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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25
0-27480
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COMMISSION FILE NUMBER
NOTIFICATION OF LATE FILING
(Check One):
[ ] Form 10-K
[ ] Form 11-K
[ ] Form 20-F
[x] Form 10-Q
[ ] Form N-SAR
For Period Ended: December 31, 1998
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form N-SAR
For the Transition Period Ended:
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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: Notification relates to
entire filing.
PART I-REGISTRANT INFORMATION
Full name of registrant: Lahaina Acquisitions, Inc.
Former name if applicable: Not applicable.
Address of principal executive office: 102 South Tenth Street
City, State and Zip Code: Fernandina Beach, FL 32034
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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) [x]
(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 quarterly report on Form 10-Q 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 Form 10-Q could not be
filed within the prescribed time period. (Attach Extra Sheets if Needed)
The Registrant has experienced a delay in completing the financial
statement and Management's Discussion and Analysis portions of its Form 10-Q for
the fiscal quarter ended December 31, 1998 which delay could not be overcome
without unreasonable effort and expense, as a result of the following:
During the last period, a change in control occurred in conjunction
with the acquisition of a subsidiary of the Registrant resulting in replacement
of all of the officers and directors of the Registrant. After discussions with
the Registrant's new management regarding its ongoing needs for auditing
services in light of the Registrant's resources, geographic location and
expected business growth, the Registrant's principal accountant resigned. As a
result, the Registrant engaged an independent accounting firm to provide certain
accounting consulting services related to preparing historical financials for
the recently acquired subsidiary and to assist in preparing the financial
statements for the fiscal quarter ended December 31, 1998. The new officers and
directors have been unable to finalize the transition to them and to the new
accountant of all information regarding the Registrant's performance during the
first quarter in a timely manner to enable them to prepare and verify the
financial statements for the 10-Q. The transition and verification of
information will be completed within the time period described in this Form
12b-25.
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PART IV-OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to
this notification:
Richard P. Smyth, Chief Executive Officer
Phone: (904) 277-4438
(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?
[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.
See Attachment A.
Lahaina Acquisitions, 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.
By: /s/ Richard P. Smyth
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Richard P. Smyth
Chief Executive Officer
Date: February 16, 1999
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Attachment A
It is anticipated that significant changes in the results of operations
will be reflected by the Registrant's earnings statements for the three months
periods ended December 31, 1998 as compared with the comparable period of 1997.
These changes result primarily from the December 14, 1998 purchase of all of the
outstanding stock of Beachside Commons I, Inc., prior to which time the
Registrant had no significant operations. A reasonable estimate cannot be made
at this time because review of the financial statements of the predecessor
company has not been completed.
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