SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
Commission File Number: 0-27481
NOTIFICATION OF LATE FILING
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
(Check One): [ ] Form 10-K [ ] Form 11-K [ X ] Form 10-Q [ ] Form N-SAR
For Period Ended: June 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:
--------------------------------------------------------------------------
</TABLE>
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:
PART I. REGISTRANT INFORMATION
Full name of registrant USA Digital, Inc.
--------------------------------------------------------
Former name if applicable
------------------------------------------------------
Address of principal executive office (Street and number
100 West Lucerne Circle, Suite 600
----------------------------------
City, State and Zip Code Orlando, Florida 32801
-------------------------------------------------------
PART II. RULE 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;
|
|
| (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
/X/ | filed on or 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.
<PAGE>
PART III. NARRATIVE
State below in reasonable detail the reasons why Form 10-K, 11-K, 20-F,
10-Q, N-SAR or transition report portion thereof could not be filed within the
prescribed time period. (Attach extra sheets if needed.)
The Registrant has encountered unanticipated delays in compiling and
consolidating the financial information from its subsidiaries necessary to
complete the financial statements for its Quarterly Report on Form 10-QSB.
As a result of the foregoing unusual circumstances and in the interest of
full and accurate disclosure to the Commission and to current stockholders and
to avoid incurring unreasonable effort or expense, the Registrant requires
additional time to prepare its Form 10-QSB filing. The Registrant anticipates
that the filing will be made as required under Rule 12b-25(b)(2)(ii).
PART IV. OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
<TABLE>
<CAPTION>
<S> <C> <C>
Mark D. Cobb, President (813) 230-9100
-------------------------------------------------------------------------------------
(Name) (Area code) (Telephone number)
</TABLE>
(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>
USA Digital, Inc.
--------------------------------------------------------------------------------
(Name of Registrant as specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
USA DIGITAL, INC.
Date: August 10, 2000 By: /s/ Mark D. Cobb
----------------- -------------------------
Mark D. Cobb
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).
--------------------------------------------------------------------------------
