SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 12b-25
Notification of Late Filing
Commission File Number 001-12671
(Check one): X Form 10-K and Form 10-KSB Form 11-K
Form 20-F Form 10-Q and Form 10-QSB
Form N-SAR
For period ended December 31, 1999
Transition Report on Form 10-K and 10-KSB
Transition Report on Form 20-F
Transition Report on Form 11-K
Transition Report on Form 10-Q and Form 10-QSB
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
Full name of registrant: The Hartcourt Companies, Inc.
Former name if applicable:
Address of principal executive office (Street and Number)
1196 E. Willow Street
City, State and Zip Code: Long Beach, California 90806
<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 appropriate box.)
(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 Forms 10-K, 10-KSB, 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, 10-QSB, or portion
thereof will be filed on or before the fifth calendar
day following the prescribed due date; and
X (c) The accountant's statement or other exhibit
required by Rule 12b-25(c) has been attached if
applicable.
PART III
NARRATIVE
The Registrant's independent auditor's have not yet completed
the audit of the Registrant's December 31,1999 consolidated
financial statements.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
Frederic Cohn (562) 426-9796
(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or
15(d) or 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
<PAGE>
(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
The Registrant is awaiting on certain information to complete
the company's fiscal year end audit and depending upon the
outcome of the information, the results of the Registrant may
significantly change from prior fiscal year.
The Hartcourt Companies, 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 28, 2000 By: /s/ Alan Phan
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Alan Phan, President
<PAGE>
BDO Seidman, LLP
1900 Avenue of the Stars
11th Floor
Los Angeles, CA
March 28, 2000
Securities and Exchange Commission
450 Fifth Street N.W.
Washington, D.C. 20549
Gentlemen:
This letter is written in response to the requirement of Rule 12b-25(c) under
the Securities Exchange Act of 1934 and in satisfaction of item (c) of Part II
of Form 12b-25.
We are the independent auditors of The Hartcourt Companies, Inc.(the
"Registrant"). The Registrant has stated in Part III of its filing on Form
12b-25 that is unable to timely file, without unreasonable effort or expense,
its Annual Report on Form 10-KSB for the year ended December 31, 1999 because we
have not yet completed our audit of the financial statements of the Registrant
for the year ended December 31, 1999 and are, therefore, unable to furnish the
required opinion on such financial statements.
We hereby advise you that we have read the statement made by the Registrant in
Part III of its filing on Form 12b-25 and agree with the statements made
therein.
Very truly yours,
/s/ BDO Seidman, LLP
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BDO Seidman, LLP
