UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File Number 333-
(Check one)
[ ] Form 10-K and Form 10-KSB [ ] Form 11-K
[ ] Form 20-F [X] Form 10-Q and Form 10-QSB Form N-SAR
For period ended: June 30, 2001______________________________
[ ] Transition Report on Form 10-K and Form 10-KSB
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q and Form 10-QSB
[ ] Transition Report on Form N-SAR
For the transition period ended: _____________________________________
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:
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PART I
REGISTRANT INFORMATION
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Full Name of Registrant: ePhone Telecom, Inc.
Former Name if Applicable: N/A
Address of principal executive 1145 Herndon Parkway
office (Street and Number): Suite 100
Herndon, VA 20170
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PART II
RULE 12B-25(b) AND (c)
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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;
[X} (b) The subject annual report or semi-annual report,
transition report on Forms 10-K, 10-KSB, 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, 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
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PART III
NARRATIVE
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State below in reasonable detail the reasons why the Form 10-K, 10-KSB, 11-K,
20-F, 10-Q, 10-QSB, N-SAR or the transition report portion thereof, could not be
filed within the prescribed time period. (Attach extra sheets if needed).
ePHONE Telecom, Inc undertook as part of its initial fund raising
to register ePHONE shares in the Canadian provinces of British
Columbia, Alberta (ASC), Ontario and Quebec. The documents
necessary for such registration were filed in April of 2001.
Accordingly a great deal of time and money has been spent in dialog
with the various governing bodies in Canada, consultants, lawyers
and other interested parties. As of early August, 2001 the
prospectus was put on hold pending the resolution of a number of
issues raised by the Ontario Securities Commission, the last
Commission withholding approval. ePHONE had to commit the
accounting resources necessary to respond to the issues raised.
These same resources were simultaneously working on the preparation
of ePHONE's 10-QSB for the quarter ended June 30, 2001. In both
instances an in depth understanding of ePHONE's operations and
financial processes were required to adequately perform the work.
Additional resources were brought in to assist but lacked the
ePHONE specific experience to contribute significantly to speeding
up the processes. As a result, ePHONE is not able to file the Form
10-QSB in a timely manner, but will be able to make such filing in
the next few days.
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PART IV
OTHER INFORMATION
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(1) Name and telephone number of person to contact in regard to this
notification.
Name: Charlie Rodriguez
Area code and telephone number: (703) 787-7006
(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
registrants were 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 can not be made.
ePhone Telecom, Inc.
(Name Of Registrant As Specified In Charter)
have caused this notification to be signed on their behalf by the undersigned
thereunto duly authorized.
Date August 14, 2001
By /s/ Charlie Rodriguez
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Charlie Rodriguez
Chief Financial Officer
ePHONE Telecom, Inc.