OMNI MULTIMEDIA GROUP INC
NT 10-Q, 1997-02-11
COMPUTER PROGRAMMING, DATA PROCESSING, ETC.
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

(Check One):
          [ ]Form 10-K  [ ]Form 20-F  [ ]Form 11-K  [x]Form 10-Q  [ ]Form N-SAR

          For Period Ended: December 28, 1996 
          [ ] 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:

              N/A
- --------------------------------------------------------------------------------

PART I -- REGISTRANT INFORMATION

      OMNI MULTIMEDIA GROUP, INC.
- --------------------------------------------------------------------------------
Full Name of Registrant

- --------------------------------------------------------------------------------
Former Name if Applicable

      50 Howe Avenue
- --------------------------------------------------------------------------------
Address of Principal Executive Office (Street and Number)

      Millbury, Massachusetts   01527
- --------------------------------------------------------------------------------
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;
     (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
[x]        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.

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) 

Registrant  is still in the process of preparing  and  reviewing  its  financial
statements for the quarter ended December 28, 1996.









PART IV -- OTHER INFORMATION

(1)   Name  and  telephone  number  of  person  to  contact  in  regard  to this
      notification

   Robert E. Lee, Executive Vice President      (508)          865-4451
   ---------------------------------------   ----------    ------------------
                 (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? 
                                                                    [x]Yes [ ]No

If so, attach and 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.

The Company  anticipates a net loss of approximately  $2,500,000 for the quarter
ended  December 28, 1996 as compared with net income of  approximately  $408,799
for the quarter ended December 30, 1995.

- --------------------------------------------------------------------------------


                           OMNI MULTIMEDIA GROUP,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:      February 7, 1997              By:
     ---------------------------             -----------------------------------
                                              Executive Vice President

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.

                                    ATTENTION

                               GENERAL INSTRUCTION

1. This form is  required  by Rule  12b-25 (17 CFR 240.  12b-25) of the  General
Rules and Regulations under the Securities Exchange Act of 1934.

2. One signed  original and four  conformed  copies of this form and  amendments
thereto must be completed and filed with the Securities and Exchange Commission,
Washington,  D.C.  20549,  in accordance  with Rule 0-3 of the General Rules and
Regulations  under the Act. The information  contained in or filed with the form
will be made a matter of public record in the Commission files.

3. A manually signed copy of the form and amendments thereto shall be field with
each  national  securities  exchange  on which  any class of  securities  of the
registrant is registered.

4.  Amendments to the  notifications  must also be filed on form 12b-25 but need
not restate  information  that has been correctly  furnished.  The form shall be
clearly identified as an amended notification.



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