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|OMB APPROVAL |
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UNITED STATES |OMB Number: 3235-0058|
SECURITIES AND EXCHANGE COMMISSION |---------------------|
WASHINGTON, D.C. 20549 |Expires: January 31, |
FORM 12b-25 |---------------------|
|2002 |
NOTIFICATION OF LATE FILING |---------------------|
|Estimated average |
(Check One): [ ]Form 10-K [ ]Form 20-F [ ] |burden |
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Form 11-K [X]Form 10-Q [ ]Form N-SAR | |
|hours per response. .|
For Period Ended: July 30, 2000 |2.50 |
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[ ] Transition Report on Form 10-K |SEC FILE |
[ ] Transition Report on Form 20-F |NUMBER |
[ ] Transition Report on Form 11-K | |
[x] Transition Report on Form 10-Q | |
[ ] Transition Report on Form N-SAR |---------------------|
For the Transition Period Ended: ___________________ |CUSIP NUMBER |
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Read Instruction (on back page) Before Preparing Form. Please Print or Type.
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NOTHING IN THIS FORM SHALL BE CONSTRUED TO IMPLY THAT THE COMMISSION HAS
VERIFIED ANY INFORMATION CONTAINED HEREIN.
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If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates: N/A
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PART I - REGISTRANT INFORMATION
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Full Name of Registrant: Westergaard.com, Inc.
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Former Name if Applicable:
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Address of Principal Executive Office (Street and Number):
560 West 43rd Street
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City, State and Zip Code:
New York, New York 10036
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)
(a) The reasons described in reasonable detail in Part III of this form
could not be
<PAGE>
eliminated without unreasonable effort or expense;
(b) The subject annual report, semi-annual report, transition report on
Form 10-K, Form 20-F,11-K or Form N-SAR, or portion thereof, will be
X filed on or before the fifteenth calendar day following the prescribed
due date; or the subject quarterly report of transition report on Form
10-Q, or portion thereof will be filed on or before the fifth
(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 Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report portion thereof, could not be filed within the
prescribed time period.
(ATTACH EXTRA SHEETS IF NEEDED)
On August 15, 2000, the date of the end of the quarter, the Board of Directors
of Westergaard.com, Inc., (the "Company") decided cease operations and shutdown
its web site. All of the Company's employees were terminated on August 15, 2000,
and the Company currently has no full time employees. The Company's Vice
President is working part time to assist in the preparation of the financial
statements required in a Form 10-QSB. Management has been unable to retain
employees with the skills and knowledge needed to prepare the financial
statements in a timely manner. The Company filed a Form 8-K on August 16, 2000,
disclosing the ceasing of operations and that the Company is considering
reorganizing. The Company will file on or before the fifth calendar day
following the prescribed due date the Form 10-QSB containing the financial
statements prepared on the basis of the Company's suspended operations.
PART IV-- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Anne Straton 917 862-8402
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(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 report(s) been filed? If answer is no,
identify report(s).
[x] Yes [ ]No
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<PAGE>
(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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Westergaard.com, 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: September 15, 2000 By: /s/ ANNE STRATON
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Anne Straton
INSTRUCTION: The form may be signed by an executive officer of the registrant of
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
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INTERNATIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL
VIOLATIONS (SEE 18 U.S.C. 1001).
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GENERAL INSTRUCTIONS
1. This form is required by Rule 12b-25 (17 CFR 240.12b-25) of the General Rules
and Regulations under the Securities Exchange Act of 1934.
2. One signed original and four conformed copies of this form and amendments
thereto must be completed and filed with the Securities and Exchange Commission,
Washington, D.C. 20549, in accordance with Rule0-3 of the General Rules and
Regulations under the Act. The information contained in or filed with the form
will be made a matter of public record in the Commission files.
3. A manually signed copy of the form and amendments thereto shall be filed with
each national securities exchange on which any class of securities of the
registrant is registered.
4. Amendments to the notifications must also be filed on form 12b-25 but need
not restate information that has been correctly furnished. The form shall be
clearly identified as an amended notification.
5. Electronic filers. This form shall not be used by electronic filers unable to
timely file a report solely due to electronic difficulties. Filers unable to
submit a report within the time period prescribed due to difficulties in
electronic filing should comply with either Rule 201 or Rule 202of Regulation
S-T (ss.232.201 or ss.232.202 of this chapter) or apply for an adjustment in
filing date pursuant to Rule 13(b) of Regulation S-T (ss.232.13(b) of this
Chapter).
