UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b -25
SEC FILE NUMBER
NOTIFICATION OF LATE FILING 0-1308
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CUSIP NUMBER
86320010
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(Check One): / / Form 10-K / / Form 20-F / / Form 11-K
/ X / Form 10-Q / / Form N-SAR
For Period Ended: May 3, 1997
[ ] 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
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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 before the fifteenth calendar day following the
prescribed due date; or the subject quarterly report of transition
/X/ 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 and Kimco
Realty Corporation, and the dissolution of the Company following the
sale, liquidation or disposal of substantially all its assets and the
payment of substantially all its liabilities. As a result of the
liquidation process, there has been a
SEC 1344 (6/94)
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substantial reduction in the number of accounting and administrative
employees and substantial changes in the nature of the Company's
activities and its accounting systems. The remaining accounting
employees have been responsible for preparing information in connection
with the liquidation of the Company. The Company has been reporting on
the liquidation basis of accounting since August 3, 1996, the close of
the second fiscal quarter of 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 May 3, 1997.
(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
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 May 3, 1997. 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. Accordingly, there was no operating activity
during the quarter ended May 3, 1997.
______________________________________________________________________________
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: June 16, 1997 By: /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).
