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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One): Form 10-K Form 20-F Form 11-K Form 10-Q
Form N-SAR
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SEC FILE NUMBER
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CUSIP NUMBER
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For Period Ended: ______________________
[X ] 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 Instruction (on back page) Before Preparing Form. Please Print or
Type.
Nothing in this form shall be construed to imply that the Commission has
verified any information contained herin.
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
W.R. Carpenter North America Inc.____________________________
Full Name of Registrant
N/A____________________________
Former Name if Applicable
7433 N. First Street, Suite 103 ,
Address of Principal Executive Office (Street and Number)
Fresno, CA 93720______________________
______________________________________________
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,11-K or Form N-SAR, or portion thereof, will be
filed on or before the fifteenth calendar day following the prescribed
due date; or the subject quarterly report of transition report on
Form 10-Q, or portion thereof will be filed on or before the fifth
(c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
PART III -- NARRATIVE
By September 29, 2000, a transaction involving the Company is expected to be
consummated that, upon its completion, will have a material effect on the
Company's financial statements.
PART IV-- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Graham D. Croot (559) 353-3953
(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports reports required under Section 13 or
15(d) of 3he Securities Exchange Act of 1934 or Section 30 of the
Investment Company Act of 1940 during the preceeding 12 months or for
such shorter period that the registrant was required to file such
report(s) been filed? If answer is no, identify report(s).
Yes
(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?
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.
_____________________________________________________
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: September 25, 2000 By: /s/ Graham D. Croot
Graham D. Croot
Chief Financial Officer
(Principal Financial Officer and
Duly Authorized Signatory
INSTRUCTION: The form may be signed by an executive officer of the
registrant of by any other duly authorized representative. The name and
title of the person signing the form shall be typed or printed beneath
the signature. If the statement is signed on behalf of the registrant by
an authorized representative (orther than an executive officer), evidence
of the representative's authority to sign on behalf of the registrant
shall be filed with the form.
ATTENTION
International misstatements or omissions of fact constitute Federal
Criminal Violations (See 18 U.S.C. 1001).
