U.S. SECURITIES AND EXCHANGE COMMISSION
                                WASHINGTON, D.C.

                                   FORM 12b-25

NOTIFICATION OF LATE FILING                 SEC File Number 033-08732-D

[ ] Form 10-K and Form 10-KSB [ ] Form 20-F [X] Form 10-Q and Form 10-QSB
[ ] Form N-SAR

         For Period Ended: March 31, 2006

         [ ] Transition Report on Form 10-Q
         [ ] Transition Report on Form 10-K
         [ ] Transition Report on Form N-SAR
         [ ] Transition Report on Form 20-F
         [ ] Transition Report on Form 11-K

         For the Transition Period Ended:


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


Full Name of Registrant:     PACIFIC ALLIANCE CORPORATION
                             ----------------------------

Former Name if applicable:   N/A

Address of Principal Executive Office:
1661 Lakeview Circle
Ogden, UT 84403

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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.

[ ]  (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 Form 10-K and Form 10-KSB,
20-F, 11-K, 10-Q and Form 10-QSB, N-SAR, or the transition report or portion
thereof could not be filed within the prescribed period.

Certain aspects of the registrant's review process have not been completed prior
to the filing date.


Part IV - Other Information


(1) Name and telephone number of person to contact in regard to this
notification:

         Mr. Mark Scharmann
         1661 Lakeview Circle
         Ogden, UT 84403
         Phone: 801-399-3632

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(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   Presently unknown.

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.

Pacific Alliance Corporation has caused this notification to be signed on its
behalf by the undersigned thereunto duly authorized.

Date: May 15, 2006                          By:      /s/ Mark Scharmann
                                                     ---------------------------
                                                     President




                                    ATTENTION

     Intentional  misstatements or omissions of fact constitute Federal Criminal
     Violations (See 18 U.S.C. 1001).


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