UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File No. 333-124460
(Check One)
:
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Form 10-K
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Form 20-F
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Form 11-K
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Form 10-Q
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Form 10-D
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Form N-SAR
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Form N-CSR
For Period Ended:
June 30, 2008
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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: ___________________
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Read Attached Instruction Sheet 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.
If the notification relates to a portion of the filing checked above, identify
the item(s) to which the notification relates: N/A
PART I
REGISTRANT INFORMATION
INTELLIGENTIAS, INC.
Full Name of Registrant
MERCHANDISE CREATIONS, INC.
Former Name if Applicable
303 Twin Dolphin Drive, 6th Floor
Address of Principal Executive Office (Street and Number)
Redwood City, CA 94065
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 12-b-25(b), the
following should be completed. (Check box if appropriate.)
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(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/portion thereof will
be filed or before the fifteenth calendar day following the prescribed due date; or
the subject quarterly report/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.
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PART III
NARRATIVE
State below in reasonable detail the reasons why the Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR,
or the transition report or portion thereof, could not be filed within the prescribed time period.
The Company is unable to file, without unreasonable effort and expense, its Quarterly Report on Form 10-Q for the period ended June 30, 2008
because it is still receiving, compiling and incorporating certain information from its Italian consolidated subsidiary. It is anticipated
that the Quarterly Report on Form 10-Q will be filed on or before the fifth calendar day following the prescribed due date of its Form 10-Q.
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PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this notification
Thomas A. Spanier
(Name)
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(650)
(Area Code)
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632-4526
(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 the answer is no,
identify report(s).
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Yes
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No
(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?
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Yes
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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.
The Company is in the process of completing the financial statements, and until the compilation is completed, any
quantitative information at this time could be misleading. It is anticipated that the Company will report net losses during
the period ending June 30, 2008 as opposed to a net profit during the 2007 period. This is primarily due to the
approximately $2,000,000 gain on derivative warrant liability and high margin revenues during the 2007 period compared
to a modest loss on derivative warrant liability, smaller gross profit, and higher interest expenses incurred in the 2008
period.
INTELLIGENTIAS, INC.
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.
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Date:
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August 15, 2008
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By /s/ Thomas A. Spanier
Thomas A. Spanier
Chief Financial Officer
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