UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 NOTIFICATION OF LATE FILING FORM 10-KSB For Period Ended: December 31, 2001 SEC FILE Number 0-29685 ----------------- ------- PART I- REGISTRANT INFORMATION Total Horizon, Inc. ----------------------------- Full Name of Registrant NA -------------------------- Former Name if Applicable 345 North Maple Drive, Suite 284 Beverly Hills, CA 90210 - -------------------------------- ----------------------- Address of Principal Executive City, State and Zip code Office 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 12(b)-25(b), the following should be completed. (a) The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense; [X] Yes (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 of transition report of Form 10Q, or portion thereof will filed on or before the fifth calendar day following the prescribed due date; [X] Yes (c) The accountant's statement or other exhibit required by Rule 12b 25(c) has been attached if applicable [X] N/A PART III- NARRATIVE The Form 10-KSB can not be filed within the prescribed time period because the Company has encountered delays in finalizing financial statements. PART IV- OTHER INFORMATION (1) Name and telephone number of person to contact in regard to this notification Jaak Olesk 310 288-0693 ------------ --------- ---------------- 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 if 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 estimated of the results cannot be made. Total Horizon, Inc. ------------------------------------------- (Name of Registrant as Specified in Charter) has caused this notification to the signed on its behalf by the undersigned hereunto duly authorized. Date: March 19, 2002 -------------- By: /s/ David Anderson, President -----------------------------