SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
Commission File Number 0-22281
NOTIFICATION OF LATE FILING
(CHECK ONE): [ ] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11K
[X] Form 10-Q and 10-QSB [ ] Form N-SAR
For the Period Ended: March 31, 2005
[ ] Transition Report on Form 10-K or 10-KSB
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q or 10-QSB
[ ] 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 related to a portion of the filing checked above,
identify the item(s) to which the notification relates:
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PART I
REGISTRANT INFORMATION
Full Name of Registrant: 24HOLDINGS INC.
Address of Principal Executive Office (Street and number)
Cyberia House
Church Street, Basingstoke
City, State, and Zip Code
Hampshire RG21 7QN
United Kingdom
PART II
RULE 12b-25 (b) AND (c)
If the subject report could not be filed without unreasonable effort or
expenses 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 reasonable effort or expense;
[X] (b) The subject annual report, semi-annual report, transition report on
Form 10-K or 10-KSB, 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 10-QSB, 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 Form 10-K, 10-KSB, 20-F,
11-K, 10-Q, 10-QSB, N-SAR or the transition report or portion thereof could not
be filed within the prescribed period. (Attach extra sheets if needed.)
The registrant has not been able to complete the preparation and
assimilation of information required for its quarterly report on Form 10-Q
for the period ended March 31, 2005 by the prescribed due date therefor
without the expenditure of unreasonable effort and expense. The registrant
will file its quarterly report on Form 10-Q for the period ended March 31,
2005 within the period specified in Rule 12b-25(b)(2)(ii).
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
Roger Woodward (44) 1256-867-800
(Name) (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 reports(s).
[X] Yes [ ] No
(See attached explanation)
(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
(See attached explanation)
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24HOLDINGS INC.
(Name of registrant as specified in its charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: May 16, 2005 By: /s/ Roger Woodward
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Roger Woodward
Chief Financial Officer
ATTENTION
Intentional misstatements or omissions of fact constitute Federal criminal
violations (see 18 U.S.C. 1001).
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