| OMB APPROVAL |
| OMB Number: 3235-0058 Expires: March 31, 2006 Estimated average burden hours per response 2.50 |
| SEC FILE NUMBER |
| CUSIP NUMBER |
| SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING |
 Form
10-K Form 10-KSB Form
20-F Form 11-K Form
10-Q  Form 10-QSB Form N-SAR Form
N-CSR |
|
For the period ended: September 30, 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 10-QSB Transition Report on Form N-SAR For the transition period ended: 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. If the notification relates to a portion of the filing checked above, identify the Item(s) to which notification relates: |
Part I-REGISTRANT INFORMATION |
||
| Full Name of Registrant: Former Name if Applicable: Address of Principal Executive Office (Street and Number): City, State and Zip Code: |
PacificHealth Laboratories, Inc. N/A 100 Matawan Road, Suite 420, Matawan, New Jersey 07747-3913 |
|
| 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 detail in Part III of this form could not be eliminated without unreasonable effort or expense; (b) The subject annual report, semi-annual report, transition report on Forms 10-K, 10-KSB, 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 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. |
||
Part III-NARRATIVE State below in reasonable detail the reasons why Forms 10-K, 10-KSB, 20-F, 11-K, 10-Q, 10-QSB, N-SAR or the transition report, or portion thereof, could not be filed within the prescribed time period. Our auditors had not completed their review and audit in time for us to process and file the 10-Q in a timely manner. Part IV-OTHER INFORMATION (1) Name and telephone number of person to contact in regard to this notification: |
Stephen P. Kuchen |
732 |
739-2900 |
|||||
| (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?
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 No
(Name of Registrant as Specified in Charter)
| Date: November 15, 2005 | By: | /s/ Stephen P. Kuchen Chief Financial Officer |
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).
PACIFICHEALTH LABORATORIES, INC.
ATTACHMENT TO FORM 12b-25
Part (IV)(3) Anticipated Changes in Results of Operations
We expect to report a net loss of ($154,959), or ($0.02) per share, for the quarter ended September 30, 2005 compared to a net loss of ($303,343), or ($0.03) per share, for the quarter ended September 30, 2004. The decreased net loss for the quarter ended September 30, 2005 as compared to the same period in 2004 is due primarily to decreased marketing expenses. We recorded a net loss of ($1,283,655), or ($0.13) per share, for the nine-month period ended September 30, 2005, compared to a net loss of ($585,681), or ($0.06) per share, for the nine-month period ended September 30, 2004. The increased net loss for the nine- month period ended September 30, 2005 as compared to the same period in 2004 is due primarily to decreased revenues.