TF FINANCIAL CORP
NT 10-Q, 1999-05-17
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 12b-25

                                                 Commission File Number: 0-24168

                           NOTIFICATION OF LATE FILING

(Check One):  |_| Form 10-K  |_| Form 20-F  |_| Form 11-K  |X| Form 10-Q  

              |_| Form N-SAR

For Period Ended:   March 31, 1999
                  --------------------------------------------------------------
|_| Transition Report on Form 10-K   |_| Transition Report on Form 10-Q 
|_| Transition Report on Form 20-F   |_| Transition Report on Form N-SAR 
|_| Transition Report on Form 11-K   For the Transition Period Ended:
                                                                    ------------

Read attached instruction sheet before preparing form. Please print or type.

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:

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

Full Name of Registrant:  TF FINANCIAL CORPORATION                  
                         -------------------------------------------------------
Former Name if Applicable:                                                     
                          ------------------------------------------------------
Address of Principal Executive Office (Street and Number):  3 PENNS TRAIL   
                                                          ----------------------
City, State and Zip Code:  NEWTOWN, PENNSYLVANIA  18940                     
                         -------------------------------------------------------
                        PART II - RULE 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-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 of  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. (Attach extra sheets if needed.)

         William  C.  Niemczura  resigned  as Senior  Vice  President  and Chief
Financial  Officer  of the  Corporation  on April 29,  1999.  Dennis R.  Stewart
replaced Mr. Niemczura as Senior Vice President and Chief Financial Officer. The
change of personnel has delayed the gathering of the financial data required for
the Form 10-Q.





<PAGE>


                           PART IV - OTHER INFORMATION

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

     Dennis R. Stewart            (215)                         579-4600    
- --------------------------------------------------------------------------------
         (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 for the last  fiscal  year will be  reflected  by the
earnings statement to be included in the subject report or portion thereof?
|_| Yes |X| 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.

                            TF FINANCIAL CORPORATION
- --------------------------------------------------------------------------------
                  (Name of Registrant as Specified in Charter)

Has  caused  this  notification  to be signed on its  behalf by the  undersigned
hereunto duly authorized.


Date    May 17, 1999             By: /s/ DENNIS R. STEWART            
     --------------------------      -------------------------------------------
                                        Dennis R. Stewart, Senior Vice President
                                        and Chief Financial Officer

         Instruction.  The form may be signed  by an  executive  officer  of the
registrant or by any other duly authorized representative. The name and title of
the person signing the form shall be typed or printed beneath the signature.  If
the  statement  is  signed  on  behalf  of  the   registrant  by  an  authorized
representative   (other   than   an   executive   officer),   evidence   of  the
representative's  authority to sign on behalf of the  registrant  shall be filed
with the form.

                                    ATTENTION

Intentional  misstatements  or omissions  of fact  constitute  Federal  criminal
violations (See 18 U.S.C. 1001).

                              GENERAL INSTRUCTIONS

1. This form is required by Rule 12b-25 (17 CFR 240.12b-25) of the General Rules
and Regulations under the Securities Exchange Act of 1934.

2. One signed  original and four  conformed  copies of this form and  amendments
thereto must be completed and filed with the Securities and Exchange Commission,
Washington,  D.C.  20549,  in accordance  with Rule 0-3 of the General Rules and
Regulations  under the Act. The information  contained in or filed with the form
will be made a matter of public record in the Commission files.

3. A manually signed copy of the form and amendments thereto shall be filed with
each  national  securities  exchange  on which  any class of  securities  of the
registrant is registered.

4. Amendments to the notification must also be filed on form 12b-25 but need not
restate information that has been correctly furnished. The form shall be clearly
identified as an amended notification.

5. Electronic Filers. This form shall not be used by electronic filers unable to
timely file a report  solely due to  electronic  difficulties.  Filers unable to
submit a report  within  the  time  period  prescribed  due to  difficulties  in
electronic  filing  should comply with either Rule 201 or Rule 202 of Regulation
S-T or  apply  for an  adjustment  in  filing  date  pursuant  to Rule  13(b) of
Regulation S-T.
                                                                         



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