SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
Commission File Number: 0-28720
NOTIFICATION OF LATE FILING
(Check One): [ ] Form 10-K [ ] Form 11-K [ ] Form 20-F [X] Form 10-Q
[ ] Form N-SAR
For Period Ended: March 31, 1999
[ ] Transition Report on Form 10-K [ ] Transition Report on
Form 10-Q [ ] Transition Report on Form 20-F [ ] Transition
Report on Form N-SAR [ ] Transition Report on Form 11-K 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: N/A
Part I. REGISTRANT INFORMATION
Full name of registrant: Sales Online Direct Inc.
Former name if applicable: Securities Resolution Advisors, Inc.
4 Brussels Street
Address of principal executive office (Street and number)
Worcester, Massachusetts 01610
City, State and Zip Code
Part II. RULE 12b-25 (b) and (c)
If the subject report could not be filed without unreasonable
effort or expenses and the registrant seeks relief pursuant to Rule 12b-25, the
following should be completed. (Check appropriate box).
[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, 20- F, 11-K or Form
N-SAR, or portion thereof will be filed on or before
the 15th
<PAGE>
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 Form 10-K,
11-K, 20-F, 10-Q, N-SAR or the transition report portion could
not be filed within the prescribed time period.
(Attached extra sheets if needed.)
Through February 24, 1999, the sole business of Securities Resolution
Advisors, Inc, ("SRAD") was the business of Securities Resolution Advisors,
Inc., ("SRA") a New York corporation and SRAD's sole, wholly-owned subsidiary.
On February 24, 1999 the management of SRAD sold SRA to the management of SRA,
which was also the management of the SRAD at the time.
On February 25, 1999, SRAD purchased all of the outstanding stock of
Internet Auction, Inc., a Massachusetts corporation. As a result of this
transaction, Internet Auction, Inc. became a wholly-owned subsidiary of SRAD,
the principal business of SRAD became the business of Internet Auction, Inc.,
and SRAD changed its name to Sales Online Direct, Inc. (the "Registrant").
Pursuant to the sale, the former management of SRAD agreed to provide financial
statements for SRA, and therefore for SRAD, but the Registrant has not yet
received such financial information from SRA in a form ready for filing.
Accordingly, the financial statements will not be ready by May 17, 1999, the
date on which the Registrant's Form 10-QSB is due to be filed. The Registrant's
current management, and its professional advisors, have worked diligently to
acquire such financial information to avoid any further delays.
Part IV. OTHER INFORMATION
(1) Name and telephone number of person to contact in regard
to this notification:
Gregory Rotman 508 753-0945
(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). [ ] Yes [X] No
Form 8-K/A required to have been filed on May 11, 1999 with respect to the
acquisition of Internet Auction, Inc., pursuant to which the Registrant was to
- 2 -
<PAGE>
file the required financial statements within 60 days following the date the
initial report on Form 8-K was to be filed.
Because the financial statements have not been provided to the Registrant
by the former management of the Registrant in a form that is ready to be filed,
the Registrant could not file the appropriate financial statements within 60
days.
(3) Is it anticipated that any significant change in results
of operation from the corresponding period for the last 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 applicable, state the reason why a reasonable
estimate of the results cannot be made.
SALES ONLINE DIRECT INC. has caused this notification to be signed on its behalf
by the undersigned thereunto duly authorized.
Date: May 17, 1999 By: /s/ Gregory Rotman
----------------------------------------
Gregory Rotman
President
- 3 -
<PAGE>
Sales Online Direct Inc
Commission File Number: 0-28720
Form 12b-25 (Notification of Late Filing) Form 10-Q for the quarter ended March
31, 1999
Explanation to Part IV, Item 3
It is anticipated that there will be significant changes in the
Registrant's results of operations from the quarter ended March 31, 1999 to the
quarter ended March 31, 1998. The Registrant is unable to determine at this time
the amount of such change or explanations thereof due to the unavailability of
financial statements for fiscal 1998 and for the first quarter through February
24, 1999, as explained above, and the fact that this is the first Form 10-QSB
being filed by the Registrant under its current management and operations.
C77723.634
- 4 -
<PAGE>
