WESTERN COUNTRY CLUBS INC
NT 10-K, 1999-04-01
EATING & DRINKING PLACES
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                                   Form 12b-25

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549



                           NOTIFICATION OF LATE FILING

             /X/ Form 10-KSB for the period ended December 31, 1998


                                     Part I


                           WESTERN COUNTRY CLUBS, INC.
                            (Full name of registrant)

                        1601 N.W. Express Way, Suite 1610
                          Oklahoma City, Oklahoma 73118
               (Address of principal executive office) (Zip code)

         000-24058                                       84-1131343
(Commission File Number)                    (I.R.S. Employer Identification No.)


                                     Part II

     The  subject  report  could  not be filed  without  unreasonable  effort or
expense and the registrant seeks relief pursuant to Rule 12b-25(b). /X/ Yes

(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 will be filed on or before the fifteenth  calendar
day following the prescribed due date.

(c) The accountant's statement or other exhibit required by Rule 12b-25 has been
attached.


                                    PART III

     The Company is currently  negotiation  the  collection  of a $600,000  note
receivable.  The  outcome  of these  negotiations  will  materially  affect  the
recording of this note receivable on the December 31, 1998 financial statements.
Management expects a definitive agreement to be reached by April 2, 1999. Due to
this material  uncertainty,  the audit could not be completed by March 31, 1999,
in a manner which would be meaningful to investors.

     The Company  expects that the audit will be completed in a timeframe  which
will  allow the  Company's  annual  report to be filed  within the  fifteen  day
extension period.

<PAGE>

                                     PART IV

1.      Name and  Telephone  number  of  person  to  contact  in  regard to this
        notification:

                James E. Blacketer                      (405) 848-0996
                ------------------                      --------------

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 reports been filed?
        [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? [ ] Yes [X] No


                                    SIGNATURE

        Registrant  has caused this  notification  to be signed on its behalf by
the undersigned thereunto duly authorized.

                                        Western Country Clubs, Inc.

                                         /s/ James E. Blacketer
                                        -----------------------------------
                                        James E. Blacketer
                                        Chief Executive Officer and
                                        Chief Financial Officer

Date:  March 30, 1999


Form 12b-25
Western Country Clubs, Inc.
March 30, 1999

                                  ATTACHMENT #1
Accountants Statement

     We  were  engaged  by  Western  Country  Clubs,  Inc.  to be the  Company's
independent  auditors on January 20, 1999.  Due to the timing of the  engagement
after December 31, 1998, we are unable to complete the Company's audit and issue
our report on the Company's  financial  statements by the annual report's filing
due date without  unreasonable effort or expense.  We anticipate  completing our
audit and issuing our report in time to allow the filing of the annual report on
or before the fifteenth calendar day following the prescribed due date.

                                /s/ GRAY & NORTHCUTT, INC.
                                ---------------------------
                                GRAY & NORTHCUTT, INC.
                                OKLAHOMA CITY, OK
                                March 30, 1999



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