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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One) [ X ] Form 10-K [ ] Form 20-F [ ]
Form 11-K [ ] Form 10-Q [ ] 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: ______________
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
KTI, Inc.
________________________________________________________________________________
Full Name of Registrant
________________________________________________________________________________
Former Name if Applicable
7000 Boulevard East
________________________________________________________________________________
Address of Principal Executive Office (Street and Number)
Guttenberg, New Jersey 07093
________________________________________________________________________________
City, State and Zip Code
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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;
(b) The subject annual report, semi-annual report, transition
report on Form 10-K, Form 20-F, 11-K or 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.
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PART III - NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period.
The Registrant is unable to file its Annual Report on Form 10-K within the
prescribed period due to delays in the completion of the Form 10-K caused by the
proposed merger of the Registrant with Casella Waste Systems, Inc. which was
announced on January 12, 1999. This merger delayed the start of the Registrant's
audit by four weeks and interfered with the normal closing process for the
Registrant as management of the Registrant was involved in the preparation of
SEC filings related to the merger. In addition, the Registrant completed several
significant transactions in the last four months of the year which increased the
complexity of the closing process.
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PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Brian Hoffmann, Esq. 212 504-6383
______________________________________________________________
(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 and 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 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 (all figures in
thousands).
For the year ended December 31, 1998, the financial statements
of the registrant will reflect several differences as compared
to the financial statements for the year ended December 31,
1997, including a net income of $6,718 as compared to a net
income of $8,092 for the year ended December 31, 1997, an
increase in total revenues of $96,820 and an increase in total
costs of operations and selling, general and administrative
expenses of $89,163 as compared to 1997.
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SIGNATURES
KTI, Inc. has caused this notification to be signed on its behalf by
the undersigned hereunto duly authorized.
KTI, INC.
Date: March 31, 1999 By: /s/ Ross Pirasteh
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Name: Ross Pirasteh
Title: Chairman of the Board,
and Chief Executive Officer
By: /s/ Brian J. Noonan
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Name: Brian J. Noonan
Title: Chief Financial Officer