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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File No. 333-69006
(Check One:) (X) Form 10-KSB ( ) Form 20-F ( ) Form 11-K ( ) Form 10-QSB
( ) Form N-SAR ( ) Form N-CSR
For Period Ended: December 31, 2003
( ) Transition Report on Form 10-K ( ) Transition Report on Form 10-Q
( ) Transition Report on Form 20-F ( ) Transition Report on Form N-SAR
( ) Transition Report on Form 11-K
For the Transition Period Ended:
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Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
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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: Dwango North America Corp.
Former Name if Applicable:
Address of Principal Executive Office: 200 West Mercer Street, Suite 501
Seattle, Washington 98119
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PART II
RULES 12b-25(b) AND (c)
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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-KSB, 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-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.
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PART III
NARRATIVE
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State below in reasonable detail why Forms 10-KSB, 20-F, 11-K, 10-QSB, N-SAR,
N-CSR, or the transition report or portion thereof, could not be filed within
the prescribed time period.
Additional time is needed to file the Form 10-KSB due to the recent move of the
Company's executive offices from Houston to Seattle and due to a recent change
in the Chief Financial Officer.
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PART IV
OTHER INFORMATION
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(1) Name and telephone number of person to contact in regard to
this notification
J. Paul Quinn
(206) 286-1440
(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?
(X) 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 Company's operating results are in the process of being finalized.
There will be an increase in the loss in 2003 versus 2002 due to the
significantly expanded scope of operations in 2003.
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Dwango North America Corp.
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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.
Date: March 26, 2004 By: /s/ J. Paul Quinn
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J. Paul Quinn
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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