CASPEN OIL INC
NT 10-Q, 1995-12-18
CRUDE PETROLEUM & NATURAL GAS
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                       U.S. SECURITIES AND EXCHANGE COMMISSION

                                WASHINGTON, D.C. 20549

                                     FORM 12b-25

                             NOTIFICATION OF LATE FILING

                                                          SEC FILE NUMBER
                                                              1-7965
                                     (Check One):
                                                           CUSIP NUMBER
                                                           147621 10 6


            [ ]  Form 10-KSB   [ ]  Form 20-F   [ ]  Form 11-K   [X]  Form
                               10-QSB   [ ]  Form N-SAR
                         For Period Ended:  October 31, 1995

                                                                           

                    [  ] Transition Report on Form 10-K
                    [  ] Transition Report on Form 20-F
                    [  ] Transition Report on Form 11-K
                    [  ] Transition Report on Form 10-Q
                    [  ] 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:   N/A
                                                                           

          Part I Registration Information
                                                                           

               Full Name of Registrant:  Caspen Oil, Inc.

               Former Name if Applicable:  N/A

               Address of Principal Executive Office (Street and Number)

                                Irongate 3, Suite 201
                            777 South Wadsworth Boulevard
                               Lakewood, Colorado 80226
                              (City, State and Zip Code)
                                                                           

          Part II Rules 12b-25 (b) and (c)
                                                                           



            DCC1356B 21165-1
<PAGE>




          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, 20-F,  11-K, 10-Q or  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

          [X]  (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 annual report,
          quarterly  report, transition  report on  Form 10-K,  20-F, 11-K,
          10-Q or N-SAR or  portion thereof could  not be filed within  the
          prescribed period.

               The Registrant is unable to meet the prescribed deadline.   
               Filing should be completed by early next week.              
                                                                           
                                                                           


                                                                           

          Part IV Other Information
                                                                           

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

                          Gary N. Davis                   (303)
          987-0925
                         (Name)                        (Area Code)         
          (Telephone Number)

               (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 report(s).

                                                        [X]  Yes    [ ]  No



            DCC1356B 21165-1
<PAGE>




               (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    [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.




                    [The Rest of this Page is Intentionally Blank]











































            DCC1356B 21165-1
<PAGE>




                                   Caspen Oil, Inc.
                     (Name of Registrant as specified in charter)

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

          Date:  December 15, 1995                By:   /s/ Gary N. Davis  
                                                  Gary N. Davis, Treasurer

          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 field with
          the form.
                                                                           

                                      ATTENTION

               Intentional  misstatements or  omissions of  fact constitute
          Federal Criminal Violations (See 18 U.S.C. 1001).
                                                                           



































            DCC1356B 21165-1
<PAGE>


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