SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 Commission File Number 0-2380 NOTIFICATION OF LATE FILING (Check One): [ ] Form 10-K [_] Form 11-K [_] Form 20-F [X] Form 10-Q [_] Form N-SAR For Period Ended: DECEMBER 31, 2004 --------------- [_] 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:______________________________________ 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: N/A -------------------------------------------------------------------------------- PART I REGISTRANT INFORMATION Full name of registrant: SPORTS ARENAS, INC. Former name if applicable: N/A Address of principal executive office (Street and number): 7415 CARROLL ROAD, SUITE C City, state and zip code: SAN DIEGO, CA 92121 -------------------------------------------------------------------------------- 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.) [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 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 why the Form 10-K, 11-K, 20-F 10-Q, N-SAR or the transition report portion thereof could not be filed within the prescribed time period. (Attach extra sheets if needed.) The Registrant is unable to timely file its Quarterly Report on Form 10-Q. The Registrant was unable, without unreasonable effort and expense, to obtain the required financial and other information necessary to complete the preparation of the Registrant's financial statements and disclosures for the fiscal quarter ended December 31, 2004. PART IV OTHER INFORMATION (1) Name and telephone number of person to contact in regard to this notification STEVEN R. WHITMAN, CHIEF FINANCIAL OFFICER (858) 408-0364 --------------------------------------------------------------------------- (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. Sports Arenas, Inc. has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized. Date: FEBRUARY 14, 2005 By:/s/ STEVEN R. WHITMAN -------------------- -------------------------------------- Steven R. Whitman Chief Financial Officer