UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
SEC FILE NUMBER
NOTIFICATION OF LATE FILING 0-19333
CUSIP NUMBER
09061Q 10 9
(Check One): [ ] Form 10-K [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR
For Period Ended: December 31, 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: __________________
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
Bion Environmental Technologies, Inc.
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Full Name of Registrant
18 East 50th Street, 10th Floor
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Address of Principal Executive Office (Street and Number)
New York, New York 10002
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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, Form N-SAR, or portion thereof, will be
[X] 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 has been attached if applicable.
PART III - NARRATIVE
State below in reasonable detail the reasons why the Form 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 Company's auditors have advised us that they have not yet been able
to perform the procedures required to review the financial statements to
be included in the Form 10-QSB. The letter from BDO Seidman, LLP is
attached as Attachment A.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
David J. Mitchell (212) 758-6622
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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
(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
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. See Attachment B.
______________________________________________________________________________
Bion Environmental Technologies, 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: February 14, 2002 By: /s/ Lawrence Danziger
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Lawrence Danziger, Chief Financial Officer
2
Attachment A to Form 12b-25 for Bion Environmental Technologies, Inc.
BDO Seidman LLP
Accountants and Consultants
330 Madison Avenue
New York, New York 10017-5001
February 14, 2003
Mr. Larry Danziger, Chief Financial Officer
Bion Environmental Technologies, Inc.
18 East 50th Street
10th Floor
New York, New NY 10022
By Fax (212) 758-8844
Dear Mr. Danziger:
This letter is to inform you that BDO Seidman, LLP has not performed the
necessary procedures in accordance with a SAS 71 review of Bion Environmental
Technologies, Inc. ("the Company") for the Three and Six months ended December
31, 2002. We will not be associated with any future filings until we have
reviewed the impact on the Company's accounts and operations of the various
items disclosed in your 8-K filed on February 13, 2003.
Sincerely,
/s/ BDO Seidman, LLP
BDO Seidman, LLP
Attachment B to Form 12b-25 for Bion Environmental Technologies, Inc.
Part IV, Item (3):
The Company expects to report a net loss for the three and six months
ended December 31, 2002 of approximately $1,139,000 and $1,989,000,
respectively. This compares to a net loss reported for the three and six
months ended December 31, 2001 of $2,551,771 and $4,785,992, respectively.
The reduced net loss is primarily a result of a reduction in non-cash interest
charges compared to the prior year.