UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 12b-25 NOTIFICATION OF LATE FILING FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 2004 SEC FILE NUMBER: 000-31332 CUSIP NUMBER: 53634X PART I - REGISTRANT INFORMATION Full Name of Registrant: LIQUIDMETAL TECHNOLOGIES, INC. Address of Principal Executive Office (Street and Number): 25800 Commercentre Drive, Suite 100 City, State and Zip Code: Lake Forest, California 92630 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. (X) (a) The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense; ( ) (b) The subject annual report, or semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, 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 has been attached if applicable. PART III - NARRATIVE State below in reasonable detail the reasons why the Form 10-K, 11-K, 10-Q, N-SAR, or the transition report or portion thereof, could not be filed within the prescribed time period. (Attach Extra Sheets if Needed). The Registrant is unable to timely file its report on Form 10-Q for the quarter ended March 31, 2004 (the "Form 10-Q") without unreasonable effort or expense. As disclosed in the Registrant's Form 8-K filed May 13, 2005, Deloitte & Touche LLP, the Registrant's independent auditor, resigned from the client-auditor relationship with the Company effective May 6, 2004. The Registrant's Audit Committee is currently in the process of selecting new independent certified public accountants and will file a Form 8-K upon the engagement of a new auditing firm. In view of the foregoing, it is not possible at this time for the Registrant to predict with any certainty regarding when the subject Form 10-Q will be completed and filed. PART IV - OTHER INFORMATION (1) Name and telephone number of person to contact in regard to this notification: David Nail, Vice President of Finance (813) 314-0280 (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 reports) been filed? If answer is no, identify report(s). ( ) Yes (X) No The Registrant's Form 10-K for the fiscal year ended December 31, 2004 has not been filed as of this date. (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 (4) 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. A reasonable estimate of the change in results cannot be made due to the reasons disclosed in Part III of this Form 12b-25. LIQUIDMETAL TECHNOLOGIES, INC. has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized. Date: May 18, 2004 By: /s/ John Kang ------------------------------------- John Kang President and Chief Executive Officer 2