<PAGE> 1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File Number: 0-24416
(Check One): /X/ Form 10-K / / Form 20-F / / Form 11-K / / Form 10-Q
/ / Form N-SAR
For Period Ended: December 27, 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:
----------------------------
If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates: Not Applicable
-------------------
PART I - REGISTRANT INFORMATION
ADFLEX SOLUTIONS, INC.
----------------------------------
Full Name of Registrant
Not Applicable
-------------------------
Former Name if Applicable
2001 West Chandler Boulevard
---------------------------------------------------------
Address of Principal Executive Office (Street and Number)
Chandler, Arizona 85226
-------------------------
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)
(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, 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.
<PAGE> 2
PART III - NARRATIVE
State below in reasonable detail the reasons why the Form 10-K, 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)
We are awaiting a satisfactory response and have ongoing discussions with the
staff of the Securities and Exchange Commission regarding comment letter issued
September 29, 1998.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Carole B. Witten (602) 786-8446
-------------------------------------------------------------------------
(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 reports), 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, if appropriate, state the reasons why a reasonable estimate of the
results cannot be made.
<PAGE> 3
ADFLEX SOLUTIONS, INC.
--------------------------------------------
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: March 30, 1999 By: /s/ Donald E. Frederick
------------------------ -----------------------------------------
Donald E. Frederick
Chief Financial Officer
(Duly Authorized Officer and
Principal Financial and Accounting
Officer)
