SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
Commission File Number 0-24557
--------------
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: September 30, 2000
------------------------------------------------------
[ ] 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: n/a
---------------------------------------
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 CARDINAL FINANCIAL CORPORATION
---------------------------------------------------------
Former name if applicable n/a
-------------------------------------------------------
Address of principal executive office (Street and number)
-----------------------
10555 Main Street, Suite 500
--------------------------------------------------------------------------------
City, state and zip code Fairfax, Virginia 22030
--------------------------------------------------------
<PAGE>
PART II
RULES 12b-25(b) AND (c)
If the subject report could not be filed without reasonable 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, Form 20-F, Form 11-K or
| Form N-SAR, or portion thereof will be filed on or
[X] | before the 15th 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 or portion thereof could not be filed
within the prescribed period. (Attach extra sheets if needed.)
The Registrant is attempting to resolve several accounting and
financial disclosure matters relating to the acquisition of Heritage
Bancorp, Inc. on September 1, 2000. As a result, the Registrant is
experiencing difficulty in gathering the requisite data to complete the
filing of its Form 10-QSB for the period ended September 30, 2000. It
is anticipated that such information will be produced and that the Form
10-QSB will be filed no later than the fifth calendar day following the
prescribed due date. The foregoing difficulty could not be eliminated
by the Company without unreasonable effort and expense, including
hiring (if available) additional professional staff on a short-term
basis.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to
this notification
Joseph L. Borrelli 703 934-9200
--------------------------------------------------------------------------------
(Name) (Area Code) (Telephone Number)
<PAGE>
(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?
[ ] 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.
<PAGE>
CARDINAL FINANCIAL CORPORATION
--------------------------------------------------------------------------------
(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 15, 2000 By: /s/ Joseph L. Borrelli
---------------------------------
Joseph L. Borrelli
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).
