NT 10-Q 1 chinadig12b2510q033105.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING COMMISSION FILE NO. 333-120431 (Check One): [_] Form 10-KSB [_] Form 20-F [_] Form 11-K [X] Form 10-Q [_] Form N-SAR For Period Ended: March 31, 2005 ------------------------------ [_] Transition Report on Form 10-K [_] Transition Report on Form 10-KSB [_] 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:______________________________________ ________________________________________________________________________________ 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 China Digital Wireless, Inc. -------------------------------------------------------------------------------- Full Name of Registrant Boulder Acquisitions, Inc. -------------------------------------------------------------------------------- Former Name If Applicable 429 Guangdong Road -------------------------------------------------------------------------------- Address of Principal Executive Office (Street and Number) Shanghai, People's Republic of China 200001 -------------------------------------------------------------------------------- City, State and Zip Code PART II - RULE 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 10-KSB Form 20-F, Form 11-K or portion thereof | will be filed on or before the 15th 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 why the Form 10-K, 10-KSB, 20-F, 11-K, 10-Q, 10-D, N-SAR or N-CSR the transition report portion thereof could not be filed within the prescribed time period. (Attach extra sheets if needed.) China Digital Wireless, Inc. (the "Company") could not complete the filing of its Quarterly Report on Form 10-QSB for the quarter ended March 31, 2005 due to a delay in obtaining and compiling information required to be included in the Company's Form 10-QSB, which delay could not be eliminated by the Company without unreasonable effort and expense. In accordance with Rule 12b-25 of the Securities Exchange Act of 1934, the Company will file its Form 10-QSB no later than the 5th calendar day following the prescribed due date. PART IV - OTHER INFORMATION (1) Name and telephone number of person to contact in regard to this notification Tai Caihua (86-21) 6336-8681 --------------------------------------------------------------------------- (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 the answer is no, identify report(s). [_] Yes [X] No The issuer's Annual Report on Form 10-KSB for the period ended December 31, 2004 was filed on May 2, 2005, and the issuer's Quarterly Reports on Form 10-QSB for the periods ended September 30, 2004 and June 30, 2004 were filed on December 20, 2004 and August 23, 2004, respectively. --------------------------------------------------------------------------- (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. China Digital Wireless, Inc. -------------------------------------------------------------------------------- (Name of Registrant as Specified in Charter) Has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized. Date May 16, 2005 By /s/ Tai Caihua ------------------- --------------------------------------------- Tai Caihua President