SAN DIEGO SOCCER DEVELOPMENT CORP
NT 10-Q, 2000-05-15
AMUSEMENT & RECREATION SERVICES
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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

                           SEC FILE NUMBER: 000-27487


(Check One): __ Form 10-KSB __Form 20-F __Form 11-K _X_Form 10-QSB __Form N-SAR


      For Period Ended:  3/31/2000

      (    ) 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: ___________________________

Read  Instructions (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:

San Diego Soccer Development Corporation

Address of Principal Executive Office (Street and Number):

2123 Garnet Avenue, Suite B
San Diego, CA 92109


                        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, the following should be
completed (Check box if appropriate)

[X]   The reasons  described in reasonable detail in Part III of this form could
      not be eliminated without unreasonable effort or expense.

[X]   The subject quarterly report on Form 10-QSB will be filed on or before the
      fifth calendar day following the prescribed due date; and

[ ]   The  accountant's statement or other exhibit required by Rule  12(b)-25(c)
      has been attached if applicable.


                              PART III - NARRATIVE

State below in  reasonable  detail the reasons why the Form 10-QSB  could not be
filed within the prescribed time period.

Due to the complex nature of the Company's  recent  business  transactions,  the
recent filing of a Proxy  Statement and the current merger  negotiations  with a
non-reporting  company,  the Company mistakenly  believed that there would be no
need  to  file  the  Form  10Q-SB  (as  completion  of  the  merger  would  be a
"going-private"  transaction)  and therefore it was not a focus of the Company's
management.  Because of delays in  approving  the merger the  Company  now finds
itself in the  position  of having to file the  Quarterly  Report  and needs the
extra time to ensure that the financial  statements and  disclosures in the Form
10-QSB are accurate.  The Company is currently in the process of finishing these
statements  and believes at this time that the work will be  completed,  and its
Quarterly Report on Form 10-QSB will be filed,  within the grace period provided
under Rule 12b-25.


                           PART IV - OTHER INFORMATION

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

      Yan K. Skwara, 858-581-2120

(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 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.


- ------------------------------------------------------------------------

                    San Diego Soccer Development Corporation

                  (Name of Registrant as Specified in Charter)

have caused this  notification  to be signed on their behalf by the  undersigned
hereunto duly authorized.

                                    San Diego Soccer Development Corporation

                                /s/ Yan K. Skwara
                                    ----------------------------------------
                                By: Yan K. Skwara
                                    President


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  MISTATEMENTS  OR  OMMISSION  OF FACT  CONSTITUTE  FEDERAL  CRIMINAL
VIOLATIONS (SEE 18 U.S.C. 1001)




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