UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING SEC FILE NUMBER: 0-27520
[X] Form 10-K [ ]Form 20-F [ ] Form 11-K [X] Form 10-Q
[ ] Form N-SAR
For Period Ended: December 31, 2001
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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:
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
Full Name of Registrant
Former Name if Applicable
SDC INTERNATIONAL, INC.
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Address of Principal Office (Street and Number)
777 S. Flagler, Suite 800W
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City, State and Zip Code
West Palm Beach, FL 33401
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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.
[ ] (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 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, 10-
Q, N-SAR, or the transition report or portion thereof, could not be
filed within the prescribed time period.
Management is awaiting completion of audited financial
statements in US GAAP format for a newly acquired foreign
Subsidiary. It is anticipated that Management will
complete preparation and filing of the Form KSB for the
period ended December 31, 2001 within the time allowed by
this extension.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
Ronald Adams, Chairman (561) 882-9300
(Name) (Area Code) (Telephone Number)
(2) Have all other period 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 short 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 in the earnings statement 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.
SDC INTERNATIONAL, INC. has caused this notification to be signed
on its behalf by the undersigned hereunto duly authorized.
Date: March 27, 2002 BY:/s/Ronald Adams
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Ronald Adams, Chairman