SWWT INC
NT 10-Q, 2000-11-13
REFRIGERATION & SERVICE INDUSTRY MACHINERY
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                     SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549

                                FORM 12b-25

                                               Commission File Number 0-25942

                        NOTIFICATION OF LATE FILING

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

      For Period Ended:  September 30, 2000
                         ------------------


[  ] 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:  N/A
                                        ---

      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:   N/A
                                                          ---

                      PART I -- REGISTRANT INFORMATION


                                 SWWT, INC.
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Full Name of Registrant


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Former Name if Applicable

         c/o Oscar Capital Management, 900 Third Avenue, 2nd Floor
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Address of principal executive office (Street and Number)

                             New York, NY 10022
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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 Rules 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, Form 20-F, 11-K, 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
                     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.

                           PART III -- NARRATIVE

      State below in reasonable detail the reasons why the 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.)

      Because of unanticipated delays, the registrant has not been able to
complete the registrant's unaudited financial statements for the quarter
ended September 30, 2000 and obtain the necessary management review of this
filing on or prior to November 14, 2000 without incurring unreasonable
effort or expense.

                        PART IV -- OTHER INFORMATION

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

          Jon V. Diamond             (212)                 610-2700
      ---------------------        ---------          ------------------
              (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 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 of 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.

       SWWT, Inc. has caused this notification to be signed on its behalf
by the undersigned thereunto duly authorized.

Date: November 13, 2000                By  /s/ Jon V. Diamond
                                       ------------------------------
                                              Jon V. Diamond
                                                 President





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