UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25
NOTIFICATION OF LATE FILING
(Check one): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q
[ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR
For Period Ended: DECEMBER 31, 2007
[ ] 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:______________________________
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
TETRAGENEX PHARMACEUTICALS, INC.
- -------------------------------------------------------------------------------
Full Name of Registrant
- -------------------------------------------------------------------------------
Former Name if Applicable
1 MAYNARD DRIVE, SUITE 105
- -------------------------------------------------------------------------------
Address of Principal Executive Office (Street and Number)
PARK RIDGE, NEW JERSEY 07656
- -------------------------------------------------------------------------------
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 reason 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, Form 11-K, Form D, Form N-SAR or 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 or
transition report on Form 10-Q or subject distribution report on Form
10-D, 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 l2b-25(c)
has been attached if applicable.
PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION
CONTAINED IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS
SEC 1344 (05-06) THE FORM DISPLAYS A CURRENTLY VALID OMB CONTROL NUMBER.
PART III -- NARRATIVE
State below in reasonable detail why Forms 10-K, 20-F, 11-K, l0-Q, 10-D, N-SAR,
N-CSR, or the transition report or portion thereof, could not be filed within
the prescribed time period.
Despite diligent efforts, the work necessary for Tetragenex Pharmaceuticals,
Inc.'s (the "Company") preparation of its Annual Report on Form 10-KSB could not
be completed without unreasonable effort or expense. Such difficulties prevent
the Company from filing the balance of the report because such information is
integral to the balance of the report. The Company fully expects to be able to
file within the additional time allowed by this report.
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
ARTHUR S. MARCUS, ESQ. (212) 752-9700
- ------------------------- ---------------- ---------------------
(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 answer is
no, identify report(s). Yes [X] 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 [ ] No [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 the results cannot be made.
- --------------------------------------------------------------------------------
TETRAGENEX PHARMACEUTICALS, INC.
-----------------------------------------------
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: April 1, 2008 By: /s/ MARTIN F. SCHACKER
---------------------------
Martin F. Schacker
Co-Chief Executive Officer
Chairman of the Board
2