SECURITIES & EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
Notification of Late Filing
SHANDONG ZHOUYUAN SEED AND NURSERY CO., LTD.
Commission File Number 333-52472
(Check one)
[X] Form 10-K [ ] Form 10-KSB [ ] Form 11-K [ ] Form 20-F
[ ] Form 10-Q [ ] Form 10-QSB [ ] Form N-SAR [ ] Form N-CSR
For the period ended: December 31, 2007
[ ] Transition Report on Form 10-K and Form 10-KSB
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q and Form 10-QSB
[ ] Transition Report on Form N-SAR
For the transition period ended:
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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 SHANDONG ZHOUYUAN SEED AND NURSURY CO., LTD.
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Former name, if applicable
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238 Jianxindong Street, Laizhou, Shandong Province, P.R. China
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Address of principal executive office
PART II
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 10-KSB, 20-F, 11-K, Form N-SAR or Form N-CSR, 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, 10-QSB,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
Registrant has been unable to complete its Annual Report on Form 10-K for the year ended December 31, 2007 within the prescribed time because of delays in completing the preparation of its financial statements and its management discussion and analysis. Therefore, the Registrant requires additional time in order to prepare and file its Form 10-K.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this notification:
Wang Zhigang
86
451-8271-3712
Name Area code Telephone Number
(2) Have all other periodic reports required under Section 13 or 15(d) or 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.
Yes [X] 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 [ ] No [X]
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.
SHANDONG ZHOUYUAN SEED AND NURSURY CO., LTD. ______________________________________________
Name of Registrant as Specified in its Charter
Has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.
Date: March 31, 2008
By:
/s/Wang Zhigang
Wang Zhigang
President