UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING SEC FILE NUMBER: _____________
[X]Form 10-K [ ]Form 20-F [ ] Form 11-K [ ] Form 10-Q and 10-QSB
[ ]Form N-SAR
For Period Ended: April 30, 2004
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q and 10-QSB
[ ] 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:
PART I - REGISTRANT INFORMATION
Full Name of Registrant
Medallion Crest Management, Inc.
Former Name if Applicable
Address of Principal Office (Street and Number)
3675 North Country Club Drive, Suite 1907
City, State and Zip Code
Aventura, Florida 33180
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, 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 or transition report on Form 10-Q,
10-QSB 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, 10-
Q, N-SAR, or the transition report or portion thereof, could not be
filed within the prescribed time period.
Management and the Company's Auditor are still in the process of
completing the Company's Form 10-KSB for the period ended
April 30, 2004. Management and the auditors have been
working diligently to complete the audit and anticipate that the
Form 10-KSB will be filed within the time allowed by this
extension.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
Sean Miller (305) 933-6737
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Name (Area Code) (Telephone Number)
(2) Have all other period 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 short 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 in the earnings statement to be included in the
subject report or portion thereof?
[] Yes [] 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.
The Registrant has caused this notification to be signed on its
behalf by the undersigned hereunto duly authorized.
MEDALLION CREST MANAGEMENT, INC.
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(Name of registrant as specified in charter)
Dated: JuLY 29, 2004 By: /s/ Sean Miller
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Sean Miller
President