UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 SEC FILE NUMBER
0-26954
FORM 12b-25
CUSIP NUMBER
NOTIFICATION OF LATE FILING 14983Y-10-7
(Check One): [_] Form 10-K [_] Form 20-F [_] Form 11-K |X| Form 10-Q
[_] Form N-SAR
For Period Ended: March 31, 2004
[_] 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(s) to which the notification relates:
N/A
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Part I -- Registrant Information
Full Name of Registrant CD&L, Inc.
Former Name if Applicable
Address of Principal Executive Office (Street and Number) 80 Wesley Street
City, State and Zip Code South Hackensack,
New Jersey 07606
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;
[X] (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 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 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.
CD&L, Inc. (the "Company") is unable to file its quarterly report on
Form 10-Q for the period ended March 31, 2004 within the time period prescribed
for such report without unreasonable effort or expense. The delay in filing is
attributable to the Company's current efforts to finalize a waiver from its
senior lender with respect to a certain covenant. The Company expects to have
finalized documents within the timeframe granted for filing the Company's report
on Form 10-Q by Rule 12b-25(b).
Part IV -- Other Information
(1) Name and telephone number of person to contact in regard to this
notification.
Russell J. Reardon, Chief Financial Officer (201) 487-7740
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(Name and Title) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Sections 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 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.
CD&L, 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
thereunto duly authorized.
Date: May 17, 2004 By: /s/ Russell J. Reardon
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Name: Russell J. Reardon
Title: Chief Financial Officer