SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 12b-25
Notification of Late Filing
Commission file Number 0-24682
(Check one)
|X| Form 10-K and Form 10-KSB | | Form 11-K
| | Form 20-F | | Form 10-Q and Form 10-QSB | | Form N-SAR
For the period ended June 30, 1997
| | Transition Report on Form 10-K and Form 10-KSB
| | Transition Report on Form 20-F
| | Transition Report on Form 11-K
| | Transition Report on Form 10-Q and Form 10-QSB
| | Transition Report on Form N-SAR
For the transition period ended ____________
Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
If the notification related to a portion of the filing checked above,
identify the item(s) to which notification relates: ____________________________
PART I
REGISTRANT INFORMATION
Full name of registrant: Worldwide Petromoly, Inc.
Former name if applicable: Ogden, McDonald & Company
Address of principal
executive office: 1300 Post Oak Boulevard, Suite 1985
City, State and Zip Code: Houston, Texas 77056
<PAGE>
PART II
RULE 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 appropriate box.)
|X| (a) The reasons described in 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
of Forms 10-K, 10-KSB, 20-F, 11-K or Form N-SAR, or portion thereof will be
filed on or before the 15th calendar day following the prescribed due date; or
the subject quarterly report or transition report on Form 10-Q, 10-QSB, or
portion thereof will be filed on or before the fifth calendar day following the
prescribed due date; and
|X| (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 Forms 10-K, 10-KSB, 11-K,
20-F, 10-Q, 10-QSB, N-SAR or the transition report portion thereof could not be
filed within the prescribed time period. (Attach extra sheets if needed.)
The Registrant's annual report on Form 10-KSB could not be filed within
the prescribed time period because the financial statements required to be
prepared by the Registrant's independent auditor were not completed and made
available to the Registrant in time for the annual report to be filed in a
timely manner.
<PAGE>
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
Lance Rosmarin (713) 892-5823
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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 Section 30 of the Investment Company ACT
of 1940 during the preceding 12 months or fir 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?
| | YES |X| 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.
Exhibits
- --------
1.1 Letter from Independent Accountant
Worldwide Petromoly, 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 09/27/97 By \s\ Lance Rosmarin
--------------------- ---------------------------------
Lance Rosmarin
Chief Financial Officer
BDO BDO Seidman, LLP 1200 Smith Street, Suite 3060
Accountants and Consultants Houston, Texas 77002-4501
Telephone: (713) 659-6551
Fax: (713) 659-3238
September 25, 1997
Securities and Exchange Commission
450 5th Street N.W.
Washington, D.C. 20549
Gentlemen:
This letter is written in response to the requirement of Rule 12b-25(c) under
the Securities and Exchange Act of 1934 and in satisfaction of item (c) of Part
II of Form 12b-25.
We are the independent auditors of Worldwide Petromoly, Inc. (formerly Ogden,
McDonald & Company - the "Registrant"). The Registrant has stated in Part III of
its filing on Form 12b-25 that it is unable to timely file, without unreasonable
effort or expense, its Annual Report on Form 10-KSB for the year ended June 30,
1997, because our Firm has not yet completed our audit of the financial
statements of the Registrant for the year ended June 30, 1997, and is therefore
unable to furnish the required opinion on such financial statements.
We hereby advise you that we have read the statements made by the Registrant in
Part III of its filing on Form 12b-25 and agree with the statements made
therein. We are unable to complete our audit of the Registrant's financial
statements and furnish the required opinion for a timely filing because the
above referenced Form 10-KSB will include the balance sheet as of June 30, 1997
and the statements of operations, stockholders' equity and cash flows of the
Registrant for the years ended June 30 1997 and 1996, of which the 1996 fiscal
year will be on a proforma basis to include the results of operations of
Worldwide Petromoly Corporation which have been recasted on a June 30, 1996
fiscal year basis. Prior to the July 22, 1996, reverse merger between Ogden,
McDonald & Company and Worldwide Petromoly Corporation, the latter company was
privately-held with a December 31, fiscal year end. As a result, we have not yet
had sufficient time to complete the auditing procedures which we consider
necessary in the circumstances.
Very truly yours,
/s/ BDO Seidman, LLP
