SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 12B-25

                                                 Commission File Number 0-27256

                           NOTIFICATION OF LATE FILING


(Check   / /Form 10-K  / /Form 11-K  / /Form 20-F  /X/Form 10-Q  / /Form N-SAR
One):


For Period Ended:                     September 30, 1996
                 ---------------------------------------------------------------

/  /   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:

         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:-------------------------
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                         PART I. REGISTRANT INFORMATION

Full name of registrant  CEEE Group Corporation
                         ----------------------

Former name if applicable-------------------------------------------------------


         2200 Corporate Boulevard, Suite 317, Boca Raton, Florida 33431
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Address of principal executive office

                        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, 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, 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, 11-K, 20-F,
10-Q, N-SAR or the transition report portion thereof could not be filed within
the prescribed time period. (Attach extra sheets if needed.)

         The Registrant was unable to file the Quarterly Report on Form 10-Q for
the quarter ended September 30, 1996 (the "Report") without unreasonable effort
or expense due to the delays in gathering information for inclusion therein.

                           PART IV. OTHER INFORMATION

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

                  Richard Iamunno              (407)        995-2190
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                     (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.

                             CEEE Group Corporation
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                  (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, 1996                          By /s/ Richard Iamunno
     ----------------------                        ---------------------
                                                   Name:  Richard Iamunno
                                                   Title: 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.


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