FIRST CHESAPEAKE FINANCIAL CORP
NT 10-K, 2000-03-31
MORTGAGE BANKERS & LOAN CORRESPONDENTS
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   Form NT-10-KSB for FIRST CHESAPEAKE FINANCIAL CORP filed on March 30, 2000


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 12b-25

                         Commission File Number 0-21912

                           NOTIFICATION OF LATE FILING

 (Check One):[X] Form 10-K [ ]Form 11-K [ ]Form 20-F [ ]Form 10-Q [ ]Form N-SAR

         For Period Ended:     December 31, 1999
                          ----------------------

                       [ ] 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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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:

PART I - REGISTRANT INFORMATION

First Chesapeake Financial Corporation
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Full name of registrant


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Former name if applicable

12 E. Oregon Ave.
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Address of principal executive office (street and number)

Philadelphia, PA 19148
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City, state and zip code
<PAGE>
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;
[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 15th  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.


<PAGE>
PART III - NARRATIVE

State below in reasonable  detail the reasons why Forms 10-K,  11-K, 20-F, 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 February 4, 2000, the Company announced the closure of two unprofitable
      branches  effective  January  31,  2000,  including  its former  wholesale
      mortgage  banking  operation.  Substantial  losses at these locations have
      required additional accounting work and has delayed completion of the Form
      10-KSB for the year ended  December 31,  1999.  At the present time it not
      possible for the  management  and outside audit firm to adequately  review
      and file such reports without unreasonable effort or expense.


PART IV - OTHER INFORMATION

(1)  Name  and  telephone  number  of  persons  to  contact  in  regard  to this
notification

              Mark E. Glatz                  215                755-5691
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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 the answer is no,
identify report(s).

                                                                  [ ] Yes [X] No

      Since the end of 1997, the Company substantially restructured its business
      operations. The Company filed its 10-KSB for 1998 and 10-QSB for the first
      quarter of 1999 on August 24,  1999 and the 10-QSB for the second  quarter
      of 1999 on  September  7,  1999.  The Form  10-QSB  for the  period  ended
      September 30, 1999 was filed on Decemeber 4, 1999.

(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 statement 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.


<PAGE>

                     First Chesapeake Financial Corporation
                     --------------------------------------
                  (Name of Registrant as Specified in Charter)

Has  caused  this  notification  to be signed on its  behalf by the  undersigned
hereunto duly authorized.

FIRST CHESAPEAKE FINANCIAL CORPORATION

Date     March 30, 2000                     By:  /s/ Mark E. Glatz
     ---------------------                     --------------------------------
                                                     Mark E. Glatz
                                                     Chief Financial Officer

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).
- --------------------------------------------------------------------------------

                              GENERAL INSTRUCTIONS

1. This form is required by Rule  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 0-3 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.



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