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 : April 30, 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 purchased 100% of the oustanding stock of Hawaii Reservations
Center Corp. on April 30, 2000 and is in the process of finalizing the
balance sheet of Hawaii Reservations Center Corp. so that it can be
consolidated with the Company. The Company shall file form 10-QSB for
the nine months ended April 30, 2000 within five calendar days (by June
19, 2000).
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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
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(Name) (Telephone Number)
(2) Have all other periodic reports required [x] Yes [ ] No
under Section 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 [ ] Yes [x] No
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 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: June 15, 2000 By /s/ Michael S. Nitta
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Michael S. Nitta
Chief Financial Officer
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