-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PQS1/kaTVbHuKDlPQ7K46xeBV1zO7ks0iahnJ5W1YF0s7H8GtDf70naZDUjdYufB 2NMUFZupsra00KVo1HtdtQ== 0001121781-09-000009.txt : 20090114 0001121781-09-000009.hdr.sgml : 20090114 20090114161528 ACCESSION NUMBER: 0001121781-09-000009 CONFORMED SUBMISSION TYPE: NT 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20081130 FILED AS OF DATE: 20090114 DATE AS OF CHANGE: 20090114 EFFECTIVENESS DATE: 20090114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EDGEWATER FOODS INTERNATIONAL, INC. CENTRAL INDEX KEY: 0001231339 STANDARD INDUSTRIAL CLASSIFICATION: FISHING, HUNTING & TRAPPING [0900] IRS NUMBER: 203113571 FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: NT 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-52205 FILM NUMBER: 09526458 BUSINESS ADDRESS: STREET 1: 400 PROFESSIONAL DRIVE STREET 2: SUITE 310 CITY: GAITHERSBURG STATE: MD ZIP: 20879 BUSINESS PHONE: 240-864-0449 MAIL ADDRESS: STREET 1: 400 PROFESSIONAL DRIVE STREET 2: SUITE 310 CITY: GAITHERSBURG STATE: MD ZIP: 20879 FORMER COMPANY: FORMER CONFORMED NAME: HERITAGE MANAGEMENT INC DATE OF NAME CHANGE: 20030507 NT 10-Q 1 edwtnt10q114009.htm EDGEWATER FOODS INTERNATIONAL, INC. edwtnt10q114009.htm
 
 
 

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 12b-25

Commission File Number 000-52205

NOTIFICATION OF LATE FILING

(Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10D
[ ] Form N-SAR [ ] Form N-CSR

For Period Ended:  November 30, 2008

[ ]
  
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

EDGEWATER FOODS INTERNATIONAL, INC.
 (Full name of registrant)

N/A
(Former name if applicable)

400 Professional Drive, Suite 310,
(Address of principal executive office (street and number))

Gaithersburg, Maryland, 20878
(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)

[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, 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 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, 10-D,  N-SAR, N-CSR, or the transition report portion thereof, could not be filed within the prescribed time period.

The Registrant is unable to file its Quarterly Report, Form 10-Q, for the period ended November 30, 2008 in a timely manner because the Registrant is not able to complete its financial statements without unreasonable effort or expense.  


PART IV-- OTHER INFORMATION

(1) Name and telephone number of person to contact in regard to this notification
   
Robert Saunders
  
(250)
  
757-9811
(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). Yes [X ] 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 [  ] No [X ]

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.
 

 

 
 
 

Edgewater Foods International, Inc. has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.


Date:  January 14, 2009
By:
/s/  Robert Saunders
  
   
Name:  Robert Saunders
  
   
Title:  President and Chief Executive Officer
  
       





 
 
 

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