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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Check One: [X] Form 10-K Form 20-F Form 11-K Form 10-Q Form N-SAR
For Period Ended: September 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:
________________________________________________________________________________
PART 1 - REGISTRANT INFORMATION
Capitol Communities Corporation
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Full Name of Registrant
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Former Name if Applicable
25550 Hawthorne Boulevard
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Address of Principal Executive Office (Street and Number)
Torrance, CA 90505
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City, State and Zip Code
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;
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(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
[X] 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.
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.
Due to the necessity to consolidation the financial statements of the
properties and companies acquired by the Company during fiscal year ended
September 30, 1998, it is an unreasonable burden and expense for the Company to
prepare its Annual Report on Form 10-KSB by December 30, 1998. The Company
intends to file its Annual Report on Form 10-KSB by no later than January 14,
1999.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
Elizabeth Brandon-Brown (310) 306-7255
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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 of 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.
During the fiscal year ended September 30, 1998, the Company anticipates a
net loss of $3,575,000, a significant increase from the net loss of $199,193
for fiscal year ended September 30, 1997. This increase was due to decreased
sales revenues and increased general and administrative costs, which increased
by $2.1 million over the 1997 fiscal year.
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Capitol Communities Corporation
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date December 29, 1998 By /s/ Michael G. Todd
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Michael G. Todd, Chairman, President and
Chief Executive Officer
