SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
Commission File Number 033-01534-D
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NOTIFICATION OF LATE FILING
(Check One): [X] Form 10-K [ ] Form 11-K [ ] Form 20-F
[ ] Form 10-Q [ ] Form 10-N-SAR
For Period Ended: MAY 31, 2001
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[ ] Transition Report on Form 10-K [ ]Transition Report on Form 10-Q
[ ] Transition Report on Form 20-F [ ]Transition Report on Form N-SAR
[ ] Transition Report on Form 11-K
For the Transition Period Ended: .
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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: ASTHMA DISEASE MANAGEMENT, INC.
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Former Name If Applicable:
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Address of Principal Executive Office (Street and Number): 1223 BERKS STREET, SUITE 201
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City, State and Zip Code: PHILADELPHIA, PA 19125
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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)
[ 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, 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, 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
State below in reasonable detail the reasons why Form 10-K, 11-K, 20-F,
10-Q, N-SAR or the transition report portion thereof could not be filed within
the prescribed time period. (Attach extra sheets if needed.)
The fiscal year of Asthma Disease Management, Inc. (the "Company") ended on
May 31, 2001. Accordingly, the Company's Annual Report on Form 10-KSB is
required to be filed by August 29, 2001.
Since April 30, 2001, due to the reduced level of the Company's operations
and its efforts to preserve its working capital, the Company has not had any
employees. Certain members of the Company's Board of Directors are currently
performing the general administrative functions of the Company. As a result of
the foregoing, the Company was unable to prepare its financial statements on a
timely basis and to do so would have required it to use unreasonable effort and
to incur unreasonable expense.
Accordingly, additional time is necessary for the accountants to audit the
Company's financial statements and complete the Company's Annual Report on Form
10-KSB. Attached as Exhibit 1 hereto is a copy of the statement of Ciro E.
Adams, CPA.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
JAMES F. O'CONNOR (215) 634-4101
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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 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?
[ ] 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.
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ASTHMA DISEASE MANAGEMENT, INC.
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(Name of Registrant as specified in Charter)
Has duly caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: August 29, 2001 By: /s/ James F. O'Connor
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James F. O'Connor
Chairman of the Board of Directors
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EXHIBIT 1
CIRO E. ADAMS, CPA
2 BARRY DRIVE
P.O. BOX 306
MANTUA, NJ 08051
856-468-7300
August 29, 2001
James F. O'Connor, Chairman
Asthma Disease Management, Inc.
1223 Berks Street
Philadelphia, PA 19125
RE: EXTENSION TO FILE FORM 10-KSB
Dear Jim:
Pursuant to Rule 12b-25 of the General Rules and Regulations under the
Securities Exchange Act of 1934, as amended, I inform you that I have been
furnished a copy of Form 12b-25 to be filed by Asthma Disease Management, Inc.,
on or about August 29, 2001, which contains notification of the registrant's
inability to file its Form 10-KSB by the prescribed due date. I have read the
registrant's statements contained in Part III therein and I agree with the
stated reason as to why I will be unable to complete my audit and report on the
financial statement for the year ended May 31, 2001, to be included in the Form
10-KSB.
Very truly yours,
/s/ Ciro E. Adams, CPA
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Ciro E. Adams, CPA
cc: Securities and Exchange Commission
by attachment as Exhibit 1
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