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 and
Form 10-QSB [ ]Form N-SAR
For Period Ended: December 28, 2002
[ ] 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: ___________________
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
Former Name if Applicable
Goddard Industries, Inc.
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Address of Principal Executive Office (Street and Number)
705 Plantation Street
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City, State and Zip Code
Worcester, Massachusetts 01605
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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;
(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 portion thereof, could not be filed within the prescribed time
period.
On January 31, 2003, Registrant sold substantially all of the operating assets
of its Goddard Valve Corporation business. The preparation for this event and
the subsequent additional accounting and administrative work that was
necessitated in connection with the sale, including the filing of Forms 8-K and
10-KSB/A, prevented Registrant from being able to complete the filing of its
Quarterly Report on Form 10-QSD within the prescribed time without unreasonable
effort or expense.
Part IV-- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Kenneth E. Heyman 508 852-2435
(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 [X] 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[ ] No [X]
GODDARD INDUSTRIES, INC.
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date February 11, 2003 By: \s\ Salvatore J. Vinciguerra
Name: Salvatore J. Vinciguerra
Title: President and Chief Executive Officer