Form NT 10-Q NEWCOM INTERNATIONAL INC

Notice under Rule 12b25 of inability to timely file all or part of a form 10-Q or 10-QSB

What is Form NT 10-Q?
  • Accession No.: 0001144204-03-007459 Act: 34 File No.: 000-30727 Film No.: 031007668
  • CIK: 0001058553
  • Submitted: 2003-11-17
  • Period of Report: 2003-09-30

NT 10-Q TXT

v00688_nt10-q.txt

                                                                        UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 12B-25

                           NOTIFICATION OF LATE FILING

                         Commission File Number: 0-30727

(Check one): [ ] Form 10-KSB [ ] Form 20-F [ ] Form 11-K [X] FORM 10-QSB
             [ ] Form N-SAR

                    For Period Ended:  September 30, 2003
                    [ ]   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 Instruction (on back page) 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.
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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:   NEWCOM INTERNATIONAL, INC.
                         -------------------------------------------------------
Former Name if Applicable:
Address of Principal Executive Office
(Street and Number):  2102 Business Center Drive, Suite 130
                      ----------------------------------------------------------
City, State and Zip Code:  Irvine, California  92612
                           -----------------------------------------------------

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 appropriate box)

         [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 Forms 10-KSB,  20-F, 11-K, 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-QSB,  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-KSB,  11-K,  20-F,
10-QSB,  N-SAR,  or the transition  report portion  thereof,  could not be filed
within the prescribed time period:

         There will be a delay in filing the Company's  Quarterly Report on Form
10-QSB for the quarter and nine-month  periods ended  September 30, 2003 because
the Company needs  additional  time to complete the report and its auditors need
additional time to review the Company's  financial  statements for the three and
nine-month periods ended September 30, 2003.

PART IV  -  OTHER INFORMATION

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

         Marc A. Indeglia, Esq.                       (949) 851-4300
         --------------------------------        -------------------------------
         (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 reports)
         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 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.

                           NEWCOM INTERNATIONAL, 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
hereunto duly authorized.

Date:    November 14, 2003                      By: /s/ Chris Marshall
      --------------------                          ----------------------------
                                                    Chris Marshall, President
                                                    and Chief Executive 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.


<PAGE>

                                    ATTENTION

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        INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL
                   CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).

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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.       Electronic  Filers.  This form shall not be used by  electronic  filers
         unable to timely file a report solely due to  electronic  difficulties.
         Filers unable to submit a report within the time period  prescribed due
         to difficulties in electronic filing should comply with either Rule 201
         or Rule 202 of Regulation S-T (ss.232.201 or 32.202 of this chapter) or
         apply  for an  adjustment  in filing  date  pursuant  to Rule  13(b) of
         Regulation S-T (ss.232.13(b) of this chapter).
                                      
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