UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check one): |X| Form 10-K |_| Form 20-F |_| Form 11-K |_| Form 10-Q
|_| Form 10-D |_| Form N-SAR |_| Form N-CSR
For Period Ended: April 30, 2009
|_| 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
Kings Road Entertainment, Inc.
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Full Name of Registrant
468 N. Camden Drive
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Address of Principal Executive Office (Street and Number)
Beverly Hills, California 90210
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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.)
(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
State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K,
10-Q, N-SAR, N-CSR, or the transition report or portion thereof, could not be
filed within the prescribed time period.
Kings Road Entertainment, Inc. (the "Company") was unable to file its
Annual Report on Form 10-K for the fiscal year ended April 30, 2009 (the "Form
10-K") on a timely basis for the following reason:
The Company was unable to file the Form 10-K on a timely basis as a result
of the fact that the Company required additional time to work with its outside
auditor to prepare and finalize the Form 10-K. During December 2008, the Company
dismissed Jaspers + Hall, PC ("Jaspers") as its independent registered public
accounting firm due to the revocation of Jaspers' registration by the Public
Company Accounting Oversight Board. Accordingly, the Company and its new outside
auditor require additional time to re-audit the Company's financial statements
for the fiscal year ended April 30, 2008. The Company expects to file its Form
10-K within the additional time allowed by this report.
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Philip Holmes, Chief Executive Officer (310) 278-9975
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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 for
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 cannot be made.
Cautionary Note on Forward-Looking Statements
This notification contains or may contain, among other things, certain
forward-looking statements, within the meaning of the Private Securities
Litigation Reform Act of 1995. Such forward-looking statements involve
significant risks and uncertainties. Such statements may include, without
limitation, statements with respect to the Company's plans, objectives,
projections, expectations and intentions and other statements identified by
words such as "projects", "may", "could", "would", "should", "believes",
"expects", "anticipates", "estimates", "intends", "plans" or similar
expressions. These statements are based upon the current beliefs and
expectations of the Company's management and are subject to significant risks
and uncertainties, including those detailed in the Company's filings with the
Securities and Exchange Commission. Actual results may differ significantly from
those set forth in the forward-looking statements. These forward-looking
statements involve certain risks and uncertainties that are subject to change
based on various factors (many of which are beyond the Company's control). The
Company disclaims any duty to update such forward-looking statements.
Kings Road Entertainment, 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 29, 2009 By: /s/ Philip Holmes
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Name: Philip Holmes
Title: Chief Executive 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
Intentional misstatements or omissions of fact constitute Federal criminal
violations. (See 18 U.S.C. 1001)