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: August 31, 1996
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/ / 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:
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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.
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If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates:
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PART I -- REGISTRANT INFORMATION
Touch Tone America, Inc.
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Full Name of Registrant
N/A
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Former Name if Applicable
4110 N. Scottsdale Road Suite 170
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Address of Principal Executive Office (Street and Number)
Scottsdale, Arizona 85251
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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.
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 10-Q for first quarter ended August 31, 1996 was Registrants first
quarterly report due pursuant to the Securities Act of 1934, as amended.
Due to timing and scheduling demands the Registrant is unable to file by
October 14, 1996, the required due date.
(ATTACH EXTRA SHEETS IF NEEDED)
<PAGE>
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Michael J. Canney 800 535-2211
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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 or Section 80 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
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(3) Is it anticipated that any significant change in results of operations
from the corresponding period for the las 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:
The Registrant anticipates an overall net loss from operations of
approximately $1,044,000 for the first quarter, as compared to a prior
quarter loss of approximately $300,000. This loss is attributed to
overhead costs and carrier commitments in excess of revenues.
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Touch Tone America, Inc.
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: October 12, 1996 By: /s/ MICHAEL J. CANNEY
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-----------------------------ATTENTION-----------------------------
INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL
CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001)
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