UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File Number: 000-50477
|_| Form 10-K |_| Form 20-F |_| Form 11-K |X| Form 10-Q
|_| Form 10-D |_| Form N-SAR |_| Form N-CSR
For the Period Ended: August 31, 2007
|_| 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: ______________
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
Manchester Inc.
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Full Name of Registrant
N/A
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Former Name, if Applicable
100 Crescent Court, 7th Floor
Dallas, Texas 75201
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Address of Principal Executive Office (Street and Number)
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;
|X| (b) The subject annual report, semi-annual report, transition report on
Form 10-K, Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, 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 or subject distribution report on Form 10-D, 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
On July 24, 2007, Manchester Inc. (the "Company") subsidiaries Freedom Auto
Sales and Freedom Auto Acceptance acquired substantially all the assets of Royce
Motors, Inc. of Indianapolis, IN ("Royce Motors"). Royce Motors operates three
Buy-Here/Pay-Here automotive sales lots. The integration of the operations of
Royce Motors, Inc. into the Company during the reporting period has caused the
Company to experience delays in the preparation of its Report on Form 10-Q.
The Company intends to file the Form 10-Q in a timely manner within the
extension time period provided under Rule 12(b)(25) promulgated under the
Securities Exchange Act of 1934, as amended.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
Lawrence Taylor: (214) 459-3230
(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 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?
|X| Yes |_| No
Explanation: As of the end of the corresponding period of the last fiscal year,
the Company had no material operations. The Company's results of operations will
now reflect the acquisition of two used car sales companies and their respective
affiliate credit acceptance companies.
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Manchester 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,
thereunto duly authorized.
By: /s/ Lawrence Taylor
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Name: Lawrence Taylor
Title: Chief Financial Officer
Dated: October 10, 2007
ATTENTION
Intentional misstatements or omissions of fact constitute
Federal Criminal Violations (See 18 U.S.C. 1001).
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