CELTIC INVESTMENT INC
NT 10-K, 1996-09-25
FINANCE SERVICES
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                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING
                                   FORM 10-KSB

                                 
                             CELTIC INVESTMENT, INC.
             (Exact name of Registrant as specified in its charter)


                         Delaware 33-37436-C 36-3729989
                    State of Commission File No. IRS Employer
                        Incorporation Identification No.


                         901 Warrenville Road, Suite 104
                                 Lisle, IL 60532
                    (Address of principal executive offices)


                                  407-832-1170
                         (Registrant's telephone number)

<PAGE>
Part I Registrant Information

Full Name of Registrant: 
Celtic Investment, Inc.

Former Address if Applicable: N/A

Address of Principal Executive Office (street and number):
901 Warrenville Road, Suite 104

City, State and Zip Code:
Lisle, IL 60532

Part II Rule 12b-25 (b) and (c): The subject  report could not be filed  without
unreasonable  effort or expense and the registrant  seeks relief pursuant to the
reasons set forth in Part III hereof.

Part III Narrative:  The Registrant appointed a new auditor and the coordination
between the current and former  auditors in reviewing the financial  reports and
Form 10-KSB Narrative,  has taken longer than projected.  The current auditor is
located in Chicago and the former auditor is located in Florida.

Part IV Other  Information: 

1)  Name  and  telephone   number  of  person  to  contact  in  regard  to  this
notification. A.O. Headman, Jr., Esq. 801-532-2666

2) have all other periodic  reports  required  (under Section 13 or 15(d) of the
Securities and Exchange Act of 1934) 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).  Yes.

3) Is it anticipated  that any  significant  change in results of operating 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? 
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 can not be made.

<PAGE>

                            CELTIC INVESTMENT, INC.

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

DATE:  September 24, 1996           By: /s/ A. O. Headman, Jr., Esq.
                                       A. O. Headman, Jr., Esq.
                                       Legal Counsel to Celtic Investment, Inc.



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