Notification of Late Filing

(Check One):


    ¨  Form 10-K


    ¨  Form 20-F

  Washington, D.C. 20549  

    ¨  Form 11-K


    x  Form 10-Q

  FORM 12b-25   Commission File Number:     1-32583

    ¨  Form 10-D


    ¨  Form N-SAR


    ¨  Form N-CSR



  For Period Ended: March 31, 2006
  ¨  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 Transition Period Ended:                                                              


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

Full House Resorts, Inc.

Full Name of Registrant


Former Name if Applicable

4670 S. Fort Apache Road, Suite 190

Address of Principal Executive Office (Street/Number)

Las Vegas Nevada 89147

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 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, Form 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the fifteenth (15th) calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on or before the fifth (5th) 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, 10-D, N-SAR, N-CSR or the transition report or portion thereof, could not be filed within the prescribed time period. (Attach extra sheets if needed.)

The Registrant is in the process of revising prior year interim results based on the adoption of revised accounting treatment of advances to Tribal governments and has not completed this process.


Part IV — Other Information


(1) Name and telephone number of person to contact in regard to this notification:


James Meier




(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 the 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.

See Exhibit A



             (Name of Registrant as specified in charter)

has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.


Date: May 15, 2006   By:  

/s/ James Meier

  Name:   James Meier
  Title:   Chief Financial Officer



Exhibit A

The Registrant expects net income for the three month period ended March 31, 2006 to be between $250,000 and $300,000 which will be less than the net income for the prior year, mainly due to an approximately $848,000 net arbitration award which was received in the three month period ended March 31, 2005.