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 (x) Form 10-Q ( ) Form N-SAR
For Period Ended: July 31, 1999
( ) 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: __________________________
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 related: N/A
PART I - REGISTRANT INFORMATION
AMERI-CAN RAILWAY SYSTEMS, INCORPORATED
Full Name of Registrant
N/A
Former Name if Applicable
100 WALNUT STREET
Address of Principle Executive Office (Street and Number)
CHAMPLAIN, NEW YORK 12919
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)
(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 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 or transition report on Form 10-Q,
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.
<PAGE>
PART III - NARRATIVE
State below in reasonable detail the reasons why Form 10-K, 20-F, 11-K,
10-Q, N-SAR or the transition report or portion thereof could not be filed
within the prescribed time period.
Due to the size of the company we have minimal staff. Our staff has been
dedicating its time to getting our Form 10-SB filed and has not closed the
books for the period ended July 31, 1999
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Sydney A. Harland 518 298-2042
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 answer is no, identify reports(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.
AMERI-CAN RAILWAY SYSTEMS, INCORPORATED
(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 14, 1999 By: /s/ Sydney A. Harland
Sydney A. Harland
Chairman & Chief Executive Officer
