EZ TALK
NT 10-Q, 1999-10-15
NON-OPERATING ESTABLISHMENTS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D. C. 20549

                                   FORM 12B-25

                           NOTIFICATION OF LATE FILING

Commission File Number: 0-26475

/ / Form 10-K   / / Form 20-F   / / Form 11-K   /X/ Form 10-Q   / / Form N-SAR

(Check One):

For Period Ended: August 31, 1999

                       [ ] 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:
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 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.



                        Copies of Communications Sent to:

                              Mintmire & Associates
                          265 Sunrise Avenue, Suite 204
                              Palm Beach, FL 33480
                               Tel: (561) 832-5696
                               Fax: (561) 659-5371
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<PAGE>
If the notification  relates to a portion of the filing checked above,  identify
the Item(s) to which the notification relates:
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                        PART 1 -- REGISTRANT INFORMATION

                                  EZ TALK, INC.
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                             Full Name of Registrant

                                       N/A
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                            Former Name if Applicable

                       222 Lakeview Avenue, Suite 160-217
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            Address of Principal Executive Office (Street and Number)

                                West Palm Beach, FL 33401
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                            City, State and Zip Code


                       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)

       [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  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 the Form 10-K, 20-F, 11-K,
N-SAR, or the transition report or portion thereof, could not be filed within

<PAGE>

the prescribed time period.  (ATTACH EXTRA SHEETS IF NEEDED)

The Registrant's Quarterly Report on Form 10-Q for the fiscal quarter ended June
30,  1999 could not be filed  within the  prescribed  time  period  because  the
accounting  statements  could not be prepared  by the  Company  within such time
period due to the inability of the accounting  firm to complete the work,  which
work could not have been completed without unreasonable effort and expense.


                          PART IV -- OTHER INFORMATION

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

    Donald Mintmire       561              832-5696
    ------------------  -----------     ---------------------
        (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  reports been filed?  If answer is no,
    identify report(s).

    [X] Yes     [ ] No

(3) Is it anticipated that any significant  change in results or 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  separate,  state  the  reasons  why a  reasonable
    estimate of the results cannot be made.

                                  EZ TALK, 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
hereunto duly authorized.

   Date: October 15, 1999                By: /s/ A. Rene Dervaes, Jr.
         --------------                    --------------------------
                                            President

   Date: October 15, 1999                By: /s/ Johanna Bonnier
         -----------------                   ------------------------
                                             Secretary & Treasurer



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