U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
Commission File No.:
NOTIFICATION OF LATE FILING
[X] Form 10-Q
For Period Ended September 30, 2000
PART I - REGISTRANT INFORMATION
VHS NETWORK, INC.
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Full Name of Registrant
N/A
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Former Name of Registrant
301-5170 DIXIE ROAD
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Address of principal executive office (Street and Number)
MISSISSAUGA, ONTARIO, CANADA L4W 1E3
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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, 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-Q, 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.
<PAGE>
PART III - NARRATIVE
State below in reasonable detail the reasons why Form 10-Q could not be filed
within the prescribed time period.
The Registrant is waiting for its auditors to receive responses and third
party confirmations to complete its review of the Registrant's financial
statements for the period ended September 30, 2000.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
ELWLIN CATHCART 905 238-93998
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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 Investments 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
(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.
VHS NETWORK, 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: November 13, 2000 By: /s/ Elwin Cathcart
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Elwin Cathcart
Chief Executive Officer
2
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
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INTENTIONAL 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 Rule O-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 202 of
Regulation S-T (Section 232.201 or Section 232.202 of this chapter) or apply
for an adjustment in filing date pursuant to Rule 13(b) of Regulation S-T
(Section 232.13(b) of this chapter).
<PAGE>
Exhibit 1
VHS Network, Inc.
302 - 5170 Dixie Road
Mississauga, ON L4W1E3
Canada
Attention: Mr. Elwin Cathcart
Re: VHS Network, Inc.
Dear Mr. Cathcart:
Please be advised that we are not able to complete our review of your financial
statements to permit you to complete and file your Form 10-QSB for the three
months ended September 30, 2000 inasmuch as we are not yet in receipt of certain
review responses and third-party confirmations. However, we anticipate that such
information will be received shortly.
We understand that you will include this statement in the notification of Late
filing under rule 12b-25 which you are filing with the Securities and Exchange
Commission and we hereby consent to such inclusion.
Sincerely,
Berg & Company LLP
/s/ Michael Berg
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Michael C. Berg
San Francisco, CA
November 13, 2000
