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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File Number:
(Check One): [X] Form 10-K and Form 10-KSB [ ] Form 10-Q and Form 10-QSB
[ ] Form 20-F [ ] Form 11-K [ ] Form N-SAR
For Period Ended: December 31, 1999
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[ ] Transition Report on Form 10-K and 10-KSB
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q and 10-QSB
[ ] 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:
PART I - REGISTRANT INFORMATION
Frederick Brewing Co.
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Full Name of Registrant
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Former Name if Applicable
4607 Wedgewood Boulevard
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Address of Principal Executive Office (Street and Number)
Frederick, Maryland 21703
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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;
[X] (b) The subject annual report, semi-annual report, transition report on
Form 10-K and Form 10-KSB, 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 or
transition report on Form 10-Q or Form 10-QSB, 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.
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PART III - NARRATIVE
State below in reasonable detail the reasons why the Form 10-K and 10-KSB, 11-K,
20-F, 10-Q and 10-QSB, N-SAR, or other transition report or portion thereof,
could not be filed within the prescribed period.
Frederick Brewing Co.'s Form 10-KSB for the year ended December 31, 1999 could
not be filed within the prescribed time period. Frederick Brewing is unable to
file this information without unreasonable effort and expense. In August 1999,
Snyder International Brewing Group LLC, an Ohio limited liability company,
purchased a controlling interest in Frederick Brewing. In connection with the
change in control, the entire management of Frederick Brewing was replaced which
temporarily led to difficulties in obtaining detailed supporting records for
certain transactions during the audit. Such records have now been obtained and
Frederick Brewing and its independent auditors are in the process of completing
their analysis. The Form 10-KSB is expected to be completed on or before
April 14, 2000.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
Patrick J. Leddy (216) 586-3939
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(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 statements 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.
Frederick Brewing Co.
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(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, 2000 By: /s/ James M. Gehrig
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James M. Gehrig,
Chief Financial Officer