UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One): [] Form lO-K []Form 20-F []Form ll-K [X]Form l0-Q []Form N-SAR
SEC FILE NUMBER: 0-5186
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CUSIP NUMBER: 670818 10 3
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For Period Ended: March 31, 2002
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[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form Il-K
[ ] Transition Report on Form 10-Q
[ ] 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
OCG Technology, Inc.
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Full Name of Registrant
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Former Name if Applicable
56 Harrison Street, Suite 501
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Address of Principal Executive Office (Street and Number)
New Rochelle, New York 10801
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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)
(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,
[X] 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 financial statements of OCG Technology, Inc. (the "Registrant") will
not be completed by May 15, 2002, the last day for a timely filing of its
Quarterly Report on Form 10-QSB for the period ended March 31, 2002, pursuant
to Rule O-3 of the General Rules and Regulations under the Securities Exchange
Act of 1934.
As a result of the hospitalization of the Registrant's financial officer
the Registrant could not timely complete the financial statements of the
Registrant, and as a result the Registrant's independent accountants, Arthur
Yorkes & Company, will not be able to complete their quarterly review to
enable the Registrant to timely file its Quarterly Report on Form 10-QSB by
May 15, 2002, for the quarter ended March 31, 2002.
(Attach Extra Sheets if Needed)
SEC 1344 (6/94)
PART IV--OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Edward C. Levine 914 576-8457
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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 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? [ ] Yes [X] 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.
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OCG Technology, 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: May 13, 2002 By: /s/ Edward C. Levine, President
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EXHIBIT A
Arthur Yorkes & Company LLP
15 West 39th Street
New York, NY 10018
212-764-8888
Fax: 212-819-1465
May 13, 2002
Securities and Exchange Commission
450 Fifth Avenue, N.W.
Washington, DC 20549
Gentlemen:
This letter is written in response to the requirement of Rule 12b-25 (c)
under the Securities Exchange Act of 1934 and in satisfaction of item (c) of
Part II of Form 12b-25.
We are the independent auditors of OCG Technology, Inc. (The "Registrant").
The Registrant has stated in Part III of its filing on Form 12b-25 that it
is unable to timely file, without unreasonable effort or expense, its
quarterly Report on Form 10-QSB for the quarter ended March 31, 2002
because our Firm has not yet completed our review of the financial
statements of the Registrant for the quarter ended March 31, 2002.
We hereby advise you that we have read the statements made by the Registrant
in Part III of its filing on Form 12b-25 and agree with the statements made
therein.
Very truly yours,
/s/ Arthur Yorkes & Company LLP.
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ARTHUR YORKES & COMPANY LLP.
Certified Public Accountants