U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
[ ]Form 10-KSB [ ]Form 20-F [ ]Form 11-K [X] Form 10-QSB [ ]Form N-SAR
For the Period Ended September 30, 2005
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form N-SAR
[ ] Transition Report on Form 11-K
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 Items(s) to which the notification relates:
Part I - Registrant Information
Full Name of Registrant: Cell Wireless Corporation
Former Name if Applicable: Arizona Aircraft Spares, Inc.
Address of Principal Executive Office (Street and Number):
4625 East Broadway
City, State and Zip Code: Tucson, AZ 85711
Part II - Rules of 12b-25 (b) and (c)
If the subject report could not be filed without reasonable 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 or semi-annual report, transition report on 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-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-2 has been attached (if applicable)
Part III - Narrative
The Registrant is in the process of compiling information for the quarterly period ended September 30, 2005 for the Form 10-QSB, all of which information has not yet been received or compiled.
Part IV - Other information
(1) Name and telephone number of person to contact in regard to this
notification: David L. Shorey, CPA: (520) 603-6979.
(2) Have all or other periodic report 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).
[ ] Yes [X] No Form 10QSB for March 31, 2005 and June 30, 2005 will be amended pursuant to an appeal with the OTCBB Hearing Board. The amendments will be forthcoming when the 8K A is filed for the November 17, 2004 filing for the same purpose. Both items and this report are waiting for the PCAOB auditors to complete their engagements. They are auditing the prior year results of foreign predecessor companies.
(3) Is it anticipated that any significant change in results of operations from the corresponding period for the last year will be reflected by the earnings statement to be included in the subject report or portion thereof?
[X] Yes [ ] No
The Registrant has caused this notification to be signed on its
behalf by the undersigned, thereunto duly authorized.
Date: September 15, 2005 Cell Wireless Corporation
/s/ John Bohringer
--------------------------------
John Bohringer, President
