UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
SEC File Number:
1-13290
NOTIFICATION OF LATE FILING
CUSIP Number:
84917P10
(Check one:) {X} Form 10-K { } Form 20-F { } Form 11-K
{ } Form 10-Q { } From 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: Not applicable
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
The Sports Club Company, Inc.
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Full Name of Registrant
Not applicable
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Former Name if Applicable
11100 Santa Monica Boulevard, Suite 300
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Address of Principal Executive Office (Street and Number)
Los Angeles, CA 90025
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City, State and Zip Code
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 the
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, Form 20-F, Form 11-
1
K Form N-SAR or Form N-CSR, 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 subject distribution reported on From 10-D, 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 Forms 10-K, 20-F, 11-K, 10-Q, N-SAR,
N-CSR or the transition report, or portion thereof, could not be filed within
the prescribed period. (Attach Extra Sheets if Needed)
The registrant has been working diligently to prepare its consolidated
financial statements for the year ended December 31, 2004 and such consolidated
financial statements have been substantially completed. However, due to delays
associated with (i) the recent change in the registrant's certifying accountants
(ii) a restatement resulting from the recent pronouncement by the SEC regarding
accounting for leases and (iii) a recent decision to classify certain assets as
"assets held for sale," the above 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, 2004 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, 2004 on or before April 15, 2005.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard
to this notification.
Timothy M. O'Brien 310-479-5200
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(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.
2
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
hereunto duly authorized.
Date: March 30, 2005 By: /s/ Timothy M. O'Brien
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Timothy M. O'Brien
Chief Financial Officer