Microstrategy Inc – ‘NT 10-K’ for 12/31/99

On:  Friday, 3/31/00   ·   For:  12/31/99   ·   Accession #:  916641-0-442   ·   File #:  0-24435

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Notice of a Late Filing of a Form 10-K   —   Form 12b-25
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: NT 10-K     Notice of a Late Filing of a Form 10-K                 3     15K 

NT 10-K
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UNITED STATES                 
SECURITIES AND EXCHANGE COMMISSION              
WASHINGTON, D.C. 20549            

FORM 12b-25           

NOTIFICATION OF LATE FILING               

                                        SEC FILE NUMBER:
                                       0-24435

(Check One):                    

(X) Form 10-K  ( ) Form 20-F   ( ) Form 11-K    ( ) Form 10-Q  ( ) Form N-SAR   

For Period Ended: 12/31/99                    
[ ] 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: ___________________________

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: N/A                     

PART I - Registrant Information                                                 

MicroStrategy Incorporated                                            
8000 Towers Crescent Drive                                            
Vienna, Virginia 22182                                                

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)                       

The Registrant hereby represents that:                                          

[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                                                                             

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[X] (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, 20-F, 11-K, 10-Q,   
N-SAR, or the transition report or portion thereof could not be filed within    
the prescribed period.                                                          

        The Registrant's Annual Report on Form 10-K was not filed on March 30,
2000, the filing due date, because of the unavailability on that date of the    
report of the Registrant's independent auditors. On March 23, 2000, the         
Registrant filed a Current Report on Form 8-K disclosing that the Registrant,   
with the concurrence of PricewaterhouseCoopers LLP, its auditors, would revise  
its 1998 and 1999 reported revenue and operating results to conform to existing 
accounting principles articulated in Statement of Position 97-2. Following      
completion of these revisions, the Registrant's Annual Report on Form 10-K will 
be filed promptly, and in no event later than the fifteenth day following the   
prescribed due date.                                                            

PART IV - Other Information                                                     

(1) Name and telephone number of person to contact in regard to this            
notification:                                                           

Mark S. Lynch                      (703)             848-8600                 
-----------------                -----------      ----------------              
(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 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?                                                                        

                                          [X] Yes [ ] No

The Registrant's Current Report on Form 8-K, filed on March 23, 2000, is hereby 
incorporated by reference.  The Registrant is still completing work relating to 
the restatement, and is unable to provide definitive results of operations until
completion of such work.                                                        

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MicroStrategy Incorporated
------------------------------------------- 
(Name of Registrant as Specified in Charter)

has caused this notification to be signed on its behalf of the undersigned      
thereunto duly authorized.                                                      

Date:   March 31, 2000                       By: /s/ Mark S. Lynch              
 --------------------------                  ---------------------------
                                       Mark S. Lynch
                                                 Chief Financial Officer

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.               

March 31, 2000                                                                  

Securities and Exchange Commission                                              
450 Fifth Street N.W.                                                           
Washington, D.C. 20549                                                          

Gentlemen:                                                                      

This letter is written in response to the requirement of Rule 12b-25(c) under   
the Securities Exchange Act of 1934 and in satisfaction of Item (c) of Part II  
of Form 12b-25.                                                                 

We are the independent auditors of MicroStrategy Incorporated (the              
"Registrant").  The Registrant has stated in Part III of its filing on Form     
12b-25 that it was unable to timely file, without unreasonable effort or        
expense, its Annual Report on Form 10-K for the year ended December 31, 1999    
because our firm had not yet delivered our report relating to the financial     
statements of the Registrant for the year ended December 31, 1999 and was       
therefore unable to furnish the required opinion on such financial statements.  

We hereby advise you that we have read the statements made by the Registrant in 
Part III of its filing on Form 12b-25 and agree with the statements made        
therein.  We are unable to complete our audit of the Registrant's financial     
statements and furnish the required opinion for a timely filing because we did  
not have the ability to complete the auditing procedures which we consider      
necessary under the circumstances.                                              

                 Very truly yours,

                          PRICEWATERHOUSECOOPERS LLP

                              /s/ PricewaterhouseCoopers LLP
                              ------------------------------

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘NT 10-K’ Filing		Date		First		Last			Other Filings
Filed on:		3/31/00		3					10-Q
		3/30/00		2
		3/23/00		2					8-K
For Period End:		12/31/99		3					10-K
									List all Filings