SECURITIES AND EXCHANGE COMMISSION
                      WASHINGTON, DC  20549

                           Form 12b-25

                           Commission File Number          0-1937

                   NOTIFICATION OF LATE FILING


(Check One):   [  ] Form 10-K and Form 10-KSB    [  ] Form 11-K
[  ] Form 20-F  [X] Form 10-Q and Form 10-QSB    [  ] Form N-SAR


For Period Ended:     September 30, 2002

[   ] Transition Report on Form 10-K and Form 10-KSB
[   ] Transition Report on Form 10-Q and Form 10-QSB
[   ] Transition Report on Form 20-F
[   ] Transition Report on Form N-SAR
[   ] Transition Report on Form 11-K

For Transition Period Ended: ___________________________________

 Read attached instruction sheet before preparing form.  Please
                         print or type.

     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.  Registrant Information

Full name of registrant:      Oakridge Holdings, Inc.

Former name if applicable:


Address of principal executive office (Street and number)

   4810 -- 120th Street West

City, State and Zip Code    Apple Valley, Minnesota  55124


                Part II.  Rule 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 appropriate box.)

[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, 10-KSB, 20-F, 11-K or Form N-
     SAR, or portion thereof will be filed on or before the 15th
     calendar day following the prescribed due date; or the
     subject quarterly report or transition report on Form 10-Q,
     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

     State below in reasonable detail the reasons why Form 10-K,
10-KSB, 11-K, 20-F, 10-Q, 10-QSB, N-SAR or the transition report
portion thereof could not be filed within the prescribed time
period.  (Attach extra sheets if needed.)

     Marie Leshyn, General Manager of the Company's cemetery
business segment, resigned from her position with the Company on
October 17, 2002.  In addition to her responsibilities as General
Manager, Ms. Leshyn had primary responsibility for the accounting
function of the Company's cemetery business segment.  As a result
of Ms. Leshyn's resignation, the Company has been delayed in
completing its accounting procedures for the quarter ended
September 30, 2002.



                   Part IV.  Other Information

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


        Robert C. Harvey     (952)            994-7651
            (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

     (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.


                     Oakridge Holdings, 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:   November 14, 2002
By:   /s/ Robert C. Harvey
     Robert C. Harvey, Chairman and Chief Executive Officer


          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).


M1:934306.01