UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC File No. 000-52206
CUSIP Number: 18451M 107
(Check One):
Form 10-K Form 20-F Form 11-K X Form 10-Q Form 10-D Form N-SAR Form N-CSR
For Period Ended: March 31, 2012
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:
PART I - REGISTRATION INFORMATION
Clean Transportation Group, Inc.
Full Name of Registrant
Former Name if Applicable:
7810 Marchwood Place
Address of Principal Executive Office (Street and Number)
Vancouver BC, Canada V5S 4A6
City, State and Zip Code
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)
(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 –SAR, or portion thereof, will be filed on or before the fifteenth calendar following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q, or portion thereof will be filed on the 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 Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N–SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.
The registrant completed its acquisition of Engine Clean Solutions, Inc. during 2011 and is in the process of completing its audited financial statements to be included in its Form 10-K for the fiscal year ended December 31, 2011. The registrant has not yet finalized its consolidated financial statements for the quarterly period ended March 31, 2012 and, accordingly, the registrant’s certifying auditors have
1
not had the opportunity to review the financial statements to be included in the Form 10-Q report in time to meet the filing deadline. The registrant expects that its financial statements and audit will be completed and Form 10-Q finalized in order to file the report within the prescribed extension period.
PART IV - OTHER INFORMATION
(1)
Name and telephone number of person to contact in regard to this notification.
Leonard E. Neilson
(801)
733-0800
(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 answer is not, identify reports(s). Yes No X
Form 10-K Annual Report for the year ended December 31, 2011 has not been filed.
(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.
During fiscal year 2011 ended December 31, 2011, the registrant completed the acquisition of Engine Clean Solutions, Inc., a private California corporation engaged in the business of offering a full line of automotive maintenance service products to engine manufacturers, distributors, dealers and service centers. For the quarterly period ended March 31, 2011 and prior to the acquisition, the registrant did not have operations or any revenues. As a result of the acquisition of Engine Clean, the registrant anticipates that it will realize approximately $120,000 in revenues from Engine Clean operations during the first quarter of 2012 and anticipates a net loss for the quarter.
Clean Transportation Group, Inc.
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
Date: May 15, 2012
By /S/ DENNIS DOS SANTOS
Dennis dos Santos
President
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 misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).
2
