ONSITE ENERGY CORP
NT 10-Q, 1998-11-17
ENGINEERING SERVICES
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                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 12b-25

               NOTIFICATION OF LATE FILING SEC FILE NUMBER 1-12738

           (Check One:)                      CUSIP NUMBER 68284P 10 8



[ ] Form 10-K and  10-KSB [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q and 10-QSB 
[ ] Form N- SAR

        For Period Ended:  September 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
        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:
- -----------------------------------------------------------------------------

PART I -- REGISTRANT INFORMATION
- ---------------------------------------------------------------------------


Full Name of Registrant
ONSITE ENERGY CORPORATION
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Former Name if Applicable

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Address of Principal  Executive  Office (Street and Number) 701 PALOMAR  AIRPORT
ROAD, SUITE 200
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City, State and Zip Code
CARLSBAD,  CA  92009
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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.)

[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-K,  Form  11-K,  Form  N-SAR or a
               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



<PAGE>2


        (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 and 10-KSB,  20-F,
11-K, 10-Q and 10-QSB,  N-SAR, or the transition report or portion thereof could
not be filed within the prescribed period.

In light of the  acquisitions  made by the  Company  and the  limited  number of
staff,  the Company  needs more time to complete  the drafting and review of the
Form 10-QSB.

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

PART IV -- OTHER INFORMATION

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


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

Richard T. Sperberg                   760                     931-2400        
(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).
                                         [ ] Yes               [X] No
The Form 8K/A regarding audited financial statements and pro forma financial 
information in connection with the acquisition of the business of SYCOM 
Enterprise, LLC and Lighting Technology Services, Inc.

        (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

The Company made  approximately  $40,000  during the three months which ended on
September  30, 1997.  However,  during the three months which ended on September
30, 1998,  the Company  anticipates  that it will incur a loss of  approximately
$1,600,000. 



                            ONSITE ENERGY CORPORATION
                  (Name of Registrant as specified in charter)
   has caused this notification to be signed on its behalf by the undersigned
                           thereunto duly authorized.


Date:   November  17, 1998         By:    /s/ J. BRADFORD HANSON
                                          -------------------------------------
                                          J. Bradford Hanson



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