SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 12b-25

 

Commission File Number 000-52720

 

NOTIFICATION OF LATE FILING

 

(Check One): £ Form 10-K £ Form 11-K £ Form 20-F S Form 10-Q £ Form N-SAR

 

for Period Ended: May 31, 2012

 

£ Transition Report on Form 10-KSB

£ 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:

 

 

 

 

 

 

 

 

 

 
 

PART I

REGISTRANT INFORMATION

 

Focus Gold Corporation

 

Full Name of Registrant

 

 

 

Former Name if Applicable

 

 388 Spadina Road,  Toronto Ontario M5P 2V9

 

Address of Principal Executive Office (Street and Number)

City, State and Zip Code

 

 

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.)

 

(a) S The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
   
(b) S The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 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.

 

 

 

 

2
 

 

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 Form 10-Q for the period ended May 31, 2012 could not be filed within the prescribed time period due to additional time required to prepare and complete such document.

 

PART IV

OTHER INFORMATION

 

(1) Name and telephone number of person to contact in regard to this notification

 

Grant White, Director, President, CEO (647) 348-4300
(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). £ 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 S 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.

 

Focus Gold Corporation

 

(Name of Registrant as Specified in Charter)

 

has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.

 

Date: July 13, 2012 

 

/s/ Grant White

 

Grant White

Director, President, CEO

 

 

3