SOLITRON DEVICES INC
NT 10-Q, 1996-01-12
SEMICONDUCTORS & RELATED DEVICES
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                     U.S. SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

                                  (CHECK ONE):

                         [X] Form 10-Q and Form 10-QSB

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

     For Period Ended:
     [ ] 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:
- --------------------------------------------------------------------------------
          Nothing in this Form shall be construed 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: N/A

- --------------------------------------------------------------------------------
PART I--REGISTRANT INFORMATION
- --------------------------------------------------------------------------------
     Full Name of Registrant
     (Former Name if Applicable)
          SOLITRON DEVICES, INC.

     Address of Principal Executive Office (Street and Number)
          3301 ELECTRONICS WAY

     City, State and Zip Code
          WEST PALM BEACH, FLORIDA 33407

- --------------------------------------------------------------------------------
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;

     [ ]         (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 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
- --------------------------------------------------------------------------------
THE PREPARATION OF THE QUARTERLY REPORT ON FORM 10-QSB FOR THE QUARTER ENDED 
NOVEMBER 30, 1995 WAS DELAYED DUE TO A COMPUTER FAILURE SUFFERED BY THE
REGISTRANT. IN ADDITION, DUE TO REGISTRANT'S FINANCIAL SITUATION, IT HAS
LIMITED RESOURCES AND PERSONNEL AVAILABLE TO ASSIST IN THE PREPARATION OF SUCH
FORM 10-QSB.
<PAGE>
- --------------------------------------------------------------------------------
PART IV--OTHER INFORMATION
- --------------------------------------------------------------------------------
     (1) Name and telephone number of person to contact in regard to this
notification

         SHEVACH SARAF            (407) 848-4311
         -------------          ------------------
            (Name)              (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).

                                                               [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.

     REGISTRANT REPORTED NET LOSSES OF $249,000.00 AND $78,000.00 FOR THE NINE
MONTHS AND THREE MONTHS ENDED NOVEMBER 30, 1994, RESPECTIVELY. REGISTRANT 
EXPECTS TO REPORT NET LOSSES OF APPROXIMATELY $260,000.00 AND $97,000.00 FOR 
THE NINE MONTHS AND THREE MONTHS ENDED NOVEMBER 30, 1995, RESPECTIVELY.

                             SOLITRON DEVICES, 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: JANUARY 12, 1996             By: /s/ SHEVACH SARAF
      ----------------                 -----------------------------------------
                                       SHEVACH SARAF, CHAIRMAN OF THE BOARD,
                                       CHIEF EXECUTIVE OFFICER,
                                       PRESIDENT AND TREASURER



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