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UNITED STATES SEC File Number
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Cusip Number
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One) __ Form 10-K __ Form 20-F __ Form 11-K X Form 10-Q __ Form N-SAR
___
For Period Ended: March 31, 1999
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[X ] Transition Report on Form 10-Q
[ ] Transition Report on Form N-SAR
For the Transition Period Ended: December 31, 1998
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READ ATTACHED INSTRUCTION SHEET BEFORE PREPARING FORM. PLEASE PRINT OR TYPE
Nothing in the form shall be construed to imply that the Commission has
verified any information contained herein.
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If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates:
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PART I - REGISTRANT INFORMATION
Wiltek, Inc.
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Full Name of Registrant
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Former Name if Applicable
542 Westport Avenue
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Address of Principal Executive Office (STREET AND NUMBER)
Norwalk, CT 06851
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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 appropriate box)
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, 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 or 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 the Form 10-K, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed with the
prescribed time period. (Attach Extra Sheets if Needed)
The Issuer was unable to timely file the subject Form 10-QSB without
unreasonable effort or expense because the Issuer became obligated, for the
first time, to report financial results based on two distinct business
segments. The time and effort required to prepare such information, both for
the first quarter of the current fiscal year and for the corresponding period
of the prior fiscal year, caused the delay.
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PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Walter Keisch (203) 853-7400
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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 reports been
filed? If answer is no identify report(s).
X Yes __ No
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(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
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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 will report a net loss of approximately $970,000 for the
three months ended March 31, 1998, or $0.25 per share, from aggregate
revenues of approximately $1,600,000. By comparison, for the three
months ended March 31, 1999, the Company had revenues of approximately
$1,900,000, net earnings of approximately $50,000 and earnings per
share of $0.01. The difference in results is primarily attributable to
the following factors: (i) lower managed service revenues of
approximately $220,000 due to discontinued services by two large
customers; (ii) decrease in gross margin from 37% to 32%, primarily due
to the loss of messaging contracts from high margin customers; and
(iii) increases in sales and marketing expenses, general and
administrative expenses and research and development expenses by 94%,
161% and 55%, respectively, primarily due to the Company's conscious
efforts to increase spending in these areas in order to grow the
Company.
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Wiltek, 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 18, 1999 By Walter Keisch
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Vice President - Finance and Chief
Financial Officer.