UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SEC FILE NUMBER 0-15905
CUSIP NUMBER 095395208
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One): [_] Form 10-K [_] Form 20-F [X] Form 10-Q [_] Form N-SAR
[_] Form N-CSR
For Period Ended: June 30, 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: ________________________
PART I - REGISTRANT INFORMATION
Blue Dolphin Energy Company
--------------------------------------------------------------------------------
Full name of registrant
--------------------------------------------------------------------------------
Former name if applicable
801 Travis, Suite 2100
--------------------------------------------------------------------------------
Address of principal executive office (Street and number)
Houston, Texas 77002
--------------------------------------------------------------------------------
City, state and zip code
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, 20-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 why the Form 10-K, Form 20-F,Form 11-K, Form
N-SAR or Form N-CSR the transition report portion thereof could not be filed
within the prescribed time period. (Attach extra sheets if needed.)
Registrant was unable to file the Form 10-QSB for the quarter ended June 30,
2004, within the prescribed time limit due to limited staff as a result of staff
reductions recently implemented.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
G. Brian Lloyd (713) 227-7660
---------------------------------------------------------------------------
(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 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
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 Registrant currently expects to report a net loss of approximately $823,000
on revenues of approximately $346,000 for the quarter ended June 30, 2004,
compared to net income of $470,576 on revenues of $1,001,942 for the quarter
ended June 30, 2003. The decrease in second quarter 2004 results was due to
lower oil and gas sales revenues of approximately $600,000 and other expense of
approximately $200,000 associated with a proposed financing transaction that was
subsequently terminated in July 2004. Also, June 30, 2003 quarterly results
included a gain of approximately $300,000 recorded from a reduction to the
Company's provision for abandonment costs.
Blue Dolphin Energy Company
--------------------------------------------------------------------------------
(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 16, 2004 By /s/ G. Brian Lloyd
------------------- ---------------------------------------------
G. Brian Lloyd
Vice President, Treasurer