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| SEC FILE NUMBER 0-49807 |
| CUSIP NUMBER 938837 10 1 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
| (Check One): | o Form 10-K | o Form 20-F | þ Form 11-K | o Form 10-Q | o Form 10-D |
| o Form N-SAR | o Form N-CSR |
| For Period Ended: December 31, 2004 |
| o Transition Report on Form 10-K |
| o Transition Report on Form 20-F |
| o Transition Report on Form 11-K |
| o Transition Report on Form 10-Q |
| o 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
Washington Gas Light Company
101 Constitution Ave., N.W.
Washington, D.C. 20080
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 reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense | ||
| þ | (b) | The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, 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 subject distribution report on Form 10-D, 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 why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.
| SEC 1344 (03-05) | Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
(Attach extra Sheets if Needed)
PART IV — OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this notification
| Mark P. O’Flynn | 202 | 624-6777 | ||
| (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). Yes þ No o
(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 o No þ
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.
| Washington Gas Light Company | ||||
| (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 30, 2005 | By | /s/ Mark P. O’Flynn |
Mark P. O’Flynn, Controller |
| 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). |
| 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 due to electronic difficulties. Filers unable to submit reports within the time period prescribed due to difficulties in electronic filing should comply with either Rule 201 or Rule 202 of Regulation S-T (§232.201 or §232.202 of this chapter) or apply for an adjustment in filing date pursuant to Rule 13(b) of Regulation S-T (§232.13(b) of this chapter). | |||
Attachment to Form 12b-25
filed by
Washington Gas Light Company
Part III — NARRATIVE
The Company’s Form 11-K for two of its employee benefit plans were due to be filed by Washington Gas Light Company on June 29, 2005. Due to unfortunate circumstances described herein, these Form 11-Ks could not be filed on that date without unreasonable effort or expense and the Company seeks relief pursuant to Rule 12b-25(b). The Company endeavored to file on a timely basis on June 29, 2005, but the Company’s messenger was unaware of the SEC’s recent move and attempted to file the Form 11-Ks at the former SEC address at 450 5th St., N.W., Washington, D.C. By the time the messenger was able to locate the new office location, the SEC’s offices had closed for the day.
The Company did not foresee this circumstance. The Company will file the subject 11-Ks on June 30, 2005 to meet requirements for obtaining the relief pursuant to Rule 12b-25(b). The cause of this delay was unrelated to the content of the Form 11-Ks and unrelated to the auditor’s opinion and consent in the Form 11-Ks, therefore there is no submission in this Form about information related to problems with the content, the auditor’s opinion and the auditor’s consent and thus meeting requirements of Rule 12b-25(c) are not applicable.
For the above stated reasons, the Company believes the relief requested is appropriate and the report shall be deemed to be filed on the prescribed due date for such report pursuant to Rule 12b-25(b).
