STARFEST INC
NT 10-Q, 2000-11-15
BUSINESS SERVICES, NEC
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                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

                                                  Commission File Number 0-27173
(Check one)
[ ] Form 10-K and Form 10-KSB      [ ] Form 11-K
[ ] Form 20-F     [X] Form 10-Q and Form 10-QSB    [ ] Form N-SAR

For period ended  9-30-00
                ----------------------------------------------------------------
    Transition  Report on Form 10-K and Form 10-KSB
    Transition  Report on Form 20-F
    Transition  Report on Form 11-K
    Transition  Report on Form 10-Q and Form 10-QSB
    Transition Report on Form N-SAR

For the transition period ended
                               -------------------------------------------------

Read Attached Instruction Sheet 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

Full name of registrant:  Starfest, Inc.

Former name if applicable:

Address of principal executive office (Street and number):   4602 East Palo Brea
Lane

City, state and zip code: Cave Creek, AZ 85331


<PAGE>


PART II

RULE 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,  10-KSB,  20-F, 11-K or Form N-SAR, or portion thereof
[x]         will be  filed on  or before  the 15th  calendar  day following  the
            prescribed  due date; or the subject  quarterly report or transition
            report on Form 10-Q, 10-QSB, 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 Form 10-K, 10-KSB,  11-K, 20-F,
10-Q, 10-QSB,  N-SAR or the transition report portion thereof could not be filed
within the prescribed time period. (Attach extra sheets if needed.)

     The independent auditors are unable to complete  the review  of the interim
     financial statements in time for the registrant's Form 10-QSB to  be  filed
     in a timely manner.  See attached statement.


<PAGE>

PART IV

OTHER INFORMATION

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

                       Thomas J. Kenan      405-235-2575
                    ------------------------------------------
                      (Name) (Area Code) (Telephone Number)

(2) Have all other  periodic  reports  required under Section 13 or 15(d) or 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  cor-responding  period for the last  fiscal year will be  reflected  by the
earnings statements to be included in the subject report or portion thereof?

                                       2
<PAGE>


                                                              Yes    No  [x]

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.

                                 Starfest, Inc.
                  --------------------------------------------
                  (Name of Registrant as Specified in Charter)



Has  caused  this  notification  to be signed on its  behalf by the  undersigned
thereunto duly authorized.

Date: November 7, 2000                         By: /s/Michael Huemmer
                                                   -----------------------------
                                                   Michael Huemmer, President

                                       3

<PAGE>


Attachment to Form 12B-25 - Notification of Late Filing

Name of Registrant:          Starfest, Inc.
SEC File Number:             000-27173


                             ACCOUNTANT'S STATEMENT
                           Required by Rule 12b-25(c)

                             KABANI & COMPANY, INC.
                          Certified Public Accountants
                          8700 Warner Avenue, Suite 280
                        Fountain Valley, California 92708
                             Telephone 714-849-1543
                                Fax 714-596-0303
                         e-mail: [email protected]




SECURITIES AND EXCHANGE COMMISSION
WASHINGTON  DC   20549

                                    Re:  Starfest, Inc.
                                         SEC File #000-27173
                                         Form 10-QSB Quarterly Report
                                         Fiscal Quarter Ended 09-30-00

Gentlemen:

        I am the reviewing auditor for Starfest, Inc.

        I was only  recently  retained by  Starfest,  Inc. to review the interim
financial  statements.  I do not have  sufficient time to complete the review of
the interim financial  statements in time for the registrant's Form 10-QSB to be
filed in a timely  manner.  The review  can be  completed  within  the  five-day
extension period.

                                            Respectfully submitted,


                                            /s/ Hamid Kabani
                                            ------------------------------------
                                            Hamid Kabani
                                            Certified Public Accountant

Fountain Valley, California
November 14, 2000



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