INTERIORS INC
NT 10-Q, 1999-02-16
LUMBER & WOOD PRODUCTS (NO FURNITURE)
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                               UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C. 20549

                                FORM 12b-25

                           SEC FILE NUMBER - 0-24352

                            CUSIP NUMBER - 45866810

                           NOTIFICATION OF LATE FILING


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

            For Period Ended December 31, 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 Regis 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.)





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[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, 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

      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  needs  additional  time to complete  its  analysis of certain
financial  data  related  to  its  recent   acquisitions  of  other   companies.
Consequently,  the Company is unable to file its quarterly report on Form 10-QSB
by February 16, 1999,  which is the required filing date,  without  unreasonable
effort and expense.


PART IV.  OTHER INFORMATION

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

     Richard P. Belenski                               (914) 655-54
            (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.






<PAGE>




                                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: February 16, 1999By:   /s/ RICHARD P. BELENSKI        
                                  Richard P. Belenski
                                  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  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  (ss.232.201  or  ss.232.202  of this  chapter)  or apply for an
adjustment  in the  filing  date  pursuant  to  Rule  13(b)  of  Regulation  S-T
(ss.232.13(b) of this chapter).



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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.  These acquisitions will result in a
significant change in the Company's results of operations from the comparable
quarterly period in the prior fiscal year.  The Company needs additional time
to complete its analysis of certain financial data related to the recent
acquisitions.  Accordingly, at the present time a reasonable estimate of the
results of operations cannot be made.






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