SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File No. 0-29621
Form 10-K for Period Ended: September 30, 2006
PART - I - Registrant Information
XSUNX, INC.
------------------------------------
(Exact name of registrant as specified in its charter)
CIK No. 0001039466
65 Enterprise, Aliso Viejo, CA 92656
--------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Issuer's telephone number: (949) 330-8060
PART II - Rules 12-b25 (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)
[_] (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, 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;
[X] (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-Q and form 10-K,
20-F, 1-K, 10-Q, and Form N-SAR, or the transition report or portion thereof
could not be filed within the prescribed period.
The annual audit for XsunX, Inc. is not yet completed and cannot be completed by
the required filing date without unreasonable cost and effort due to the
following:
The accountant was unable to complete the audit in the time allotted.
Part IV - Other Information
(1) Name and telephone number of person to contact in regard to this
notification:
Tom Djokovich, CEO (949) 330-8060
(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).
Yes
(3) It is anticipated that any significant change in results of
operations from the corresponding period for the last fiscal year will be
effected by the earnings statements to be included in the subject report or
portion thereof?
No
XsunX, Inc. has caused this notification to be signed on its behalf by
the undersigned thereunto duly authorized.
Dated: November 28, 2004 XSUNX, INC.
/s/ Tom Djokovich
-------------------------------------
Tom Djokovich, CEO
EXHIBIT
JASPERS + HALL, PC
CERTIFIED PUBLIC ACCOUNTANTS
--------------------------------------------------------------------------------
9175 E. Kenyon Avenue, Suite 100
Denver, CO 80237
303-796-0099
November 29, 2006
Mr. Tom Djokovich, President
XsunX, Inc.
Dear Mr. Djokovich:
The audit of the September 30, 2006 financial statements of XsunX, Inc. is not
complete at this time.
Sincerely,
/s/ Jaspers + Hall, PC
Jaspers + Hall, PC