U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SEC FILE NUMBER
FORM 12b-25 000-24401
NOTIFICATION OF LATE FILING CUSIP NUMBER
(Check One):
[x] Form 10K [ ] Form 20F [ ] Form 11K [ ] Form 10QSB [ ] Form N-SAR
For Period Ended: April 30, 1999
[ ] Transition Report on Form 10-KSB
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-QSB
[ ] Transition Report on Form N-SAR
For the Transition Period Ended: Not applicable.
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:
Not applicable.
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PART I - REGISTRANT INFORMATION
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Full Name of Registrant: HDF, Inc.
Former Name if Applicable: Not Applicable
Address of Principal Executive
Office (Street and Number): 1050 Seventeenth Street, Suite 1700
City, State and Zip Code: Denver, Colorado 80265
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PART II - RULES 12b-25(b) and (c)
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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)
[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-KSB, 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-QSB, or portion thereof will be filed on or before the fifth
calendar day following the prescribed due date; and
[X] (c) The accountant's statement or other exhibit required by Rule 12b-25(c)
has been attached if applicable.
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<PAGE>
PART III - NARRATIVE
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State below in reasonable detail the reasons why the Form 10-KSB, 20-F,
11-K, 10-QSB or N-SAR or the transition report or portion thereof could not be
filed within the prescribed period.
The Registrant is unable to file its Annual Report on Form 10-KSB for the
fiscal year ended April 30, 1999 within the prescribed period because it has
been unable to provide its auditors with certain financial information necessary
for completion of their audit procedures. Therefore, the Company's auditors are
not able to complete the audit and deliver their final audit report to the
Registrant for the fiscal year ended April 30, 1999 by the July 29, 1999 due
date.
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PART IV - OTHER INFORMATION
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(1) Name and telephone number of person to contact in regard to this
notification: Henry F. Schlueter, Esq. (303) 292-3883
(2) Have all other period 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
Forms 10-QSB for the periods ended October 31, 1998 and January 31, 1999
have not been filed
(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.
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HDF, INC.
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: July 29, 1999 By: /s/ Henry F. Schlueter
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Henry F. Schlueter, 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 misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001)
