U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25
Commission File Number 000-30477
___________________________________________
NOTIFICATION OF LATE FILING
(Check one): [X] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K
[ ] Form 10-Q and form 10-QSB [ ] Form N-SAR
For Period Ended: December 31, 2001
[ ] 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 the Transition Period Ended: ________________
Read attached instruction sheet 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
Full name of registrant:
PRIME HOLDINGS AND INVESTMENTS, INC.
___________________________________________
Address of principal executive office (Street and number):
8275 South Eastern, Suite #200
Las Vegas, NV 89123
___________________________________________
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 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, 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 the 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 Form 10-K and Form 10-KSB, 11-K, 20-F,
10-Q and Form 10-QSB, SAR or the transition report or portion thereof could not be filed
within the prescribed time period. (Attach extra sheets if needed.)
The Registrant could not obtain all the required information necessary to complete their year end report on Form 10-KSB.
PART IV OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this modification
Giovanni Iachelli (702) 990-8800
________________________________________
(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 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.
PRIME HOLDINGS AND INVESTMENTS, 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: March 25, 2002
By: /s/ Giovanni Iachelli
Giovanni Iachelli, President
Instruction: The form may be signed by
any 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.