NT 10-Q 1 xinhuaext.txt U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): [ ] Form 10K [ ] Form 20F [ ] Form 11K [X] Form 10Q [ ] Form N-SAR For Period Ended: March 31, 2008 [ ] Transition Report on Form 10-KSB [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-QSB [ ] Transition Report on Form N-SAR 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: Not applicable. ________________________________________________________________________________ PART I - REGISTRANT INFORMATION ________________________________________________________________________________ Full Name of Registrant: Xinhua China Ltd. Former Name if Applicable: Address of Principal Executive Office (Street and Number): Suite 304, Building #1 YuanJia International Apartment No. 40 Dongzhong Street City, State and Zip Code: Dongcheng District, Beijing 100027 People's Republic of China ________________________________________________________________________________ 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 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 [ ] (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 or N-SAR or the transition report or portion thereof could not be filed within the prescribed period. Xinhua China Ltd., a Nevada corporation (the "Company"), has recently moved its principal place of business located in Beijing, China. This move has required considerable time on the part of management. Therefore, management of the Company deems that additional time is appropriate and necessary for the preparation and review of the Company's financial statements for the nine-month period ended March 31, 2008 in order to ensure complete and accurate disclosure in its Quarterly Report on Form 10-Q. The Company intends to file its Quarterly Report on Form 10-Q by May 20, 2008. ________________________________________________________________________________ PART IV - OTHER INFORMATION ________________________________________________________________________________ (1) Name and telephone number of person to contact in regard to this notification: Diane D. Dalmy 303.985.9324. (2) Have all other period 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 reports(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. ________________________________________________________________________________ XINHUA CHINA LTD. ____________________________________________ (Name of Registrant as Specified in Charter) has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized. Date: May 15, 2008 By: /s/ XIANPING WANG _________________ __________________________________ Xianping Wang, President/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. 1001)