U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
SEC File No: 33-14982-LA
NOTICE OF LATE FILING
Form 10QSB
For Period Ended December 31, 1999
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:
Not applicable. The filing relates to the entire form 10-QSB.
Part I - Registrant Information
Full Name of Registrant: Digital D.J. Holdings, Inc., formerly known
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as Breakthrough Electronics, Inc.
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Address of Principal Executive Office: 1658 East Capitol Expressway
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City, State and Zip Code: San Jose, CA 95121
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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 quarterly report/portion thereof will be filed on or
before the fifth calendar day following the prescribed due date; and
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[ x ] (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 Form 10-Q or 10-QSB or
portion thereof could not be filed within the prescribed time period.
Digital D.J. Holdings, Inc., formerly known as Breakthrough
Electronics, Inc. (the "Company") recently completed a reorganization resulting
in a merger with another entity and a change of control, as more particularly
described in the Company's recent report filed on Form 8-KSB filed with the
commission on February 8, 2000. The reorganization resulted in the combination
of two entities with different fiscal year ends and multiple auditors. The
Company's last audit was performed by Paul Healy, CPA, and Digital D.J., Inc.'s
last audit was performed by KPMG. The Company changed its year end to June 30,
to be consistent with the year end of the wholly-owned operating subsidiary,
Digital D.J., Inc., Digital D.J., Inc.'s accountants, KPMG, were not able to
update the combined entity's consolidated financial information in time to
complete the necessary reporting. The Company's former accountant, Paul Healey,
had never audited or reviewed Digital D.J., Inc.'s financials and could not
prepare consolidated financial information in a timely manner. As a result, the
Company was forced to engage the accounting firm of Singer, Lewak, Greenbaum &
Goldstein to complete the necessary review and prepare the necessary reports.
Due to the short period they had been engaged, Singer, Lewak was unable to
complete its review and generate the necessary reports for the Company to
complete its quarter report on Form 10-QSB within the prescribed time.
Part IV - Other Information
(1) The person to contact in regard to this notification is:
Thomas Takahisa
Digital DJ, Inc.
1658 East Capitol Expressway.
San Jose, CA 95121
Telephone: (408) 946-8500
(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
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(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 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 results cannot be made.
Prior to November 22, 1999, the Company was an inactive entity with no
business operations. The Company acquired Digital D.J., Inc., pursuant to the
terms of a reverse triangular merger. The operations of Digital D.J. Inc.
constitute substantially all of the operating results for the Company.
Digital D.J. Holdings, Inc., has caused this notification to be signed
on its behalf by the undersigned thereunto duly authorized.
Dated: February 15, 2000 By:/s/Thomas Takahisa
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Thomas Takahisa, President