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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
Commission File Number: 0-22042
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NOTIFICATION OF LATE FILING
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(Check One):
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[ X ] Form 10-KSB [ ] Form 11-K [ ] Form 20-F [ ] Form 10-Q
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For Period Ended: December 31, 1998
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: Millennium Sports Management, Inc.
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Former Name if Applicable:
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Address of Principal Executive Office (Street and Number): Ross' Corner, U.S.
Highway 206 and
County Route 565
City, State and Zip Code: Augusta, New Jersey 07822
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Part II - Rule 12b-25(b)and (c)
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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 or portion thereof will be filed on or
before the 15th calendar day following the prescribed due date; or
the subject quarterly report 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.
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Part III - Narrative
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State below in reasonable detail the reasons why Form 10-KSB, 11-K, 20-F or 10-Q
or portion thereof could not be filed within the prescribed time period.
The Registrant's Annual Report on Form 10-KSB for the fiscal year ended
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December 31, 1998 could not be filed within the prescribed time period
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because the Registrant has experienced unanticipated delays in the
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collection of certain information required to be included in the Form 10-
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KSB, including determining the extent to which certain of the Registrant's
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assets may be impaired. Such delays could not be eliminated by the
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Registrant without unreasonable effort or expense. The Form 10-KSB will be
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filed as soon as practicable, but in no event later than the fifteenth
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calendar day following the prescribed due date.
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Part IV - Other Information
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(1) Name and telephone number of person to contact in regard to this
notification:
Shahe Sinanian, Esq. (212) 801-9235
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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 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.
Without giving effect to anticipated write-offs in 1998 for impairment of
certain assets (the extent of which write-offs continue to be evaluated,
but will be substantial), the Registrant's net loss in fiscal 1997 was
$825,220, compared to a net loss in fiscal 1998 of $1,738,293. Total
revenues from year to year were approximately equal, but 1998 expenses
included a one-time non-cash charge of $734,375, representing the
difference between the exercise price and the fair market value per share
on the date of grant for certain stock options granted to directors and
executive officers, and a non-recurring write-down of a $175,000 investment
in a joint venture. Excluding the effect of the non-cash charge to
earnings, total operating expenses increased by approximately 5% from
$1,517,619 in 1997 to $1,588,700 in 1998. This overall increase was
attributable primarily to an 11% increase in selling, general and
administrative expenses (from $783,923 in 1997 to $867,623 in 1998) and a
17% increase in costs of stadium operations (from $210,178 in 1997 to
$246,492 in 1998), offset in part by a 33% decrease in costs of retail
sales (from $154,689 in 1997 to $104,006 in 1998). These changes in expense
components roughly equated to the changes in the corresponding revenue
components. Excluding the non-cash charge to earnings and the write-down of
investment in the joint venture, net loss was approximately the same from
year to year.
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MILLENNIUM SPORTS MANAGEMENT, 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: March 31, 1999 By: /s/ Barry M. Levine
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Name: Barry M. Levine
Title: President and Chief Executive
Officer
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