-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Q2J3PCHlf93jmnQdDfckRFrICckzE60aqB+OqZ2WQ++JqyLktD8+ViX/k0siFyYl Vd+dtWXPtbJtchM3iFm3cQ== 0001036050-98-000516.txt : 19980401 0001036050-98-000516.hdr.sgml : 19980401 ACCESSION NUMBER: 0001036050-98-000516 CONFORMED SUBMISSION TYPE: NT 10-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19971231 FILED AS OF DATE: 19980331 SROS: CBOE SROS: CSX SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: BETHLEHEM STEEL CORP /DE/ CENTRAL INDEX KEY: 0000011860 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES ROLLING MILLS (COKE OVENS) [3312] IRS NUMBER: 240526133 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: NT 10-K SEC ACT: SEC FILE NUMBER: 001-01941 FILM NUMBER: 98583434 BUSINESS ADDRESS: STREET 1: 1170 EIGHTH AVE CITY: BETHLEHEM STATE: PA ZIP: 18016-7699 BUSINESS PHONE: 6106843745 MAIL ADDRESS: STREET 1: 1170 EIGHTH AVE CITY: BETHLEHEM STATE: PA ZIP: 18016-7699 NT 10-K 1 FORM 12B-25 =============================================================================== +--------------+ UNITED STATES | OMB APPROVAL | SECURITIES AND EXCHANGE COMMISSION +--------------+ Washington, D.C. 20549 | OMB Number: | | 3235-0058 | FORM 12b-25 | Expires: | | May 31, 1997 | NOTIFICATION OF LATE FILING | Estimated | |average burden| (Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K | hours per | [ ] Form 10-Q [ ] Form N-SAR |response..2.50| +--------------+ For Period Ended: Decebmer 31, 1997 +--------------+ --------------------------------- | SEC File No. | | | [ ] Transition Report on Form 10-K | 1-1941 | [ ] Transition Report on Form 20-F | | [ ] Transition Report on Form 11-K +--------------+ [ ] Transition Report on Form 10-Q +--------------+ [ ] Transition Report on Form N-SAR | CUSIP No. | | 087509 | 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 Bethlehem Steel Corporation - -------------------------------------------------------------------------------- Full Name of Registrant - -------------------------------------------------------------------------------- Former Name if Applicable 1170 Eighth Avenue - -------------------------------------------------------------------------------- Address of Principal Executive Office (Street and Number) Bethlehem, Pennsylvania 18016-7699 - -------------------------------------------------------------------------------- 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) [X] | (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, will be | filed on or before the fifteenth calendar day following the [X] | 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. (Attach Extra Sheets if Needed) Bethlehem Steel Corporation ("Bethlehem") received from the staff of the Securities and Exchange Commission (the "Commission") on March 25, 1998 comments with regard to a draft of Bethlehem's Annual Report on Form 10-K for the year ended December 31, 1997. The draft was filed confidentially with the Commission in connection with Lukens Inc.'s preliminary proxy materials relating to the previously announced Agreement and Plan of Merger, dated as of December 15, 1997, as amended as of January 4, 1998, among Bethlehem, Lukens Acquisition Corporation and Lukens Inc. Because Bethlehem is currently in the process of responding to the staff's comments on the draft Form 10-K, it will be unable to timely file its Form 10-K for the period ended December 31, 1997 without unreasonble effort or expense. PART IV - OTHER INFORMATION (1) Name and telephone number of person to contact in regard to this notification. Charles W. Campbell Jr. 610 694-3745 ---------------------------- -------------- ------------------------- (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 changes 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. ================================================================================ As disclosed in Bethlehem's 1997 Annual Report to Stockholders, net income for 1997 was $281 million, or $2.13 per common share, compared with a net loss of $309 million, or $3.15 per common share, for 1996. Results for 1997 include an after-tax gain of $113 million related to the sale of Bethlehem's equity interest in Iron Ore Company of Canada, and results for 1996 include after-tax restructuring charges of $382 million. Bethlehem Steel Corporation ----------------------------------------------------------- (Name of Registrant as Specified in Charter) has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized. Date March 31, 1998 By Lonnie A. Arnett ------------------------------ -------------------------------------- Vice President and Controller INSTRUCTION: The form may be signed by an executive officer of the registrant or 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. +----------------------------------ATTENTION-----------------------------------+ | INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT | | CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001). | +------------------------------------------------------------------------------+ GENERAL INSTRUCTIONS 1. This form is required by Rule 12b-25 (17 CFR 240.12b-25) of the General Rules and Regulations under the Securities Exchange Act of 1934. 2. One signed original and four conformed copies of this form and amendments thereto must be completed and filed with the Securities and Exchange Commission, Washington, D.C. 20549, in accordance with Rule 0-3 of the General Rules and Regulations under the Act. The information contained in or filed with the form will be made a matter of public record in the Commission files. 3. A manually signed copy of the form and amendments thereto shall be filed with each national securities exchange on which any class of securities of the registrant is registered. 4. Amendments to the notifications must also be filed on form 12b-25 but need not restate information that has been correctly furnished. The form shall be clearly identified as an amended notification. 5. Electronic Filers. This form shall not be used by electronic filers unable to timely file a report solely due to electronic difficulties. Filers unable to submit a report within the time period prescribed due to difficulties in electronic filing should comply with either Rule 201 or Rule 202 of Regulation S-T ((S)232.201 or (S)232.202 of this chapter) or apply for an adjustment in filing date pursuant to Rule 13(b) of Regulation S-T ((S)232.13(b) of this chapter). -----END PRIVACY-ENHANCED MESSAGE-----