COUNTRY STAR RESTAURANTS INC
NT 10-K, 1998-03-31
EATING PLACES
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                     U.S. SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 12B-25

                           NOTIFICATION OF LATE FILING

- -----------------------                                 -----------------------
|   SEC FILE NUMBER   |                                 |    CUSIP NUMBER     |
|       0-23136       |                                 |     222361 30 5     |
- -----------------------                                 -----------------------

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

For Period  Ended:  DECEMBER 31, 1997

                    [ ]  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:

     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

  COUNTRY STAR REGISTRANTS, INC.
- --------------------------------------------------------------------------------
Full Name of Registrant


- --------------------------------------------------------------------------------
Former Name if Applicable

  4929 Wilshire Boulevard, Suite 428
- --------------------------------------------------------------------------------
Address of Principal Executive
 Office (Street and Number)

  Los Angeles, California  90010
- --------------------------------------------------------------------------------
City, State and Zip Code


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)

    | (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 annual report,  semi-annual report,  transition report on
    |      Form 10-K,  Form 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
[X] |      report on Form 10-Q,  or portion  thereof  will be filed on or before
    |      the fifteenth 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-K and Form 10-KSB,
20-F,  11-K, 10-Q and Form 10-QSB,  N-SAR,  or the transition  report or portion
thereof could not be filed within the prescribed period. (Attach Extra Sheets if
Needed)

     Management Was Unable To Close The  Registrant's  Books In Time To Complete
The Preparation Of The Audited Financial Information Required By The Due Date Of
The Report.

                                       1

<PAGE>


PART IV - OTHER INFORMATION


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

Robert L. Davidson, Esq.               212             545-6720 
- ------------------------------      ----------    ------------------
    (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).

                                                          [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?

                                                          [ ] 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.

================================================================================
                         COUNTRY STAR RESTAURANTS, INC.
================================================================================
                  (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 30, 1998                 By:  /s/ Robert L. Davidson
          --------------                 --------------------------------------
                                                  Robert L. Davidson, Secretary


         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

     International   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 (17 CFR  240.12b-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  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.

                                       2



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