UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File Number 0-225022
(Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K
[X] Form l0-Q [ ] Form N-SAR
For Period Ended: September 30, 2004
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form l0-Q
[ ] Transition Report on Form N-SAR
For the Transition Period Ended: _________________
READ INSTRUCTION (ON BACK PAGE) 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
ADDISON-DAVIS DIAGNOSTICS, INC.
FULL NAME OF REGISTRANT
FORMER NAME IF APPLICABLE
5655 LINDERO CANYON ROAD, SUITE 120,
ADDRESS OF PRINCIPAL EXECUTIVE OFFICE (STREET AND NUMBER)
WESTLAKE VILLAGE, CALIFORNIA 91362
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)
/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 of 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, 11-K, l0-Q,
N-SAR, or the transition report or portion thereof could not be filed within the
prescribed time period.
The registrant is in the process of preparing and reviewing the financial
information of the Company on a consolidated basis. The process of compiling and
disseminating the information required to be included in the Form 10-QSB for the
relevant period, as well as the completion of the required review of the
Company's financial information on a consolidated basis, could not be completed
without incurring undue hardship and expense. The registrant undertakes the
responsibility to file such report no later than five days after its
original date.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
FRED DELUCA 818-338-1510
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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 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 by the
earnings statements to be included in the subject report or portion thereof? [ ]
Yes No [X]
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.
ADDISON-DAVIS DIAGNOSTICS, INC.
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Dated: February 15, 2004 By: /s/ Fred Deluca
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Secretary