(Check One): x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form N-SAR ¨ Form N-CSR | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
FORM 12b-25
Commission File Number 0-23712
NOTIFICATION OF LATE FILING |
| For Period Ended: December 31, 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: | ||
Read Instruction 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
Asconi Corporation
_____________________________________________________________________________________________
Full Name of Registrant
Grand Slam Treasures, Inc.
_____________________________________________________________________________________________
Former Name if Applicable
1211 Semoran Boulevard, Suite 141
_____________________________________________________________________________________________
Address of Principal Executive Office (Street and Number)
Casselberry, Florida 32707
_____________________________________________________________________________________________
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, Form N-CSR or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report of 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 Forms 10-K, 20-F, 11-K, 10-Q, N-SAR, N-CSR, or the transition report portion thereof, could not be filed within the prescribed time period.
The Registrant’s Annual Report on Form 10-KSB for the fiscal year ended December 31, 2003 (the “Annual Report”) cannot be filed within the prescribed time period because the Registrant is currently addressing SEC staff’s comments relating to the Registrant’s financial and non-financial disclosures contained in its previous public filings. The Registrant believes that the revisions and restatements to the financial and non-financial disclosures in those previous public filings will also have an affect on the Annual Report. The Registrant has not yet completed the process of analyzing the staff’s comments and determining both what revisions and restatements to its previously filed public reports are required and what affect those revisions and restatements will have on the Annual Report. However, the Registrant is unable to complete this process within the prescribed filing period without unreasonable effort of expense. The Registrant and its independent accountants are working to complete both the revision and restatement of its previously filed public reports and the preparation of the Annual Report as expeditiously as possible. The Annual Report that is subject hereof will be filed within the time allowed by the extension.
(Attach Extra Sheets if Needed)
PART IV— OTHER INFORMATION
| (1) | Name and telephone number of person to contact in regard to this notification |
Jeffery Bahnsen ____________________________________ (Name) | (407) _____________________ (Area Code) | 420-1000 _________________________________ (Telephone Number) |
| (2) | Have all other periodic reports 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 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.
The Registrant’s reported results of operations for the year ended December 31, 2003 will include a non-recurring non-cash charge to income of approximately $41,200,000 related to the issuance 10,000,000 shares of Registrant’s common stock to its directors and officers as well as the issuance of 300,000 shares of common stock to consultants and as compensation. In previously filed interim 2003 reports, the issuance of the shares was approved by Registrant’s Board of Directors in April of 2003 and was previously accounted for as an equity transaction. On March 23, 2004 the registrant announced, in a press release that was also filed on Form 8-K, that its interim 2003 financial statements would be restated to change the manner in which this transaction was accounted for, and that in the interim the previously issued interim financial statements for those periods should not be relied upon.
ASCONI CORPORATION
_____________________________________________________________________________________________
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
| Date March 30, 2004 | By: Name: Title: | /s/ Constantin Jitaru Constantin Jitaru President/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.
ATTENTION
Intentional 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 must 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. |
| 5. | 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 (§232.201 or §232.202 of this chapter) or apply for an adjustment in filing date pursuant to Rule 13(b) of Regulation S-T (§232.13(b) of this chapter). |
