ELEPHANT & CASTLE GROUP INC
NT 10-K, 1999-03-26
EATING PLACES
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549




                                   FORM 12b-25


                           NOTIFICATION OF LATE FILING
                                       of

                                    FORM 10-K
                      For Period Ended: December 27, 1998



                          Elephant & Castle Group, Inc.
- --------------------------------------------------------------------------------
                              (Name of Registrant)



856 Homer Street
Vancouver, B.C. CANADA                                         V6B 2W5
- --------------------------------------------------------------------------------
(Address of principal executive officers)                     (Zip Code)


                                     1-12134
                            (Commission File Number)

                            CUSIP Number 286199-10-4

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                Nothing in this form shall be construed to imply
                that the Commission has verified any information
                                contained herein.

                                   Page 1 of 3
<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 appropriate box.)

                  (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 on Form 10-K or portion
                           thereof will be filed on or before the fifteenth  
                           (15th) 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 could not be
filed within the prescribed period.



         The Registrant is unable to file timely due to  administrative  delays.
Results of operations for the full year have been released. There is no material
change from the results of operations which have been released.













                                   Page 2 of 3

<PAGE>
Part IV - Other Information


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

              D. David Cohen, Esq.                              (516) 933-1700
              Rick Bryant, Chief Financial Officer              (604) 684-6451
              Dan DeBou, Chief Accounting Officer               (604) 684-6451
              ------------------------------------------------------------------

         (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  such
              reports.

                           Yes [X]                   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 [ ]                   No [X] 

              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.

                           Not Applicable

              

         Elephant & Castle Group, Inc. has caused this notification to be signed
on its behalf by the undersigned thereunto duly authorized.


Date:  March 25, 1999                 By: /s/ Dan DeBou
                                         ---------------------------------------
                                         Name:   Dan DeBou
                                         Title:  Chief Accounting Officer





                                   Page 3 of 3


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