UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One) [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [ X ] Form 10-Q
[ ] Form N-SAR
For Period Ended: June 30, 1998
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[ ] 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:
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
Bogen Communications International, Inc.
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Full Name of Registrant
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Former Name if Applicable
50 Spring Street
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Address of Principal Executive Office (Street and Number)
Ramsey, New Jersey 07446
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City, State and Zip Code
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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), 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 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 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.
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PART III - NARRATIVE
State below in reasonable detail the reasons why Forms 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.
The Registrant is unable to file its Quarterly Report on Form 10-Q for
the quarter ended June 30, 1998 within the prescribed time period
because management's attention has been focused on certain business
matters, and, accordingly, the registrant could not finalize its
review of its quarterly report without undue burden and expense.
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PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Michael Fleischer 201 934-8500
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(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 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 Registrant will report a net loss of approximately $2,329,000 for
the quarter ended June 30, 1998 as opposed to a net income of
approximately $648,000 for the quarter ended June 30, 1997. The net
loss for the quarter ended June 30, 1998 is attributable to an
approximately $2,905,000 charge for purchased in-process research and
development in connection with the Registrant's acquisition on May 20,
1998 of the remaining 33% equity interest in Speech Design GmbH not
previously owned by the Registrant.
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SIGNATURES
Bogen Communications International, Inc. has caused this notification to be
signed on its behalf by the undersigned hereunto duly authorized.
BOGEN COMMUNICATIONS INTERNATIONAL, INC.
Date: August 14, 1998 By: /s/ Michael Fleischer
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Name: Michael Fleischer
Title: President
