UNITED STATES
                       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 Period Ended:    August 31, 2001
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                 [  ]     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:____________________________

 READ INSTRUCTION (ON BACK PAGE) BEFORE PREPARING FORM.  PLEASE PRINT OR TYPE

     Nothing in the form shall be construed to imply that the Commission has
     verified any information contained herein.
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     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

AMEICAN GROUP, INC.
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Full Name of Registrant


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Former Name if Applicable

5295 Town Center Road  #301
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Address of Principal Executive Office (STREET AND NUMBER)

Boca Raton, Fl 33486
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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)

  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, Form 20-F, 11-K, 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 of 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 the Form 10-K,  11-K,  10-Q,
N-SAR, or the transition report or portion thereof,  could not be filed with the
prescribed time period. (Attach Extra Sheets if Needed)

The issuer requires additional time to complete its financial statements.





PART IV - OTHER INFORMATION

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

             Robert I. Claire             561                 394-2443
         --------------------------     -----------        ------------------
                  (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  reports  been
         filed? If 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:


                          AMERICAN GROUP, INC.
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                  (Name of Registrant as Specified in Charter)

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


Date: October 11, 2001                 By /s/ Robert I. Claire
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                                          Robert I. Claire
                                          President