OMB APPROVAL
UNITED STATES ----------------------------
SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0058
Washington, D.C. 20549 Expires: March 31, 2006
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FORM 12B-25
NOTIFICATION OF LATE FILING COMMISSION FILE NUMBER
0-22969
(Check One): [ ] Form 10-KSB [ ] Form 20-F
[ ] Form 11-K [X] Form 10-QSB [ ] Form N-SAR
For Period Ended: May 31, 2005
[ ] 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:
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 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
MARKET CENTRAL, INC.
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Former Name if Applicable
N/A
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Address of Principal Executive Office (Street and Number)
6701 Carmel Road, SUITE 205
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City, State and Zip Code
CHARLOTTE, NC 28226
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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, 10-Q, N-SAR, or the transition report or portion thereof, could not be
filed within the prescribed time period.
MANAGEMENT OF THE COMPANY HAS BEEN UNABLE TO COMPLETE THE PREPARATION OF THE
COMPANY'S QUARTERLY REPORT ON FORM 10-QSB BY THE PRESCRIBED DUE DATE OF JULY 15,
2005 WITHOUT UNREASONABLE EFFORT OR EXPENSE BECAUSE THE COMPANY HAS HAD TO
EXPEND SIGNIFICANT TIME AND EFFORT IN CONNECTION WITH THE RECENT SALE OF ITS
E-COMMERCE DIVISION.
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
CLIFFORD A. CLARK (704) 837-0500
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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 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 cannot be made.
MARKET CENTRAL, INC.
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date July 15, 2005 By: /S/ CLIFFORD A. CLARK
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CHIEF FINANCIAL OFFICER
INSTRUCTION: The form may be signed by an executive officer of the registrant or
by any other duly authorized representative. The name and title of the person
signing the form shall be typed or printed beneath the signature. If the
statement is signed on behalf of the registrant by an authorized representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.
ATTENTION
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INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL
VIOLATIONS (SEE 18 U.S.C. 1001).
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