TRANSFORMATION PROCESSING INC
NTN 10Q, 1998-06-25
PREPACKAGED SOFTWARE
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                          SECURITIES AND EXCHANGE COMMISSION
                                 WASHINGTON, DC 20549

                                     FORM 12b-25

                                               Commission File Number: 000-23903

                       NOTIFICATION OF LATE FILING OF FORM 10-Q

                          For Period Ended:  April 30, 1998
                                         --------------------------

                           Part 1.  Registrant Information

                           TRANSFORMATION PROCESSING, INC.
                           -------------------------------
                              (Full name of registrant)

                    2121 Argentia Road, Suite 200, Ontario L5N 2X4
                    ----------------------------------------------
                       (Address of Principal executive office)


                          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 reasonable detail in Part III of this form
     could not be eliminated without unreasonable effort or expense;

[x]  (b) The subject quarterly report on Form 10-Q will be filed on or before
     the 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

      As this is the Company's first Form 10-Q since it became a reporting
company, the Company needs more time to properly complete its Form 10-Q for the
quarter ended April 30, 1998.

                             Part IV.  Other Information

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

          John McGee                      (905) 812-7907
          ----------                      --------------
            (Name)                      (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

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     (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.


                           TRANSFORMATION PROCESSING, 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: June 25, 1998           By: /s/ John McGee
                                  ------------------------------
                                  Name: John McGee
                                  Title: Chief Financial Officer

          Instruction.  The form may be signed by an executive officer of
     the registrant or by any other duly authorized representative.  The
     name and title of the person signing the form shall be typed and
     printed beneath the signature.  If the statement is signed on behalf
     of the registrant by an authorized representative (other than an
     executive officer), evidence of the representative's authority to sign
     on behalf of the registrant shall be filed with the form.

                                      ATTENTION:

     Intentional misstatements or omissions of fact constitute Federal criminal
violations (see 18 U.S.C. 1001).





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