U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC FILE NUMBER
0-26464
(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: 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 Registrant
CSI Computer Specialists, Inc.
Former Name if Applicable
Address of Principal Executive Office (Street and Number)
City, State and Zip Code
904 Wind River Lane Suite 100
Gaithersburg, Maryland 20878
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;
|X| (b) The subject annual report, semi-annual report, transition report on
Forms 10-K, 20-F, 11-K or 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)
CSI Computer Specialists, Inc. (the "Company") changed accounting firms earlier
this year, as disclosed by the Forms 8-K filed with the SEC on January 11 and
February 11 of this year. Because the Company did not engage a new accounting
firm until February 4, 1999, the audit of its 1998 financial statements could
not be completed in sufficient time to allow the Company to file its 1998 Form
10-KSB within the prescribed time period, absent unreasonable expense to the
Company to procure an audit of its financial statements on an expedited basis.
The Company will file its 1998 Form 10-KSB within 15 calendar days of the
prescribed filing deadline.
Part IV--Other Information
(1) Name and telephone number of person to contact in regard to this
notification
James D. Boccabella CPA
Chief Financial Officer
301-921-8860
(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 Company anticipates
recording a significant adjustment to the carrying value of the its long-lived
assets, representing the portion of the purchase prices of the subsidiaries
acquired in 1995 and 1997 allocated to goodwill. The Company has determined that
estimated future cash flows from the operations of these subsidiaries are below
the carrying values of the long-lived assets, and, accordingly, will reduce the
carrying value of such assets by approximately $1.7 million.
<PAGE>
CSI Computer Specialists, Inc. has caused this notification to be
signed on its behalf by the undersigned thereunto duly authorized.
CSI Computer Specialists, Inc.
March 30, 1999 By:_/s/ James D. Boccabella
- ------------------- -------------------------
Date James D. Boccabella,
Chief Financial Officer
