U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 12b-25 SEC File Number: 0-24138
CUSIP Number: 911320 20 8
NOTIFICATION OF LATE FILING
(Check One):
[X] Form 10-K [ ] Form 11-K [ ] Form 20-F [ ] Form 10-Q
For Period Ended: June 30, 1997
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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:
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PART I-REGISTRANT INFORMATION
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Full Name of Registrant Diamond Equities, Inc.
Former Name if Applicable United Payphone Services, Inc.
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Address of Principal Executive Office, (Street and Number)
2010 E. University Dr., #3
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City, State and Zip Code
Tempe, Arizona 85281
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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)
[ ] 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 or semi-annual
report/portion thereof will be filed on or before
the fifteenth calendar day following the prescribed
due date; or the subject quarterly report/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, 11-K, 20-F, 10-Q or N-SAR or portion thereof could not be filed
within the prescribed time period.
The Company's auditors had not finished the audited financial
statements early enough for management to review the information
and file by the deadline. The 10K will be filed within the
fifteenth calendar day of the filing deadline.
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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
David Westfere (602) 921-2760
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 can not be made.
Diamond Equities, Inc.
(Name of Registrant as specified in charter)
has caused this notification to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: September 29, 1997 By_________________________________
Todd D. Chisholm, Secretary /Dir
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.
Part IV, item 3: explanation of significant change in results of
operations from the corresponding period.
On November 15, 1996, the Company sold its payphone base and all related
equipment,
contracts, automobiles and nearly all furniture & fixtures to Tru-Tel
Communications, L.L.C. for
$1,711,250 in cash and a note receivable of $811,250. The Company assigned the
office and
warehouse lease to the buyer and moved its operations to another location in
Tempe, Arizona. Since
November 15, 1996, the Company has been winding down operations relative to
the payphone
business and has been involved in searching for new business ventures and
operations to acquire in
different industries. Because the Company discontinued its operations in the
pay telephone industry
in fiscal year 1997, the results of operations will greatly differ from that
of fiscal year 1996.
The Company had net income of $1,362,863 in the fiscal year ended June
30, 1997, compared
to a net loss of $92,529 in the fiscal year ended June 30, 1996. The Company
had net income
attributable to its Common Stock (which gives effect to dividends accrued
during such fiscal year on
the Company's issued and outstanding Series A 6% Preferred Stock) of
$1,253,807 during the fiscal
year ended June 30, 1997, compared to a net loss attributable to its Common
Stock of $201,585 in
the fiscal year ended June 30, 1996. The difference in net income for
the year ended June 30, 1997 is largely due to the gain recognized on the sale
of the operations of
$1,688,750.
The Company's gross revenues from the discontinued operations decreased
to $835,857 in
the fiscal year ended June 30, 1997, compared to $2,127,574 in the comparable
prior period, a
decrease of 61%. Interest income increased to $98,076 in the fiscal year ended
June 30, 1997,
compared to $2,995 in the comparable prior period, due to the increase in cash
and notes receivable.
The Company's cost of sales decreased by 65%, or to $346,775 for the year
ended June 30, 1997
from $988,876 for the year ended June 30, 1996. As a result of the foregoing,
the Company's gross
profit margins were 58.5% and 53.5% for the years ended June 30, 1997 and
1996, respectively.
Management believes the increase in gross profit margin resulted largely from
the decrease in coin
operated pay telephone (copt) bills by converting phone bills to the
flat rate program.
The Company's selling, general and administrative expenses decreased by
42% to $744,442
for the fiscal year ended June 30, 1997 compared to $1,286,296 in the fiscal
year ended June 30,
1996. The decrease is due to the change of operations as well as a large
decrease in depreciation due
to the sale of assets. The Company had a gain on the sale of equipment of
$1,860,019, and $3,625
in the fiscal years ended June 30, 1997, and 1996, respectively. The
difference was due to the sale
of approximately 99% of the fixed assets of the Company.
