SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Commission
File Number:
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: June 30,
2008
[] 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
Full Name
of
Registrant BBM Holdings,
Inc.
Former
Name if
Applicable
1245 Brickyard Road, Suite
590
Address
of Principal Executive Office (Street and Number)
Salt Lake City, Utah
84106
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]
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(a) The
reasons described in reasonable detail in Part III of this form could not
be eliminated without unreasonable effort or
expense;
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[X]
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(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 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
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[]
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(c) The
accountant's statement or other exhibit required by Rule 12b-25(c) has
been attached if applicable.
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Part III - Narrative
State below in reasonable detail the
reasons why 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 period.
The
Registrant’s quarterly report on Form 10-QSB could not be filed within the
prescribed time period because of the Registrant’s limited
resources. One of the Registrant’s key staff members responsible for
overseeing the preparation of the Registrant’s periodic reports was not
available to prepare the quarterly report. As a result, on August 12,
2008, the Registrant retained an outside consultant to oversee the preparation
of the quarterly report. The outside consultant has been
coordinating closely with the Registrant’s accountants, Child, Van Wagoner &
Bradshaw, PLLC, and has been working diligently to complete Registrant’s
quarterly report. However, as of the date of this report, the
Registrant has not yet completed the preparation of the Registrant’s quarterly
report.
The
Registrant is a small company with limited resources available to dedicate to
the preparation of this quarterly report on Form 10-QSB, despite having engaged
an outside consultant to assist the Registrant in the process. These
developments put a tremendous strain on our scarce resources and diverted our
attention towards assessing their implications in terms of both the reporting
issues as well as the financial issues.
Part IV - Other
Information
(1) Name and telephone
number of person to contract in regard to this notification.
Andew
Limpert (801) 433-2000
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(Name)
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(Area
Code)
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(Telephone
Number)
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(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 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.
BBM Holdings,
Inc.
(Name of Registrant as specified in
charter)
has
caused this notification to be signed on its behalf by the undersigned thereunto
duly authorized.
Date August 14,
2008 By
Andrew Limpert
President
and Chief Executive Officer