SEC FILE NUMBER
000-11730
CUSIP NUMBER
82845R 10 7
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(CHECK ONE): /X/Form 10-KSB / /Form 20-F / / Form 11-K / /Form 10-Q
/ / Form N-SAR
For Period Ended: JUNE 30, 2000
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/ / 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:
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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.
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PART I - REGISTRANT INFORMATION
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Full Name of Registrant: COGNIGEN NETWORKS, INC.
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Former Name if Applicable: N/A
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Address of principal executive office (Street and number):
7001 Seaview Avenue N.W., Suite 210
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City, State and Zip Code: Seattle, Washington 98117
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<PAGE>
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 12b25(b), the following should
be completed. (Check appropriate box.)
/X/ (a) The reason 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 Forms 10-K, 20-F, 11-K, N-SAR
or the transition report or portion thereof, could not be filed within the
prescribed time period. (Attach extra sheets if needed.)
More time is needed to resolve outstanding SEC comments on previous filings,
which may impact the Registrant's Annual Report on Form 10-KSB for the fiscal
year ended June 30, 2000.
<PAGE>
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
Darrell H. Hughes 206 297-6151
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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
(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? /X/ Yes / / 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.
The registrant's current period financial statements for the year ending
June 30, 2000, include several acquisitions during the year resulting in a
significant increase in revenues and operating expenses producing a
significantly larger loss for the current year as compared to the prior
year. A reasonable estimate of the results cannot be made until the Annual
Report on 10-KSB for the fiscal year ended June 30, 2000, is finalized.
COGNIGEN NETWORKS, 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: September 28, 2000 By: /s/ Darrell H. Hughes
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DARRELLL H. HUGHES, PRESIDENT
