INTERIORS INC
NT 10-K, 1998-09-28
LUMBER & WOOD PRODUCTS (NO FURNITURE)
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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  FORM 12b-25
      
                          NOTIFICATION OF LATE FILING

                                                   -----------------------------
                                                           SEC FILE NUMBER
                                                               0-24352
                                                   -----------------------------

                                                   -----------------------------
                                                            CUSIP NUMBER
                                                              45866810
                                                   -----------------------------

(Check One):   [x] Form 10-K and Form 10-KSB   [ ] Form 20-F   [ ] Form 11-K
               [ ] Form 10-Q and Form 10-QSB   [ ] Form N-SAR

For Period Ended  June 30, 1998
                  --------------------------------------------------------
                  [ ] 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: 
                                                  ------------------------------

       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:        Interiors, Inc.
                                ----------------------------------------
       Former Name if Applicable:
                                  --------------------------------------

       320 Washington Street
       -----------------------------------------------------------------
       Address of Principal Executive Office (Street and Number)

       Mt. Vernon, New York 10553
       -----------------------------------------------------------------
       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.)

[x]    (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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[x]    (b) The subject annual report, semi-annual report, transition report on
Form 10-K, 20-F, 11-K, Form N-SAR, or portion thereof, will be filed on or
before the 15th 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

       State below in reasonable detail the reasons why 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. (Attach Extra
Sheets if Needed)

       The Company has not been able to compile the requisite financial data
necessary to enable it to have sufficient time to complete the Company's
financial statements by September 28, 1998, which is the required filing date
for the Company's annual report on Form 10-K, without unreasonable effort and
expense.


PART IV.  OTHER INFORMATION

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

        Max Munn                                (914) 655-5400
- --------------------------------------------------------------------------------
         (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 the 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.




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                                Interiors, Inc.
- --------------------------------------------------------------------------------
                  (Name of Registrant as specified in charter)
has caused this notification to be signed on its behalf by the undersigned 
thereunto duly authorized.

                                      INTERIORS, INC.

Dated: September 28, 1998             By: /s/ Max Munn
                                          --------------------------------------
                                          Max Munn
                                          President and Chief Executive 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 notifications 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 the filing date pursuant to Rule
13(b) of Regulation S-T.




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                                   ATTACHMENT
                           (PURSUANT TO PART IV (3))

       It is anticipated that a 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 for
the following reason:

Interiors, Inc. has recently acquired Henlor, Inc., Merchandise Sales, Inc.,
Troy Lighting, Inc. and Windsor Art, Inc. (collectively, the "Acquired
Companies"). The Company has not been able to compile the requisite financial
data related to the Acquired Companies necessary to enable it to have
sufficient time to complete the Company's financial statements by September 28,
1998, which is the required filing date for the Company's annual report on Form
10-K, without unreasonable effort and expense. Accordingly a significant change
in results of operations from the prior fiscal year will occur as a result of
these acquisitions.







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