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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x Form
10-K
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o Form
20-F
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o Form
11-K
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o Form
10-Q
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o Form
10-D
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o Form
N-SAR
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o Form
N-CSR
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For
Period Ended:
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December
31, 2007
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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
Instructions (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
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GOLDSPRING,
INC.
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Full
Name of Registrant
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Former
Name if Applicable
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1200
American Flat Road
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Address
of Principal Executive Office (Street
and Number)
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Gold
Hill, Nevada 89440
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City,
State and Zip Code
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x
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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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x
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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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o
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(c)
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The
accountant’s statement or other exhibit required by Rule 12b-25(c)
has been attached if applicable.
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(1)
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Name
and telephone number of person to contact in regard to this
notification
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Robert
Faber
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775
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847-5272
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(Name)
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(Area
Code)
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(Telephone
Number)
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(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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x Yes o No
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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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o Yes x No
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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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GOLDSPRING,
INC.
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Date
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March
28, 2008
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By
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/s/
Robert T. Faber
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ATTENTION
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Intentional
misstatements or omissions of fact constitute Federal Criminal Violations
(See 18 U.S.C. 1001).
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