RURAL METRO CORP /DE/
NT 10-K, 1998-09-29
LOCAL & SUBURBAN TRANSIT & INTERURBAN HWY PASSENGER TRANS
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<PAGE>   1


                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                  FORM 12b-25
                                                  Commission File Number 0-22056
                          NOTIFICATION OF LATE FILING

(Check one)

 X Form 10-K and Form 10-KSB     Form 20-F    Form 11-K 
- ---                           ---          ---          

   Form 10-Q and Form 10-QSB      Form N-SAR
- ---                           ---


                         For Period Ended June 30, 1998
                               -----------------

               Transition Report on Form 10-K and Form 10-KSB
           ---
               Transition Report on Form 20-F
           ---
               Transition Report on Form 11-K
           ---
               Transition Report on Form 10-Q and Form 10-QSB
           ---
               Transition Report on Form N-SAR
           ---
     
           For the Transition Period Ended:
                                            ------------------

           Read Instructions (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(s) to which the notification relates:
                                                        ---------------------

- --------------------------------------------------------

PART I--REGISTRANT INFORMATION

Full Name of Registrant:   Rural/Metro Corporation
                           ------------------------

Former Name of Registrant:
                           ------------------------

Address of Principal Executive Office (Street and Number):

8401 E. Indian School Rd, Scottsdale, Arizona, 85251
- ----------------------------------------------------

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-25b, 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 Forms 10-K, 10-KSB, 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 or transition report on Forms 10-Q, 10-QSB,
               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 Forms 10-K, 10-KSB, 20-F,
11-K, 10-Q, 10-QSB, N-SAR, or the transition report or portion thereof, could
not be filed within the prescribed time period. (Attach Extra Sheets if Needed)

     The Company experienced delays in completing the Form 10-K by the filing
time on September 28, 1998, the required filing date, due to technical
difficulties encountered at the printer in incorporating final changes and
preparing the filing in electronic format and no effort or expense was
available to the Company that would have resulted in a timely submission. The 
10-K will be filed contemporaneously herewith.

PART IV -- OTHER INFORMATION

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

     Mark E. Liebner       602             994-3886
     ---------------   ----------     ------------------
     (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 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? 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 the Form 10-K filed contemporaneously herewith.

                             RURAL/METRO CORPORATION
                  --------------------------------------------
                  (Name of Registrant as Specified In Charter)

     has caused this notification to be signed on its behalf by the undersigned
hereto duly authorized

Dated: September 28, 1998                 Rural/Metro Corporation

                                          By: /s/ Mark E. Liebner
                                              -------------------
                                              Senior 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 representatives's authority

to sign on behalf of the registrant shall be filed with the form.

                                   ATTENTION

Intention 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.   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 amendment notification.



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