SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC FILE NUMBER: 0-17483
(Check One):
[ X ] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K
[ ] Form 10-Q and Form 10-QSB [ ] Form N-SAR
For Period Ended: May 31, 1997
[ ] 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 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: EUROAMERICAN GROUP INC.
Former Name if Applicable:
Address of Principal Executive
Office (Street and Number): 50 Broad Street
Suite 516
City, State and Zip Code: New York, New York 10004
__________________________________________________________________
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 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
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State below in reasonable detail the reasons why Form 10-K and
Form 10-KSB, 20-F, 11-K, 10-Q and 10-QSB, N-SAR, or the transition report
or potion thereof could not be filed within the prescribed period.
The Registrant's Annual Report on Form 10-KSB for the year ended
May 31, 1997 could not be filed timely because certain financial
information concerning the Registrant's European operations is not
yet fully compiled and available and therefore the Registrant's
fiscal year-end financial statements are not yet available. Although
the Registrant endeavored to compile such data on a timely basis, the
completion of this task could not, in the Registrant's judgment, have
been completed by the due date for the Form 10-KSB without the
incurrence of unreasonable effort and expense.
__________________________________________________________________
Part IV -- Other Information
__________________________________________________________________
(1) Name and telephone number of person to contact in regard to this
notification:
Steven C. Millner (212) 447-0909
(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 report(s)
been filed? If the answer is no, identify report(s).
[ ] Yes [X] No
The Registrant has not filed an amendment to its Current Report
on Form 8-K, dated April 29, 1997. Such amendment, which was due on
July 14, 1997, is to include annual financial statements for an
acquired business and pro forma financial statements for the
Registrant reflecting such acquisition.
(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.
____________________________________
EUROAMERICAN GROUP 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: August 28, 1997 By: /s/ Steven C. Millner
Steven C. Millner
Secretary
