UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(CHECK ONE): / /Form 10-K / /Form 20-F / /Form 11-K /X/Form 10-Q / /Form N-SAR
For Period Ended: September 30, 2002
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/ / 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:
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READ INSTRUCTION (ON BACK PAGE) 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.
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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
Biokeys Pharmaceuticals, Inc.
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Full Name of Registrant
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Former Name if Applicable
9948 Hibert St., Suite 100
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Address of Principal Executive Office (Street and Number)
San Diego, CA 92131
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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 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 of
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,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period.
On November 9, 2002, the Registrant's Chief Executive Officer made an emergency
personal trip to attend to a close relative that had suffered a heart attack.
Since November 9, 2002, the Registrant's Chief Executive Office has not been
available to review financial statements with the Registrant's Chief Financial
Officer and the Registrant's outside auditors or to review the draft Form 10-QSB
and sign the required certifications under the Sarbanes-Oxley Act of 2002.
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Francis W. Sarena, Esq. 415 393-2295
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(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). /X/ Yes / / No
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(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.
It is anticipated that there will be a significant change in quarterly and
nine-month results from the corresponding periods in 2001, reflected in the
earnings statement to be included in the subject report. It is estimated
that the operating loss for the nine-months ended September 30, 2002 will
be approximately $(2,115,000) compared with an operating loss of
$(7,823,311) for the same period in 2002, due primarily to the elimination,
after December 31, 2001, of goodwill amortization expense of $1,902,367 per
quarter included in the prior year's results, plus a reduction in research
and development expense partially offset by an increase in interest
expense.
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Biokeys Pharmaceuticals, Inc.
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date 11/14/02 By /s/ Warren C. Lau
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Warren C. Lau, President