FLEETCLEAN SYSTEMS INC
NT 10-K, 2000-03-30
AUTOMOTIVE REPAIR, SERVICES & PARKING
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                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 12b-25

                           Notification of Late Filing

                                              Commission file Number 0-22711
(Check  one)

|X|  Form 10-K and Form 10-KSB        | |  Form 11-K
| |  Form  20-F     | |  Form 10-Q and Form 10-QSB      |  |  Form N-SAR

     For the period ended December 31, 1999

| |  Transition Report on Form 10-K and Form 10-KSB
| |  Transition Report on Form 20-F
| |  Transition Report on Form 11-K
| |  Transition Report on Form 10-Q and Form 10-QSB
| |  Transition Report on Form N-SAR

     For the transition period ended  ____________

Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.

     If the notification related to a portion of the filing checked above,
identify the item(s) to which notification relates:
____________________________________

                                     PART I
                             REGISTRANT INFORMATION

Full name of registrant:          Fleetclean Systems,  Inc.

Former name if applicable:

Address of principal
executive office:                 P.O. Box 727, Hwy 834 East .7 miles

City, State and Zip Code:         Hardin, Texas 77565

<PAGE>
                                     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 appropriate box.)


     |X| (a) The reasons described in 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 of
Forms 10-K, 10-KSB, 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, 10-QSB, 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, 10-KSB, 11-K,
20-F, 10-Q, 10-QSB, N-SAR or the transition report portion thereof could not be
filed within the prescribed time period. (Attach extra sheets if needed.)


     This is the Registrant's initial annual report on Form 10-KSB and it has
encountered unforeseen delays in its preparation.

<PAGE>
                                     PART IV

                                OTHER INFORMATION

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

          Kenneth A. Phillips   (409)              298-9835
          -----------------------------------------------------
          (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?
                                        | |  YES     | X |  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.



                            Fleetclean Systems, Inc.
                        --------------------------------
                  (Name of Registrant as Specified in Charter)

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

            Date: March 30, 2000                By:  /s/ KATHRYN PHILLIPS
                                                    ----------------------
                                                         Kathryn Phillips
                                                         Secretary



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