UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
SEC FILE NUMBER
NOTIFICATION OF LATE FILING 0-1308
(Check One):
Form 10-K Form 20-F Form 11-K [X]Form 10-Q Form N-SAR
CUSIP NUMBER
86320010
For Period Ended: August 3, 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:
PART I - REGISTRANT INFORMATION
Strawbridge & Clothier
Full Name of Registrant
Former Name if Applicable
801 Market Street
Address of Principal Executive Office (Street and Number)
Philadelphia, PA 19107
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 or
Form N-SAR, or portion thereof, will be filed on or
1 <PAGE>
<PAGE>
before the fifteenth calendar day following the
prescribed due date;
[X] 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.
On July 15, 1996, the shareholders of Strawbridge & Clothier
(the "Company") approved a Plan of Reorganization and
Liquidation, including certain transactions with The May
Department Stores Company ("May Company") and Kimco Realty
Corporation, and the subsequent dissolution of the Company.
As a result of this decision, there has been a substantial
reduction in the number of accounting and administrative
employees. The remaining accounting employees have been
responsible for preparing information in connection with the
closing of the transaction with the May Company. Also, as a
result of the shareholders approval, the Company will be
adopting the liquidation basis of accounting for the financial
statements to be included in its Form 10-Q for the quarter
ended August 3, 1996. As a result of the above, additional
time is required for the preparation of the financial
statements to be included in the Company s Form 10-Q for the
quarter ended August 3, 1996.
(Attach Extra Sheets if Needed)
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to
this notification
Thomas S. Rittenhouse (215) 629-6775
(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 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
2 <PAGE>
<PAGE>
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 Company believes that a significant change in results of
operations from the corresponding period of the prior fiscal
year will be reflected in the statement of operations to be
included in its Form 10-Q for the quarter ended August 3,
1996. Such change is expected to result from the
discontinuance of normal operations during July 1996 as a
result of the transactions entered into for the sale of
assets of the Company and the adoption of the liquidation
basis of accounting. Given the limited accounting staff,
the Company has been unable to prepare interim financial
statements on the liquidation basis pursuant to Article 10
of Regulation S-X.
Strawbridge & Clothier (Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: September 16, 1996 /s/ Thomas S. Rittenhouse
Thomas S. Rittenhouse, 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
Intentional misstatements or omissions of fact constitute Federal
Criminal Violations (See 18 U.S.C. 1001).
3 <PAGE>
