U. S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC FILE NUMBER
0-22638
CUSIP NUMBER
761273 101
(Check One):
[] FORM 10-K and Form 10-KSB [X] 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
[] Transition Report on Form 20-F
[] Transition Report on Form 11-K
[] Transition Report on Form 10-Q
[] Transition Report on Form N-SAR
Read Attached Instruction Sheet Before Preparing Form. Please Print or Type.
Nothing in this form shall be constructed 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:...Not Applicable.................
PART 1-Registrant Information
Full Name of Registrant: RETAIL ENTERTAINMENT GROUP, INC.
Former Name if Applicable: STARLOG FRANCHISE CORPORATION
Address of Principal Executive Office (Street and Number):
945 Brighton Street
City, State and Zip Code
Union, NJ 07083
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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.
Accounting issues relating to the reorganization of the business and
closing of most of the Registrant's "Starlog" stores delayed the
completion of the Audit and circulation of the report to employees and
officer whose input was necessary to finalize the report.
Part IV-Other Information
(1) Name and telephone number of person to contact in regard to this
notification
Jack Fitzgerald (908) 964-1117
- - - --------------------------------------------------------------------------------
(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 completed the reorganization of its business and closing of
most of the Registrant's "Starlog" stores as described above and in the
Company's Form 10-Q for the 3rd Quarter ended March 28, 1998. In
connection therewith, incurred some extraordinary charges as set forth in
such 10-Q and the Forms 10-Q for the proceeding quarters. As a result of
such reorganization the Audit of the Company's financial results is not
complete.
Retail Entertainment Group, 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 September 24,1998:___JackFitzgerald___________________________________
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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