U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(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, 2001
__________________________________________________________________________________________
Read Attached Instruction Sheet 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.
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
GOLDEN PHOENIX MINERALS, INC.
Full Name of Registrant
Not applicable
Former Name if Applicable
3595 Airway Dr., Suite 405
Address of Principal Executive Office (Street and Number)
Reno, Nevada 89511
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)
(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 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 report on Form 10-Q, or any 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
State below in reasonable detail the reasons why Form 10-K and Form 10-KSB, 20-F, 10-Q and Form 10-QSB, N-SAR, or the transition report or portion thereof could not be filed within the prescribed period.
The Registrant is unable to file the subject report by the due date as it could not schedule the annual audit in sufficient time to be completed without unreasonable effort or expense.
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Part IV – Other Information
(1) Name and telephone number of person to contact in regard to this notification
Michael R. Fitzsimonds (775) 853-4919
(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?
(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.
Following is a summary of the anticipated income and expense items for the years ended December 31, 2001 and 2000:
YEAR ENDED | ||
12/31/01 | 12/31/00 | |
| Total revenue | $ 343,038 | $ 92,956 |
| Cost of sales | 293,377 | 27,050 |
| Gross Profit | 49,661 | 65,906 |
| Expenses | 1,557,303 | 1,092,940 |
| Loss from Operations | (1,507,642) | (1,027,034) |
| Other income (expense) | (200,949) | (107,320) |
| Net Loss | $(1,708,591) | $(1,134,354) |
| Basic and diluted loss per | ||
| share | $ (0.04) | $ (0.04) |
The primary changes in comparing the current year period with the prior year are the acquisition of the Mineral Ridge Mine which has generated metal sales, increased exploration activity on the Company’s projects, and increased interest expense due to financing.
Golden Phoenix Minerals, 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: April 1, 2002 By: /S/ MICHAEL R. FITZSIMONDS
Michael R. Fitzsimonds
President
INSTRUCTION: The form may be signed by an executive officer of the registrant or 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.
