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OMB
APPROVAL |
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OMB Number: 3235-0058
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Expires: April 30, 2009 |
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Estimated
average burden
hours per response ... 2.50 |
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SEC FILE
NUMBER |
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CUSIP
NUMBER |
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UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF
LATE FILING
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(Check one): |
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o Form 10-K
o Form 20-F
o Form 11-K
þ Form 10-Q
o Form 10-D
o Form N-SAR
o Form N-CSR
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For Period Ended: |
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June 30, 2008 |
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o Transition Report on
Form 10-K |
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o Transition Report on
Form 20-F |
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o Transition Report on
Form 11-K |
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o Transition Report on
Form 10-Q |
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o Transition Report on
Form N-SAR |
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For the Transition Period
Ended:
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Read Instruction
(on back page) 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
Luminent Mortgage
Capital, Inc.
Full Name of
Registrant
Former Name if
Applicable
1515 Market Street, Suite 2000
Address of Principal
Executive Office (Street and Number)
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)
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o |
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(a)
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The reason described in reasonable detail in Part
III of this form could not be
eliminated without unreasonable effort or expense |
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(b)
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The subject annual report, semi-annual report, transition report on
Form 10-K, Form 20-F, Form 11-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 report on
Form 10-D, or portion thereof, will be filed on or before the fifth
calendar day following the prescribed due date; and
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(c)
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The accountants statement or other exhibit
required by Rule 12b-25(c) has been attached if applicable.
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PART III
NARRATIVE
State below in
reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the
transition report or portion thereof, could not be filed within the prescribed
time period.
We announced on June
24, 2008 that we were faced with the necessity to restructure and recapitalize
our balance sheet to ensure our ability to continue to operate. On July 1, 2008,
we further announced that we were suspending all payments to unsecured creditors
while we analyzed restructuring options. We are currently considering the
various strategic alternatives available to facilitate such restructuring and,
because of the significant efforts required by the accounting and finance staff
to prepare analyses and documentation related to analyzing those potential
alternatives, as well as the potential impact of the various options under
consideration to our financial condition and our ability to continue as a going
concern, we are not able to file our Form 10-Q for the period ended June 30,
2008 within the prescribed time period.
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SEC 1344 (05-06) |
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Persons who are to respond to the collection of information contained in
this form are not required to respond unless the form displays a currently valid
OMB control number.
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(Attach extra
Sheets if Needed)
PART IV OTHER INFORMATION
(1) |
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Name and telephone number of person to contact in regard to this
notification |
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Karen
Chang |
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215 |
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564-5900 |
(Name) |
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(Area Code)
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(Telephone Number) |
(2) |
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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 answer is no,
identify report(s).
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Yes þ No o
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(3) |
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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?
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Yes þ No o
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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.
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Our Form 10-Q quarterly report for the three and six months ended June 30, 2008
will report a significant change from our report as of June 30, 2007 due to our
sale of assets to repay debt since June 30, 2007. In addition, due to our
adoption of the Statement of Financial Accounting Standard No. 159, Fair Value
Option, as of January 1, 2008, all gains and losses in the fair value of our
investment assets and financing liabilities are now recognized in our statement
of operations. We are unable to provide a reasonable estimate of the change from
the prior year report until the preparation of the key elements of the financial
statements is completed.
Luminent
Mortgage Capital, Inc.
(Name of Registrant
as Specified in Charter)
has caused this
notification to be signed on its behalf by the undersigned hereunto duly
authorized.
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Date
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August 11, 2008 |
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By |
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/s/ Karen Chang |
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