SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
Commission File Number 0-15807
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NOTIFICATION OF LATE FILING
(Check One):
[ ]Form 10-K or 10-KSB [ ]Form 11-K [ ]Form 20-F [X]Form 10-QSB [ ]Form N-SAR
For Period Ended March 31, 2004
[ ] 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 _______________________________
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:
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PART I
REGISTRANT INFORMATION
Full name of registrant MarketShare Recovery, Inc.
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Former name if applicable Health & Leisure, Inc.
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Address of principal executive office (Street and number) 95 Broadhollow Rd.
Suite #101
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City, state and zip code Melville, New York 11747
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PART II
RULE 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.)
(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, 10-F, 11-K or Form N-SAR or portion
thereof will be filed on or before the 15th 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 Form 10-K, 11-K, 20-F,
10-Q, N-SAR or the transition report portion thereof could not be filed within
the prescribed time period. (Attach extra sheets if needed.)
MarketShare Recovery, Inc. (the "Company") is not able to file its
Quarterly Report on Form 10-QSB for the quarter ended June 30, 2004 on
or prior to August 15, 2004 without unreasonable effort or expense because
of certain administrative delays, thus delaying the filing.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Ray Barton (631) 385-0007
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(Name) (Area code) (Telephone Number)
(2) Have all other periodic reports 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 the report.
Yes [X] 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?
Yes [ ] No [X]
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.
MarketShare Recovery, Inc.
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(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: August 14, 2004 By: /s/ Ray Barton
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Ray Barton, President
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ATTENTION
Intentional misstatements or omissions of fact constitute Federal
criminal violations (see 18 U.S.C. 1001).
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