UNITED STATES
SECURITIES AND EXCHANGE COMMISSION ----------------
WASHINGTON, D.C. 20549 SEC FILE NUMBER
1-32373
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: SEPTEMBER 30, 2005
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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: ______________________________________
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
Las Vegas Sands Corp.
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Full Name of Registrant
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Former Name if Applicable
3355 Las Vegas Boulevard South
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Address of Principal Executive Office (Street and Number)
Las Vegas, Nevada 89109
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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)
[X] (a) The reasons described in reasonable detail in
Part III of this form could not be eliminated without
unreasonable effort or expense;
2
[X] (b) 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 15th 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. (Attach Extra Sheets if Needed)
On November 14, 2005, the registrant experienced technical difficulties in
transmitting its quarterly report on Form 10-Q for the quarterly period ended
September 30, 2005 (the "Quarterly Report") via the SEC's EDGAR filing system
using the same EDGAR Ease Software that it had used successfully in the past to
transmit its SEC filings. Despite the registrant's best efforts and good faith
attempt to file the document beginning at approximately 5:10 p.m. Eastern Time
and several calls to CT Corporation, the service provider for the EDGAR Ease
Software, to attempt to resolve the problem and timely file the Quarterly
Report, the registrant was only able to successfully file the Quarterly Report
after 5:30 p.m. Eastern Time due to technical difficulties with the EDGAR filing
process and the document received a filing date of November 15, 2005. The
registrant successfully filed the Quarterly Report at approximately 5:45 p.m.
Eastern Time on November 14, 2005.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
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Brad Serwin 702 733-5631
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(Name) (Area Code) (Telephone Number)
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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 answer is no, identify report(s).
[X] Yes [_] No
3
(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.
Please see the Quarterly Report on Form 10-Q for the quarterly period ended
September 30, 2005 filed at approximately 5:45 p.m. Eastern Time on
November 14, 2005.
Las Vegas Sands 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
hereunto duly authorized.
Date November 14, 2005 By /s/ Brad Serwin
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Name: Brad Serwin
Title: General Counsel
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.
ATTENTION
INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL
VIOLATIONS (SEE 18 U.S.C. 1001).