UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   Form 12b-25

                           NOTIFICATION OF LATE FILING

        [ ]Form 10-K [ ]Form 20-F [ ]Form 11-K [X]Form 10-Q [ ]Form N-SAR


                       For the Period Ended June 30, 2005

                        Commission file number: 000-50218


                               Bekem Metals, Inc.
                             -----------------------
                             Full Name of Registrant

                            875 Donner Way, Unit 705
           ----------------------------------------------------------
           Address of Principle Executive Offices (street and number)

                           Salt Lake City, Utah 84108
                           --------------------------
                            City, State and Zip Code

Part II - Rules 12b-25 (b) and (c)

         If the subject could be filed without unreasonable effort or expense
and the Registrant seeks relief pursuant to Rule 12b-25 (b), the following
should be completed. (Check if appropriate).

[X]      (a)      The reasons described in reasonable detail in Part III of this
                  form could not be eliminated without unreasonable effort of
                  expense;

[X]      (b)      The subject annual report, semi-annual report, transition
                  report on Form 10-K, Form 20-F, Form 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 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 statements or other exhibit required by Rule
                  12b-25 (c) has been attached if applicable.

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Part III - Narrative

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

         The quarterly report of the registrant on Form 10-QSB could not be
         filed because management requires additional time to compile and verify
         the data required to be included in the report. The report will be
         filed within five calendar days of the date the original report was
         due.

Part IV - Other Information

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

         Marat Cherdabayev                 (801)               582-1881
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              Name                       Area Code          Telephone Number

(2)      Have all other reports required under Section 13 or 15 (b) of the
         Securities and Exchange Act of 1934 or Section 30 or the Investments
         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?

                      [X]   Yes                      [ ] 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.

                  As disclosed in our 8-K filings, on January 28, 2005, we
         completed the closing of a Plan and Agreement of Reorganization with
         Condesa Pacific, S.A., and its shareholders, whereby we acquired 100%
         of the outstanding capital stock of Condesa Pacific in exchange for the
         issuance of 35,000,000 shares of our common stock. As a result of the
         transaction, the Condesa Pacific shareholders were issued approximately
         91% of our then outstanding common stock. For accounting purposes, this
         transaction was deemed a reverse merger, with Condesa Pacific being the
         accounting acquirer and a change in the reporting entity to Condesa
         Pacific. Accordingly, the results of operations of Condesa Pacific and
         its wholly owned subsidiary, Kaznickel, LLP., are included in the
         Company's consolidated results of operations for the three and six
         months ended June 30, 2005. We anticipate those results will include no
         revenue and a net loss in excess of $390,000.

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                               Bekem Metals, 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: August 15, 2005                           By: /s/ Marat Cherdabayev
                                                   -----------------------------
                                                   Marat Cherdabayev, President

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