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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One):
[X] Form 10KSB [ ] Form 20F [ ] Form 11K [ ] Form 10QSB [ ] Form N-SAR
For Period Ended: December 31, 2000
[ ] Transition Report on Form 10-KSB
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 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:
Not applicable.
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PART I - REGISTRANT INFORMATION
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Full Name of Registrant: Eduverse.Com
Former Name if Applicable:
Address of Principal Executive
Office (Street and Number): 1135 Terminal Way, Suite 209
City, State and Zip Code: Reno, Nevada 89502-2168
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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)
[ ] (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-KSB, 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-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 the reasons why the Form 10-KSB, 20-F,
11-K, 10-QSB or N-SAR or the transition report or portion thereof could
not be filed within the prescribed period.
Eduverse.Com, a Nevada corporation (the "Company"), has recently
undergone an internal corporate restructuring, which has included resignation of
directors and officers, appointment of new directors and officers, designation
of new auditors, and a proposed sale of substantially all of the assets of the
Company. This internal corporate restructuring has been reported pursuant to
filings made on Forms 8-K dated March 21, 2001, March 14, 2001 and November 27,
2000, and on three Forms 13D dated March 21, 2001. Therefore, current management
of the Company has not been in a position to timely receive certain information,
which is necessary in order for the Company to properly prepare its financial
statements and footnotes for fiscal year ended December 31, 2000. The Company's
independent public accountants are currently engaged in the preparation of
audited financials statements for the Company. Management of the Company
anticipates the completion of the audited financial statements and the filing of
its Annual Report on Form 10-KBS by April 15, 2001.
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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: Diane D. Dalmy 303.985.9324
(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 shorter period
that the registrant was required to file such reports(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? [ ] 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.
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EDUVERSE.COM
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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 27, 2001 By: /s/ GRANT ATKINS
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Grant Atkins, President
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)