UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 12b-25
Commission File Number: 001-31724
NOTIFICATION OF LATE FILING
(Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K |X| Form 10-Q
[ ] Form N-SAR
For Period Ended: September 30, 2008
[ ] 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: _______________
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: Federal Trust Corporation
Former Name if Applicable: N/A
Address of Principal Executive Offices (Street and Number): 312 West 1st Street
City, State and Zip Code: Sanford, Florida 32771
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;
[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 Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, N-CSR or the transition report portion thereof, could not be filed within
the prescribed time period.
The registrant requires additional time to fully develop financial
information necessary to provide full and complete disclosure in its quarterly
report on Form 10-Q (the "Form 10-Q"). As a result, the registrant was unable to
complete the Form 10-Q by the prescribed date, without unreasonable effort and
expense.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
Dennis T. Ward (407) 323-1833
---------------- ------------- --------------------
(Name) (Area Code) (Telephone Number)
(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 operation 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.
Federal Trust Corporation
-------------------------
(Name of Registrant as specified in its charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: November 10, 2008 By: /s/ Dennis T. Ward
-------------------------------------
Dennis T, Ward
President and Chief Executive Officer
ATTACHMENT TO FORM 12b-25
FEDERAL TRUST CORPORATION
The net loss of Federal Trust Corporation (the "Company") was $10.2
million for the three months ended September 30, 2008, compared to $6.1 million
for the three months ended September 30, 2007. The net loss of the Company was
$26.0 million for the six months ended June 30, 2008 compared to $9.5 million
for the six months ended June 30, 2007. Although loss before income taxes was
$18.5 million for the nine months ended September 30, 2008 compared to $15.6
million for the nine months ended September 30, 2007, the Company recognized tax
expense of $7.5 million for the nine months ended September 30, 2008 compared to
a tax benefit of $6.1 million for the nine months ended September 30, 2007. The
tax expense for the 2008 period resulted from the previously-announced valuation
allowance effective during the quarter ended March 31, 2008 for the full amount
of the Company's deferred tax asset.