NT 10-K, 1999-09-28
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EQUALNET COMMUNICATIONS CORP--NT 10-K--Notification of Late Filing

                                                           Date Filed: 9/28/1998

                            WASHINGTON, D.C. 20549

                                  FORM 12B-25

                                                 Commission File Number: 0-25482

                          NOTIFICATION OF LATE FILING

(Check One):

[X] Form 10-K    [_] Form 11-K    [_] Form 20-F    [_] 10-Q    [_] Form N-SAR

For period Ended: June 30, 1999.

[_] Transition Report on Form 10-K      [_] Transition Report on Form 10-Q
[_] Transition Report on Form 20-F      [_] Transition Report on Form N-SAR
[_] Transition Report on Form 11-K

For the Transition Period Ended:

     Read attached instruction sheet before preparing form. Please print or

     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

Full Name of registrant: Equalnet Communications Corp.

Former name if applicable:  EqualNet Holding Corp.

Address of principal executive office:  1250 Wood Branch Park Drive
                                        Houston, Texas 77079

                       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 appropriate box.)

[X] (a) The reasons described in reasonable detail in Part III of this form
        could not be eliminated without reasonable effort or expense;

[X] (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 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
        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 Form 10-K, 11-K, 20-F,
10-Q, N-SAR or the transition report portion thereof could not be filed within
the prescribed time period:

        The Registrant has not been able to complete its Annual Report on
Form 10-K due to changes in the Registrant's accounting personnel during the
quarter as well as activities required subsequent to the consumation of the plan
of reorganization in connection with the Chapter 11 reorganization of the
Registrant's wholly-owned subsidiary, Equalnet Corporation. The Annual Report
on Form 10-K will be filed on or before October 13, 1999.

                                                                          Page 1

                          PART IV. OTHER INFORMATION

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

                              Mitchell H. Bodian
                                (218) 529-4600

        (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 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. (See attachment.)

        Equalnet Communications Corp. has caused this notification to be signed
on its behalf by the undersigned thereunto duly authorized.

Date: September 28, 1999                  By:  /s/ Mitchell H. Bodian
                                               Mitchell H. Bodian
                                               Chief Executive Officer

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