TYPE:  NT 10-QSB
SEQUENCE:  1

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                                WASHINGTON, D.C.

                                   FORM 12b-25

NOTIFICATION OF LATE FILING                     SEC File Number 33-78910-C

[ ] Form 10-K and Form 10-KSB [ ] Form 20-F [X] Form 10-Q and Form 10-QSB [ ]
Form N-SAR

     For Period Ended: June 30, 2004

      [ ] Transition Report on Form 10-Q
      [ ] Transition Report on Form 10-K
      [ ] Transition Report on Form N-SAR
      [ ] Transition Report on Form 20-F
      [ ] 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: PACIFIC ALLIANCE CORPORATION

Former Name if applicable: N/A

Address of Principal Executive Office:
1661 Lakeview Circle
Ogden, UT 84403

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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.





[ ] (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, 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 Form 10-K and Form  10-KSB,
20-F,  11-K, 10-Q and Form 10-QSB,  N-SAR,  or the transition  report or portion
thereof could not be filed within the prescribed period.

     Certain aspects of the registrant's  review process have not been completed
prior to the filing date.

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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:

      Mr. Mark Scharmann
      1661 Lakeview Circle
      Ogden, UT 84403
      Phone: 801-399-3632

     (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).

              [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    Presently unknown.

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     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.

Pacific  Alliance  Corporation has caused this  notification to be signed on its
behalf by the undersigned thereunto duly authorized.

Date: August 16, 2004                     By:    /s/ Mark Scharmann
                                                 President

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                                    ATTENTION

     Intentional  misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001).


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