UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One): /X/Form 10-K / /Form 20-F / /Form 11-K
/ / Form 10-Q / /Form N-SAR
For Period Ended: August 31, 1996 SEC FILE NUMBER
[ ] Transition Report on Form 10-K 0-13041
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K CUSIP NUMBER
[ ] Transition Report on Form 10-Q 29406A 10 6
[ ] Transition Report on Form N-SAR
For the Transition Period Ended:_______________________
_________________________________________________________________
If the notification relates to a portion of the filing checked
above, identify the Item(s) to which the notification relates
_________________________________________________________________
PART 1 - REGISTRANT INFORMATION
_______________________________
Environmental Plus, Inc.
_________________________________________________________________
Full Name of Registrant
Kinlaw Energy Partners Corporation
_________________________________________________________________
Former Name if Applicable
2995 LBJ Freeway, Suite 200
_________________________________________________________________
Address of Principal Executive Office (Street and Number)
Dallas, Texas 75234
_________________________________________________________________
City, State and Zip Code
<PAGE>
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;
/ / (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 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 Forms 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.
In July 1996, Registrant engaged BDO Seidman & Co. as
Registrant's certifying accountants. In July 1996, Registrant
acquired substantially all of the assets of Gulf Coast Cooling
Tower Service, Inc. In August 1996, Registrant acquired all of the
issued and outstanding shares of Fire Zap, Inc., and in October
1996, Registrant acquired all of the issued and outstanding shares
of C.T. Lewis Industries, Inc. In addition, during Registrant's
year ended May 31, 1996, new management, officers and directors
were elected. The aforementioned events have made it impossible
for Registrant to filed it Form 10KSB for the year ended August 31,
1996 without unreasonable effort or expense.
It appears that Registrant will not be in a position to file
the Form 10KSB until approximately January 2, 1997.
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to
this notification
J.D. Davenport, President
(214) 481-1211
(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 answer is no,
identify such report(s).
/X/Yes / /No
<PAGE>
(3) Is it anticipated that any significant change in results of
operations from the corresponding period for the fiscal year
will be reflected by the earnings statements to included in
the subject report or portion thereof?
/X/Yes / /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.
SEE PART III HEREOF
____________________________________________________________
ENVIRONMENTAL PLUS, 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: 12/9/96 By: /s/ J.D. Davenport
_________ _____________________________________
J.D. Davenport
