TECHLITE INC
NT 10-K, 2000-05-01
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                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

                                                Commission File Number 333-68071
(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 period ended  1-31-00
                ----------------------------------------------------------------
    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
                               -------------------------------------------------

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

Full name of registrant:  TechLite, Inc.

Former name if applicable:

Address of principal executive office (Street and number): 6106 E 32nd Place,
                                                           Suite 101

City, state and zip code: Tulsa, OK 74135


<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 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,  10-KSB,  20-F, 11-K or Form N-SAR, or portion thereof
[X]         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 Form 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.)

    "The registrant's audit for the year ended January 31, 2000 is not complete.
     The Accountant's statement is attached."

PART IV

OTHER INFORMATION

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

                       Thomas J. Kenan, Esq    800-515-3425
                    ------------------------------------------
                      (Name) (Area Code)     (Telephone Number)

(2) Have all other  periodic  reports  required under Section 13 or 15(d) or 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  cor-responding  period for the last  fiscal year will be  reflected  by the
earnings statements to be included in the subject report or portion thereof?

                                       2
<PAGE>


                                                              Yes    No  [x]

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.

                                 TechLite, 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: April 28, 2000                           By: /s/Mark Galvin
                                                   -----------------------------
                                                   Mark Galvin, Vice President
                                       3

Attachment to Form 12B-25 - Notification of Late Filing

Name of Registrant:              TechLite, Inc.
SEC File Number:                 333-68071



                             ACCOUNTANT'S STATEMENT
                           Required by Rule 12b-25(c)



                                Causon & Westhoff
                             15 West 6th, Suite 2310
                                 Tulsa, OK 74119
                             Telephone 918-382-7000
                                Fax 918-382-7005




SECURITIES AND EXCHANGE COMMISSION
WASHINGTON  DC   20549

                                    Re:     TechLite, Inc.
                                            SEC File #333-68071
                                            Form 10-KSB Annual Report
                                            Fiscal Year Ended 12-31-99

Gentlemen:

        I am the independent auditor for TechLite, Inc.

        I am unable to  complete  the  audit of the  registrant  in time for the
registrant's  Form  10-KSB to be filed in a timely  manner.  I am  waiting  on a
debt-related  confirmation  from a bank.  The audit can be  completed as soon as
that confirmation is received.

                                            Respectfully submitted,

                                            /s/ Joe Westhoff
                                            ------------------------------------

                                            Joe Westhoff
                                            Certified Public Accountant

Tulsa, Oklahoma
April 28, 2000





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