
                                                  Chief financial Officer



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                                   EXHIBIT A


PART IV - OTHER INFORMATION

(3)   The registrant will report losses for its fiscal quarter ended May 31,
1996.  The precise amount of such losses has not been determined at this time.
Based upon preliminary unaudited estimates, however, such losses will be
approximately $4.526 million.  The registrant's operating results were
adversely affected by, among other factors, downward pressure on reimbursement
revenues, billing system/process challenges, accounts receivable collection
problems and effects and changes in the health care industry.  Based upon
preliminary unaudited estimates, the registrant expects to report a net loss of
approximately $78 million for the fiscal year ended February 29, 1996.  As
previously disclosed in the Company's Current Report on Form 8-K filed on July
12, 1996, the Company expects to file its Annual Report on Form 10-K for the
Fiscal Year Ended February 29, 1996 no later than July 19, 1996.


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