UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 12b-25
NOTIFICATION OF LATE FILING
(Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K
[ ] Form 10-Q [ ] Form N-SAR
For Period Ended: April 30, 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: ______________________________________________
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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.
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If the notification relates to a portion of the filing checked above, identify
the Item(a) to which the notification relates:
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PART I - REGISTRANT INFORMATION
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Full Name of Registrant
FastComm Communications Corporation
Former Name if Applicable
Address of Principal Executive Office (Street and Number)
45472 Holiday Drive
City, State and Zip Code
Sterling, Va 20166
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;
[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 within
the prescribed time period.
On May 3, 2002, the Registrant announced that it has filed a
voluntary petition under Chapter 11 of the U.S. Bankruptcy Act. The filing was
made in the United States Bankruptcy Court for the Eastern District of Virginia
and was assigned case #02-82177.
On July 5, 2002 the Registrant announced that its sole secured
lender, a Canadian investment company, had exercised its right to take
possession of all of the tangible and intangible assets of the Company. These
assets were transferred to a newly formed corporation that will operate as a
private, wholly owned subsidiary of the investment company. As of July 9, 2002,
the Registrant effectively ceased all operations.
The Registrant has requested that the Commission take no action if
it suspends its obligation to hereafter file any periodic reports under the
Securities and Exchange Act of 1934, including its Annual Report on Form 10-K
for the year ended April 30, 2002, pending its final dissolution and
liquidation, which is expected to occur on or before September 30, 2002. A copy
of the Registrant's No-Action request is attached hereto as Exhibit 99.1.
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PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Mark H. Rafferty 703 318-4303
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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 the 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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PLEASE REFER TO ITEM II NARRATIVE
FASTCOMM COMMUNICATIONS CORPORATION has caused this notification to
be signed on its behalf by the undersigned hereunto duly authorized.
Date: July 29, 2002 ---------------------------------------------
By: Mark H. Rafferty, Chief Financial Officer
INSTRUCTION: The form may be signed by an executive officer of the registrant of
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.
EXHIBITS
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NO. DESCRIPTION
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99.1 No-Action Request
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