U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25
NOTIFICATION OF LATE FILING SEC FILE NUMBER
0-26836
CUSIP NUMBER
97652H 10 9
[X] Form 10-K and Form 10-KSB [ ] Form 11-K [ ] Form 10-Q and Form 10-QSB
[ ] Form N-SAR
For Period Ended: DECEMBER 31, 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
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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
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Full Name of Registrant:
Wireless One, Inc.
Address of Principal Executive Office (Street and Number):
2506 Lakeland Drive, Jackson, Mississippi 39208
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City, State and Zip Code
PART II - RULES 12B-25(B) AND (C)
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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-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.
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PART III - NARRATIVE
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State below in reasonable detail the reasons why the Form 10-K and Form 10-
KSB, 20-F, 11-K 10-Q and Form 10-QSB, N-SAR, or the transition report or
portion thereof could not be filed within the prescribed period.
On February 11, 1999, the Registrant commenced a voluntary proceeding
under Chapter 11 of Title 11 of the United States Code in the United States
Bankruptcy Court for the District of Delaware (the "Bankruptcy Court"), and
on March 15, 1999 filed the Debtor's Plan of Reorganization (the "Plan")
and a proposed disclosure statement (the "Disclosure Statement") with the
Bankruptcy Court.
The Registrant has continued to operate its business as a debtor in
possession in a manner intended to minimize the impact of the bankruptcy
case on the Company's day-to-day operations; however, the Registrant
substantially reduced its number of employees during 1998 and the first
quarter of 1999, including in its accounting and financial reporting
departments, and has suffered additional staff losses in these departments
since commencement of its bankruptcy proceedings. Because of these staff
reductions and the substantial burden placed on its legal, accounting and
financial reporting departments by the bankruptcy proceedings and the
events leading up to such proceedings, including preparation of the Plan
and the Disclosure Statement, the Registrant will need additional time to
complete its Form 10-K report. The Registrant will file its complete Form
10-K report within the period prescribed by Rule 12b-25(b).
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PART IV - OTHER INFORMATION
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(1) Name and telephone number of person to contact in regard to this
notification:
THOMAS G. NOULLES 601 933-6707
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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 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.
The Registrant commenced a voluntary proceeding under Chapter 11 of
the Bankruptcy Code on February 11, 1999. The Registrant expects to report
a loss of approximately $ 118 million for fiscal 1998 as compared to a
loss of $89.1 million for fiscal 1997. The Registrant will need additional
time to fully evaluate the change in results of operations.
WIRELESS ONE, INC.
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(Name of Registrant as specified in charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: MARCH 31, 1999 By: /S/ THOMAS G. NOULLES
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Thomas G. Noulles
Senior Vice President
and General Counsel
