UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q
[ ] Form N-SAR
For Period Ended: September 30, 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 Transition Period Ended: Not Applicable.
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Nothing in this Form shall be construed to imply that the Commission has
verified any information contained herein.
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If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates: Not Applicable
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PART I--REGISTRANT INFORMATION
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Genemax Corp.
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Full Name of Registrant
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Former Name if Applicable
1681 Chestnut Street, Suite 400
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Address of Principal Executive Office (Street and Number)
Vancouver, British Columbia, Canada V6J 4M6
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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 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, Form 20-F, 11-K or
| Form N-SAR, 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 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 Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed period.
The registrant is unable to file its quarterly report on Form 10-QSB
for the quarter ended March 31, 2004 within the prescribed period because of
delays in compiling financial information for disclosure in the 10-QSB because
of the departure of the registrant's chief financial officer.
PART IV--OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Henry F. Schlueter, Esq. (303) 292-3883
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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
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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.
The Registrant expects that its net loss for the three months ended
September 30, 2004 will be reduced by $581,800 or 44.4% as compared to
the three months ended September 30, 2003 as a result of reduced
consulting fees - stock based, reduced office and general expenses
and reduced research and development activities.
Genemax Corp.
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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: November 16, 2004 By: /s/ RONALD HANDFORD
________________________ _____________________________________
Ronald Handford
Chief Executive Officer
INSTRUCTION: The form may be signed by an executive officer of the registrant or
by any other duly authorized representative. The name and title of the person
signing the form shall be typed or printed beneath the signature. If the
statement is signed on behalf of the registrant by an authorized representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.