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UNITED STATES OMB APPROVAL
SECURITIES AND EXCHANGE COMMISSION -----------------------------
Washington, D.C. 20549 OMB Number: 3235-0058
Expires: January 31, 2005
Estimated average burden
FORM 12b-25 hours per response ..... 2.50
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NOTIFICATION OF LATE FILING SEC FILE NUMBER
0-28008
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(Check One):|X|Form 10-K | |Form 20-F | |Form 11-K | |Form 10-Q | |Form N-SAR
For Period Ended: December 31, 2002
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[ ] 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.
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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
SmartServ Online, Inc.
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Full Name of Registrant
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Former Name if Applicable
One Station Place
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Address of Principal Executive Office (Street and Number)
Stamford, CT 06902
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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 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;
(b) The subject annual report, semi-annual report, transition report on Form
10-K, Form 20-F, Form 11-K, Form N-SAR, or portion thereof, will be
filed on or before the fifteenth calendar day following the prescribed
[X] 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 why the Form 10-K, 11-K, 20-F 10-Q, N-SAR, or
the transition report or 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, 2002 could not be filed within the prescribed time period because the
Registrant, which has a small accounting staff, has devoted substantial time and
efforts to recent business matters affecting the Registrant. As a result, the
Registrant has not been able to finalize the Annual Report for the fiscal year
ended December 31, 2002.
PART IV--OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to
this notification
Thomas W. Haller (203) 353-5650
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(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or
15(d) of the Securities Exchange |X| 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? YES NO
If answer is no, identify report(s). [X] [ ]
(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 YES NO
included in the subject report or portion thereof? [X] [ ]
If so, attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of results cannot be made.
See Exhibit A.
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SmartServ Online, 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 March 31, 2003 By /s/ Thomas W. Haller
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Thomas W. Haller, Chief Financial 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
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Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001).
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Exhibit A
Revenues for the twelve months ended December 31, 2002 were $234,893
compared to revenues of $3,297,806 for the twelve months ended December 31,
2001. The decrease in revenues resulted primarily from the previously disclosed
termination of the Company's relationship with Data Transmission Network Corp
(DTN), effective August 31, 2001. The net loss for the twelve months ended
December 31, 2002 was $7,913,825, compared to a net loss of $14,819,860 for the
year ended December 31, 2001. The reduction in net loss resulted primarily from
the previously disclosed gain on extinguishment of debt. The net loss for the
fiscal year ended December 31, 2002 before the gain on the extinguishment of
debt was $13,593,086. The above mentioned amounts for the fiscal year ended
December 31, 2002 are unaudited.