U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25
COMMISSION FILE NUMBER 001-31292
NOTIFICATION OF LATE FILING
(Check One):
[ ] Form 10-K [ ] Form 11-K [ ] Form 20-F [X] Form 10-Q
For Period Ended: SEPTEMBER 30, 2004
[ ] Transition Report on Form 10-K [ ] Transition Report on Form 10-Q
[ ] Transition Report on Form 20-F [ ] Transition Report on Form N-SAR
[ ] Transition Report on Form 11-K
For Transition Period Ended: __________________
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
________________________________________________________________________________
Full Name of Registrant: EMPIRE FINANCIAL HOLDING COMPANY
-------------------------------------------------------
Former Name if Applicable:
------------------------------------------------------
Address of Principal Executive Office (Street and Number):
2170 WEST STATE ROAD 434, SUITE 100
-----------------------------------
City, State and Zip Code: LONGWOOD, FLORIDA 32779
-------------------------------------------------------
________________________________________________________________________________
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, 10-KSB, 20-F, 11-K or Form
N-SAR, 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 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 the Form 10-K, 10-KSB, 11-K,
20-F, 10-Q, 10-QSB, N-SAR or portion thereof could not be filed within the
prescribed time period.
SEE ATTACHMENT HERETO
2
________________________________________________________________________________
PART IV - OTHER INFORMATION
________________________________________________________________________________
(1) Name and telephone number of person to contact in regard to this
notification:
Patrick E. Rodgers
Chief Financial Officer (407) 774-1300
----------------------- ------------------------ -------------------------
(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 the 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.
EMPIRE FINANCIAL HOLDING COMPANY
--------------------------------
(Name of Registrant as specified in charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: November 15, 2004 By: /s/ Patrick E. Rodgers
----------------------
Name: Patrick E. Rodgers
Title: Chief Financial Officer
3
ATTACHMENT TO FORM 12b-25
FORM 10-Q FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2004
PART III - NARRATIVE
Empire Financial is unable to file its Form 10-Q for the quarterly
period ended September 30, 2004 within the prescribed time period without
unreasonable effort or expense. The reasons causing Empire Financial's inability
to file timely are beyond its control and could not be eliminated by the company
without unreasonable effort or expense.
The filing of Empire Financial's Quarterly Report on Form 10-Q for the
period ended September 30, 2004 cannot occur within the prescribed time period
because additional time is required by Empire Financial's management to finalize
the necessary financial information for the Form 10-Q. Management anticipates
filing Empire Financial's Quarterly Report on Form 10-Q for the period ended
September 30, 2004, no later than November 22, 2004.
4