U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25
NOTIFICATION OF LATE FILING
(Check One): [ ] Form 10-K of Form 10-KSB [ ] Form 20-F
[ ] Form 11-K [ X ] Form 10-Q or Form 10-QSB
[ ] Form N-SAR
For the Period Ended : October 31,2000
[ ] Transition Report on Form 10-K or Form 10-KSB
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q [or Form 10-QSB]
[ ] Transition Report on Form N-SAR
For the Transition Period Ended :
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:
Page 1 of 3 sequentially numbered pages
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Part I - Registration Information
THE CASTLE GROUP, INC.
(Full Name of Registrant)
745 Fort Street #1000
Honolulu, Hawaii 96813
(Address and Principal Executive Office)
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 or Form 10-KSB, 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 Form 10-QSB], 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
The Company will file the 10Q-SB for the three months ended October 31, 2000
upon completion of its audited financial statements for the fiscal year ended
July 31, 2000. The financial statement for the fiscal year dated July 31, 2000
is currently being audited and is expected to be completed within the next two
weeks.
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Part IV-Other Information
(1) Name and telephone number of person to contact in regard to this
notification.
Michael S. Nitta (808) 524-0900
(Name) (Telephone Number)
(2) Have all other periodic reports required under Section [x] Yes [ ] No
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).
(3) Is it anticipated that any significant change in results [x] Yes [ ] No
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 or portion thereof?
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.
THE CASTLE GROUP, INC.
(Name of Registrant as specified in its charter)
has caused this notification to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: December 15, 2000 By /s/ Michael S. Nitta
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Michael S. Nitta
Chief Financial Officer
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