COUNTRY WORLD CASINOS INC
NT 10-Q, 1997-05-16
COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C.

                                                  OMB APPROVAL
                                                  OMB NUMBER: 3235-0058
                                                  Average estimated burden hours
                                                  per response...........2.50

                                                  SEC FILE NUMBER   0-22450

                                                  CUSIP NUMBER  22236Q  10  2
                                             

                                   FORM 12B-25
                           NOTIFICATION OF LATE FILING

(Check one)     Form 10-K      Form 11-K     Form 20-F  X  Form 10Q   Form N-SAR
            ----           ---           ---           ---         ---
                  
                        For Period Ended: March 31, 1997
                                          ---------------

- --------------------------------------------------------------------------------
     Read  Instructions  (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 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
                           COUNTRY WORLD CASINOS, INC.
- --------------------------------------------------------------------------------
Full Name of Registrant

- --------------------------------------------------------------------------------
Former Name if Applicable

                             13576 West Utah Avenue
- --------------------------------------------------------------------------------
Address of Principal Executive Officer (Street and Number)

                               Lakewood, CO 80228
- --------------------------------------------------------------------------------
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, the following should be
completed. (Check box if appropriate)

             ( (a)  The reasons  described in  reasonable  detain in Part III of
                    this  form  could  not be  eliminated  without  unreasonable
                    effort or expense;
    X        ( (b)  The subject  annual report or  semi-annual  report/  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.



PART III -- NARRATIVE

State below in reasonable detail the reasons why the Form 10-K, 11-K, 20-F, 10-Q
or N-SAR or  portion  thereof,  could not be filed  within the  prescribed  time
period.

     Due to delays in preparing for EDGAR transmission, the 10-QSB is expected
to be filed one day late.



<PAGE>





PART IV -- OTHER INFORMATION

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

       Roger Leclerc                     303                    548-9311
- --------------------------------------------------------------------------------
         (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 reports) been filed?  If answer is
     no, identify report(s).                             X   yes          no
                                                        ---          ---
    

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.
    
- --------------------------------------------------------------------------------



                           COUNTRY WORLD CASINOS, INC.
                   -------------------------------------------
                  (Name of Registrant as Specified in Charter)

has  caused  this  notification  to be signed on its  behalf by the  undersigned
hereunto duly authorized.

Date:  May 15, 1997                            By: /s/  ROGER LECLERC
                                                  ------------------------------
                                                  Roger Leclerc, President

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 or  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)


                              GENERAL INSTRUCTIONS

1. This Form is required by Rule 12b-25 (17 CFR 240.12b-25) of the General Rules
and Regulations under the Securities Exchange Act of 1934.

2. One signed  original and four  conformed  copies of this Form and  amendments
thereto must be completed and filed with the Securities and Exchange Commission,
Washington,  D.C.  20549,  in accordance  with Rule 0-3 of the General Rules and
Regulations  under the Act. The information  contained in or filed with the Form
will be made a matter of public record in the Commissions files.

3. A manually signed copy of the form and amendments thereto shall be filed with
each  national  securities  exchange  on which  any class of  securities  of the
registrant is registered.

4. Amendments to the notification must also be filed on Form 12b-25 but need not
restate information that has been correctly furnished. The Form shall be clearly
identified as an amendment notification.




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