P COM INC
NT 10-Q, 2000-11-15
RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT
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               UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                  FORM 12b-25

                          NOTIFICATION OF LATE FILING                 Commission
                                                                     File Number
(Check One):  [_] Form 10-K   [_] Form 20-F  [_] Form 11-K               0-25356
              [X] Form 10-Q   [_] Form N-SAR

For Period Ended: SEPTEMBER 30, 2000

[_] 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: ____________________________

[ Read Instruction (on back page) Before Preparing Form. Please Print or Type  ]
  Nothing in this form shall be construed to imply that the Commission has
             verified any information contained herein.

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

P-COM, INC.

________________________________________________________________________________
Full Name of Registrant

________________________________________________________________________________
Former Name if Applicable

3175 S. Winchester Boulevard
--------------------------------------------------------------------------------
Address of Principal Executive Office (Street and Number)

Campbell, California 95008
--------------------------------------------------------------------------------
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, 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.
<PAGE>

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.

On November 15, 2000 P-Com instructed our Edgar filing agent to file this Form
NT 10-Q (only) on our behalf. The filing agent inadvertently released our entire
draft Form 10-Q. Readers of this inadvertently filed document should not rely on
its content as to correctness or appropriateness of the data contained therein.

We intend to file an amended 10-Q shortly.

The majority of the personnel in the department responsible for generating
the Form 10-Q have very recently departed from the company. Their recent
departure has resulted in a temporary manpower shortage which made it impossible
to prepare the Form 10-Q properly in a timely manner.

                                                 (Attach Extra Sheets if Needed)



PART IV - OTHER INFORMATION

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

   HAYDEN TRUBITT, ESQ              (858)                      720-2750
-------------------------    ---------------------   --------------------------
     (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 report(s) been filed? If answer is no,
     identify report(s).      [X] Yes [_] No

(3)  Is it anticipated that any significant changes 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.

                                  P-Com, 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  November 15, 2000               By /s/ Leighton J. Stephenson
    -----------------------             -----------------------------
                                      Name: Leighton J. Stephenson
                                      Title: Chief Financial Officer

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
                INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT
         CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).
________________________________________________________________________________
<PAGE>

                             GENERAL INSTRUCTIONS

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 filed
     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.

5.   Electronic Filers. This form shall not be used by electronic filers unable
     to timely file a report solely due to electronic difficulties. Filers
     unable to submit a report within the time period prescribed due to
     difficulties in electronic filing should comply with either Rule 201 or
     Rule 202 of Regulation S-T ((S)232.201 or (S)232.202 of this chapter) or
     apply for an adjustment in filing date pursuant to Rule 13(b) of Regulation
     S-T ((S)232.13(b) of this chapter).


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