U.S. SECURITIES AND EXCHANGE COMMISSION

                       WASHINGTON, DC 20549

                           FORM 12b-25


                   NOTIFICATION OF LATE FILING
                           (Check One):

[X] Form 10-KSB [ ] Form 20-F   [ ] Form 11-K   [ ] Form 10-Q  [ ] Form N-SAR

For Period Ended:   December 31, 1996

[X] Transition Report on From 10-KSB
[ ] Transition Report on From 20-F
[ ] Transition Report on From 11-K
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form N-SAR

For the Transition Period Ended: December 31, 1996

Read Attached Instruction Sheet Before Preparing Form.  Please Print of Type.
______________________________________________________________________________

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

If the notification related to a portion of the filing checked above, 
identify the Item(s) to which the notification relates:

               Not applicable
_____________________________________________________________________________

PART I - REGISTRANT INFORMATION                                              

Full Name of Registrant:                  Forestry International, Inc.

Former Name if Applicable:                N/A

Address of Principal Executive:           3573 East Sunrise Drive
Office (Street and Number):               Suite 225
City, State and Zip Code:                 Tucson, AZ 85718

______________________________________________________________________________

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 
          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 the Form 10-K, 20-F, 11-K, 
10-Q or N-SAR or the transition report or portion thereof could not be filed 
within the prescribed period.

     Registrant management was unable to attain financial results from a 
     newly acquired subsidiary in sufficient time to allow for complete 
     and accurate consolidation,  review and timely filing.
_____________________________________________________________________________

PART IV - OTHER INFORMATION                                                   

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

     David L. Shorey, (520) 299-9447

(2)  Have all other period 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)  It is anticipated that any significant change in results of operation 
     from the corresponding period for the last fiscal year will be reflected
     by the earnings statements to be included in the subject report of 
     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.


FORESTRY INTERNATIONAL, INC.

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



Date: May 14, 1997                      By: /s/David L. Shorey                
                                           ----------------------------      
                                           David L. Shorey 
                                           Chief Executive Officer

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 misstatement of omission of fact constitute Federal Criminal 
Violations (See 18 U.S.C. 1001)     



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission