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 |_| Form N-CSR
For Period Ended: MARCH 31, 2006
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[ ] 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:
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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.
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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:
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PART I - REGISTRANT INFORMATION
INTERLINK ELECTRONICS, INC.
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Full Name of Registrant
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Former Name if Applicable
546 FLYNN ROAD
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Address of Principal Executive Officer (STREET AND NUMBER)
CAMARILLO, CA 93012
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City, State and Zip Code
12b25-1
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)
|X| | (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,
| 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 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 time period.
As disclosed in the Current Report on Form 8-K filed by the Registrant
on November 3, 2005, the Registrant's Audit Committee, on management's
recommendation, concluded that the Registrant's financial statements for the
years ended December 31, 2003 and December 31, 2004 and the quarters ended March
31, 2005 and June 30, 2005 should no longer be relied upon and should be
restated. In connection with the restatement, an independent investigation was
undertaken at the direction of the Registrant's Audit Committee by Dorsey &
Whitney, LLP. The Registrant announced the completion of this independent
investigation in its Current Report on Form 8-K filed on March 6, 2006.
Since that time, the Registrant's management has been working
diligently to complete these matters and finalize its financial statements for
the years ended December 31, 2003, December 31, 2004 and December 31, 2005 and
the quarters ended March 31, 2005 and June 30, 2005, however, due to the time
and effort involved (and without unreasonable effort or expense), the Registrant
has not been able to finalize its financial statements yet and is not able to
file its Quarterly Report on Form 10-Q for the three months ended March 31, 2006
within the prescribed time period. The Company now expects to file its Quarterly
Report on Form 10-Q sometime during the third quarter of 2006, and such report
will include disclosure of the adjustments on the financial statements,
including net income (loss), for each of the periods affected by the items
described above.
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PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
CHARLES C. BEST (805) 484-1356
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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 answer is no, identify report(s). |_| Yes |X| No
The Registrant has not filed its Quarterly Report on Form 10-Q for the
three months ended September 30, 2005 or its Annual Report on Form 10-K for the
year ended December 31, 2005.
(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 anticipates that its results of operations for the three
months ended March 31, 2006 will be a net loss and it expects that the net loss
for the 2006 period will be greater than the net loss from operations for the
three months ended March 31, 2005. The Company cannot estimate the amount of
this anticipated change in results from 2005 to 2006 because it is still
finalizing its financial statements and completing the matters discussed in Part
III above.
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12b25-3
INTERLINK ELECTRONICS, 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 MAY 16, 2006 By /S/ CHARLES C. BEST
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Charles C. Best
Chief Financial Officer
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