<PAGE>
===============================================================================
+------------------+
UNITED STATES | OMB APPROVAL |
SECURITIES AND EXCHANGE COMMISSION +------------------+
Washington, D.C. 20549 | OMB Number: |
| 3235-0058 |
FORM 12b-25 | Expires: |
| January 31, 2002 |
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: December 31, 1998 +------------------+
| SEC FILE NUMBER |
[ ] Transition Report on Form 10-K | 0-22193 |
[ ] 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 NUMBER |
| 53184P 101 |
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
Full Name of Registrant: LIFE Financial Corporation
- --------------------------------------------------------------------------------
Former Name if Applicable
Address of Principal Executive Office (Street and Number): 10540 Magnolia
Avenue, Suite B
- --------------------------------------------------------------------------------
City, State and Zip Code: Riverside, California 92505
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)
| (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. See Attachment A.
(Attach Extra Sheets if Needed) Potential persons who are to respond
to the collection of information in
this form are not required to respond
unless the form displays a currently
valid OMB control number.
SEC 1344 (2-99)
<PAGE>
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
Jeff Blake 909 637-4096
---------------------------- -------------- -------------------------
(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 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
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. See attachment A
================================================================================
LIFE Financial 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 April 1, 1999 By /s/ Jeff Blake
------------------------------ --------------------------------------
Jeff Blake, Vice Persident & 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.
+----------------------------------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).
<PAGE>
Attachment A
The Registrant previously announced on March 3, 1999 that its financial
statements for the nine months ended September 30, 1998 and the years ended
December 31, 1997 and 1996 would be restated. The work necessary to effect the
restatements has caused a delay in completing the financial statements and the
resulting audit of the Registrant's financial statements. Because the financial
statements affect virtually all parts of the Form 10-K, once the audit is
complete, it will take several days for the Registrant to complete and file the
Form 10-K report. The Registrant currently expects to file the report not later
than fifteen calendar days after March 31, 1999.
The Registrant has changed its method of accounting used to compute
gains on loans securitized during 1997 and 1996 from the cash-in method to the
cash-out method. The Registrant has retroactively changed its practice of
measuring and accounting for credit enhancement assets to the cash-out method as
required by the Financial Accounting Standards Board's Special Report,"A Guide
to Implementation of Statement 125 on Accounting for Transfers and Servicing of
Financial Assets and Extinguishments of Liabilities, Second Edition," dated
December 1998, and related guidance set forth in statements made by the staff of
the Securities and Exchange Commission on December 8, 1998.
It is anticipated that the Registrant will report net earnings of $1.1
million, $.16 per diluted share, for the year ended December 31, 1998, as
compared to restated net earnings of $10.3 million, or $2.02 per diluted share,
for the year ended December 31, 1997. The decline in earnings is partially the
result of a net loss of $6.7 million for the three months ended December 31,
1998. The fourth quarter net loss was primarily comprised of $9.8 million mark
to market adjustment to the value of the Registrant's residual assets, from
$60.5 million to $50.7 million, a $1.8 million increase in the loan loss reserve
to $2.8 million, a $786,000 write-down in the value of mortgage servicing rights
due to prepayments as a result of lower interest rates, and a $475,000 lower of
cost or market adjustment related to the transfer of $74.4 million in loans from
loans held for sale to loans held for investment.
