U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20594
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC FILE NUMBER
0-18259
CUSIP NUMBER
0000010771
(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: 12/31/95
/ / 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:
If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates:
PORTION OF ITEM 1 AND ITEMS 6, 7, 8 AND 14(d) AND EXHIBITS 11, 12, 23
AND 27 REQUIRED BY ITEM 14(c).
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Part I -- Registrant Information
___________________________________________________________________________
Full Name of Registrant AG-BAG INTERNATIONAL LIMITED
Former Name if Applicable
2320 SE AG-BAG LANE
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Address of Principal Executive Office (Street and Number)
WARRENTON, OREGON 97146
________________________
City, State and Zip Code
<PAGE>
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Part II -- Rules 12b-25(b) and (c)
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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
/X/ (c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
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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 Form 10-QSB, N-SAR, or the transition report or
portion thereof could not be filed within the prescribed period.
The information required by a portion of Item 1 and Items 6, 7, 8
and 14(d) and Exhibits 11, 12, 23 and 27 of Item 14(c) of the
registrant's Form 10-K for the year ended December 31, 1995 cannot be
timely filed for the following reasons:
(1) In late March 1996, after consulting with the registrant's
auditors, the registrant decided to reverse certain previously
recognized sales for the period ended December 31, 1995. It was
determined that such sales did not meet the criteria for revenue
recognition.
(2) In connection with the foregoing and in cooperation with its
auditors, the registrant is currently preparing financial
statements to reflect the above referenced reversals. The
registrant does not expect to complete the financial statements
prior to the date the Form 10-K would otherwise be due.
(Attach Extra Sheets if Needed)
<PAGE>
___________________________________________________________________________
Part IV -- Other Information
___________________________________________________________________________
(1) Name and telephone number or person to contact in regard to this
notification
Mike Wallis (503) 861-1644
___________________________________________________________________________
(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).
/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 portions 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.
AG-BAG INTERNATIONAL LIMITED
___________________________________________________________________________
(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 1, 1996 By /s/ Michael R. Wallis
__________________ ___________________________________________
Michael R. Wallis, Chief Financial
Officer and Vice President, Finance
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).
___________________________________________________________________________
KPMG PEAT MARWICK LLP
Suite 2000 Telephone 503 221 6500 Telefax 503 796 7650
1211 South West Fifth Avenue
Portland, OR 97204
March 29, 1996
Ag-Bag International, Limited
Warrenton, Oregon
Gentlemen:
Pursuant to Rule 12b-25 of the General Rules and Regulations under the
Securities Exchange Act of 1934, we inform you that we have been furnished
a copy of Form 12b-25 to be filed by Ag-Bag International, Limited on or
about March 30, 1996 which contains notification of the registrant's
inability to file its Form 10-K by March 31, 1996. We have read the
Company's statements contained in Part III therein and we agree with the
stated reason(s) as to why we have been unable to complete our audit and
report on the consolidated financial statements for the year ended December
31, 1995 to be included in Form 10-K.
Very truly yours,
/s/ KPMG Peat Marwick LLP
Member Firm of
Klynveld Peat Marwick Goerdeler
