Umember Com Inc/CO – ‘NT 10-K’ for 12/31/00

On:  Tuesday, 4/3/01, at 3:47pm ET   ·   For:  12/31/00   ·   Accession #:  950148-1-549   ·   File #:  33-17229-D

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Notice of a Late Filing of a Form 10-K   —   Form 12b-25
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: NT 10-K     12B-25                                                 3     10K 

NT 10-K
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 UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 FORM 12B-25

 NOTIFICATION OF LATE FILING

 COMMISSION FILE NUMBER 33-17229-D

[X] FORM 10-K [ ] FORM 20-F [ ] FORM 11-K [ ] FORM 10-Q [ ] FORM N-SAR

FOR PERIOD ENDED: DECEMBER 31, 2000 

[ ] 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:

 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

 UMEMBER.COM, INC.

 FULL NAME OF REGISTRANT

N/A 
 FORMER NAME IF APPLICABLE

 10350 SANTA MONICA BOULEVARD, SUITE 130

 ADDRESS OF PRINCIPAL EXECUTIVE OFFICE (STREET AND NUMBER)

 LOS ANGELES, CA 90025

CITY, STATE AND ZIP CODE

NT 10-K
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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 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, 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 the Form 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. (ATTACH EXTRA SHEETS IF NEEDED)              

As previously reported, the Registrant recently retained new auditors to audit  
the Registrant's financial statements. The new auditors have not completed their
audit at this time and could not have done so without unreasonable effort       
and expense.                                                                    

PART IV--OTHER INFORMATION

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

     Orie Rechtman             310                      725-5549
    --------------             ---                      --------
           (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 

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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.    

 uMember.com, 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: April 2, 2001                      By: /s/ Orie Rechtman                  
                                         ---------------------------------------
                                        Orie Rechtman, Chief Executive 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. 10001)

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Dates Referenced Herein

				Referenced-On Page
This ‘NT 10-K’ Filing		Date		First		Last			Other Filings
Filed on:		4/3/01							None on these Dates
		4/2/01		3
For Period End:		12/31/00		1
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