The Sports Club Company, Inc. Filing Date12/31/02
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25
Commission File Number 1-13290
NOTIFICATION OF LATE FILING
(Check One):{x} Form 10-K{ }Form 11-K { }Form 20-F { }Form 10-Q { }Form N-SAR
For Period Ended: December 31, 2003
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{ } 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:
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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 Item(s) to which the notification relates: ___________________________
_______________________________________________________________________________
PART I
REGISTRANT INFORMATION
Full name of registrant The Sports Club Company, Inc.
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Former name if applicable
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Address of principal executive office (Street and number)
11100 Santa Monica Boulevard, Suite 300
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City, State and Zip Code Los Angeles, California 90025
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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) The reasons described in reasonable detail in Part III of this
form could not be eliminated without unreasonable effort or
expense;
{XX} (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 the reasons why 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 has been working diligently to prepare its consolidated
financial statements for the year ended December 31, 2003 and such consolidated
financial statements have been substantially completed. However, due to the
complexities associated with accounting for the impairment of property, plant
and equipment and the recoverability of goodwill, the required test work under
FAS #144 and FAS #142 has not been completed. It has been determined that the
Company will need to engage outside professionals to determine the fair value of
both the reporting units involved and their property, plant and equipment. As a
result of the above the registrant has not finalized its consolidated financial
statements and is unable to file its annual report on Form 10-K for the year
ended December 31, 2003 within the prescribed period without unreasonable effort
or expense. The registrant expects to file its annual report on Form 10-K for
the year ended December 31, 2003, on or before April 14, 2004.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Timothy O'Brien 310 479-5200
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(Name) (Area Code) (Telephone number)
(2) Have all other periodic reports required under Sections 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
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(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?
{X} Yes { } 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. See below .
As a result of the probable impairment of the registrant's goodwill, the
registrant may need to restate its consolidated financial statements for the
year ended December 31, 2002. The amount of the possible restatement cannot be
determined until the process mentioned in Part III of this form 12B-25 has been
completed.
THE SPORTS CLUB COMPANY, INC.
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(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 30, 2004 By /s/ Timothy O'Brien
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Name: Timothy O'Brien
Title: Chief Financial Officer
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