1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission file number 000-23373
---------
[ ] Form 10-K and Form 10KSB [ ] Form 11-K
[ ] Form 20-F [X] Form 10-Q and Form 10-QSB [ ] Form N-SAR
For period ended June 30, 2001
-------------
[ ] Transition Report on Form 10-K and Form 10-KSB
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q and Form 10-QSB
[ ] Transition Report on Form N-SAR
For transition period ended ________
Read Attached Instruction Sheet 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: Not Applicable
2
PART I
REGISTRANT INFORMATION
Full name of registrant: Landmark Systems Corporation
Former name if applicable:________________________________________
Address of principal executive office (Street and number):
12700 Sunrise Valley Drive
City, State, Zip Code: Reston, VA 20191-5804
PART II
RULE 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, 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;
[X] (b) The subject quarterly 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 Form 10-K, 10-KSB, 11-K,
20-F, 10-Q, 10-QSB, N-SAR or the transition report portion thereof could not
be filed within the prescribed time period. (Attach extra sheets if needed.)
On August 9, 2001, the registrant announced that it overstated
maintenance revenue by about $2.2 million during the first half of 2001, due
to an inadvertent error made while moving data from its old accounting
software to the new accounting software installed earlier this year. The
registrant is revising its previously reported results for the first and
second quarters of 2001, and is unable to prepare all of the revised
information required in order to permit an accurate and complete filing of the
registrant's quarterly report on Form 10-Q for the period ended June 30, 2001,
on a timely basis. The registrant will file its Form 10-Q no later than August
21, 2001.
-1-
3
PART IV
OTHER INFORMATION
(1) Name and telephone of person to contact in regard to this
notification.
Frederick S. Rolandi, III (703) 464-1300
(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d) or
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 the 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.
LANDMARK SYSTEMS CORPORATION
(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: August 14, 2001 By: /s/ Frederick S. Rolandi III
Frederick S. Rolandi, III
Vice President and Chief Financial Officer
(Chief Accounting Officer)
-2-