United States
Securities and Exchange Commission
Form 12b-25
SEC File No. 333-39208
CUSIP No. 12615U 10 5
NOTIFICATION OF LATE FILING
(Check One): ___ Form 10-K and Form 10-KSB; __ Form 20-F;
___ Form 11-K; X Form 10-Q and Form 10-QSB; __ Form N-SAR
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For Period Ended: December 31, 2005
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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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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
COL China Online International Inc.
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Full Name of Registrant
N/A
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Former Name if Applicable
3176 South Peoria Court, Suite 100
Aurora, Colorado 80014
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Address of Principal Executive Office (Street and Number)
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)
(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 or Form N-SAR, or
portion thereof, will be filed on or before the fifteenth
calendar day
X 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 5th calendar day after 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.
Because of the difficulties encountered by the Company in coordinating the
schedules of the various parties who contribute to the filing of the Company's
Quarterly Report on Form 10-QSB regarding the quarter ended December 31, 2005
(the "Form 10-QSB"), the Company has not yet finalized its accounts and,
therefore, the Form 10-QSB could not be timely filed without unreasonable effort
or expense.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
Chi Keung Wong 86 021 64479982
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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 reports(s) been filed? If answer is no,
identity report(s)
[ X ] Yes [ ] No
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(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?
[ X ] Yes [ ] 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.
Due to the reasons stated above, the Registrant does not have final financial
statements for its most recently completed quarter as of the date of this
filing, and, therefore, specific estimates regarding significant changes in
results of operations cannot be made at this time.
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COL CHINA ONLINE INTERNATIONAL INC.
Name of Registrant as Specified in Charter
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: February 14, 2006 By: /s/ Chi Keung Wong
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Chi Keung Wong, Chief Executive Officer
and Chief Financial Officer
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