UNITED STATES

OMB APPROVAL

 

SECURITIES AND EXCHANGE COMMISSION

OMB Number:  3235-0058

 

 

Expires:  August 31, 2015

 

Washington, D.C.  20549

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FORM 12b-25

 

 

 

SEC FILE NUMBER

 

 

000-31441

 

NOTIFICATION OF LATE FILING

 

 

 

CUSIP NUMBER

 

 

3130M0 1 07

 

(Check One):  o Form 10-K   o Form 20-F   o Form 11-K  x Form 10-Q   o Form 10-D     o Form N-SAR  o Form N-CSR

 

For Period Ended:  March 31, 2020

o Transition Report on Form 10-K

o Transition Report on Form 20-F

o Transition Report on Form 11-K

o Transition Report on Form 10-Q

o 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 the notification relates:

 

 

PART I -- REGISTRANT INFORMATION

Fearless Films, Inc.

Full Name of Registrant

 

Former Name if Applicable

467 Edgeley Blvd., Unit 2

Address of Principal Executive Office (Street and Number)

Concord, ONT L4K 4E9

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)

 

 

(a)  The reason 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, Form 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 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 the reasons why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.

 

The registrant will not be able to timely file its requisite quarterly report on Form 10-Q for the three month period ended March 31, 2020 by the prescribed due date without incurring undue hardship and expense. The registrant, has been negatively impacted by government imposed restrictions due to the corornavirus (COVID-19) pandemic, which has contributed to the delay in compiling and completing the registrant’s quarterly report. The registrant reasonably believes that it will be able to complete and file its Form 10-Q for March 31, 2020 within the prescribed 45 day extended extension period, as per the SEC order set forth in Release No. 34-88465.

 

PART IV -- OTHER INFORMATION

 

(1)Name and telephone number of person to contact in regard to this notification 

 

Leonard E. Neilson

 

801

 

733-0800

(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 

 

(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.

 

 

 

 

 

Fearless Films, Inc.

(Name of Registrant as Specified in Charter)

 

has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

Date:

May 13, 2020

By

/s/  DENNIS DOS SANTOS

 

 

 

Chief Executive Officer

 

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