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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 12b-25
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NOTIFICATION OF LATE FILING SEC FILE NUMBER
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(Check One:) CUSIP NUMBER
879413-10-2
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|X| Form 10-K and Form 10-KSB | | Form 20-F | | Form 11-K | | Form 10-Q and Form 10-QSB | | Form N-SAR
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For Period Ended: December 31, 1997
| | 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:
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Nothing in this form shall be construed 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:
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Part I--Registrant Information
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Telegen Corporation
(Full Name of Registrant)
101 Saginaw Drive
[Address of Principal Executive Office (Street and Number)]
Redwood City, CA 94063
[City, State and Zip Code]
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Part II--Rules 12b-25(b) and (c)
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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.
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Part III--Narrative
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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's significant continuing cash shortage has prevented it from
retaining independent accountants to audit its financial statements for the
period ended December 31, 1997 and, therefore, rendered it unable to file its
Annual Report on Form 10-K for such period by March 31, 1998. The Company has
obtained short term financing as of the date hereof which will allow it to both
retain independent accountants to audit its financial statements and file its
Annual Report on Form 10-K for the period ended December 31, 1997 by April 15,
1998.
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Part IV--Other Information
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(1) Name and telephone number of person to contact in regard to this
notification.
Warren Dillard (650) 261-9400
(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).
|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.
The Company expects its results of operations for the period ended
December 31, 1997 to reflect losses exceeding those reported in its Form 10-K
for the period ended December 31, 1996 by 100%.
Telegen Corporation
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: April 1, 1998 By: /s/ Fred Y. Kashkooli
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Name: Fred Y. Kashkooli
Title: Chief Executive Officer
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ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001).
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