STELAX INDUSTRIES LTD
NT 10-K, 1999-06-30
PROFESSIONAL & COMMERCIAL EQUIPMENT & SUPPLIES
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                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 12B-25
                           NOTIFICATION OF LATE FILING

                                SEC File Number
                                  Cusip Number
                                  858497 10 0

(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: March 31, 1999

================================================================================
     READ ATTACHED INSTRUCTION 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  Stelax Industries, Ltd.

     Former Name if Applicable


     Address of Principal Executive Office (Street and Number)  4004 Beltline
     Road, Suite 107

     City, State and Zip Code  Dallas, TX  75244

- --------------------------------------------------------------------------------
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)

     (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
[X]       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 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 time period.

Much of the information required to finalize the Form 10-K comes from sources in
England and France. The registrant has experienced some difficulty in obtaining
such information timely to finalize its financial statements.

                                                 (Attach Extra Sheets if Needed)


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<PAGE>   2

- --------------------------------------------------------------------------------
PART IV--OTHER INFORMATION
- --------------------------------------------------------------------------------

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

  Patrick V. Stark                    (214)                        777-4200
- --------------------------------------------------------------------------------
  (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 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; attached 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.

                             STELAX INDUSTRIES LTD.
                             ----------------------
                  (Name of Registrant as specified in charter)

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


Date:  June 30, 1999                       By /s/ HARMON S. HARDY
                                              ----------------------------------
                                              Harmon S. Hardy, 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 this 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 the form and amendment
     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
     Commission 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 notifications 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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