U.S. SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                FORM      12B-25

                           NOTIFICATION OF LATE FILING

                         SEC FILE NUMBER:     333-102540

                          CUSIP NUMBER:     78117 10 2

                                  (Check One):

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

                     For the Period Ended:  January 31, 2004

                [   ]    Transition  Report  on  the  Form  10K-SB
                [   ]    Transition  Report  on  the  Form  20-F
                [   ]    Transition  Report  on  the  Form  11-K
                [   ]    Transition  Report  on  the  Form  10-QSB
                [   ]    Transition  Report  on  the  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:  Not  applicable

                         PART I - REGISTRANT INFORMATION
                         -------------------------------

Full Name of Registrant:                   RUBINCON  VENTURES  INC.

Address of Principal Executive
Office (Street and Number):                4761  Cove  Cliff  Road

City, State and Zip Code:                  North Vancouver, B.C. Canada, V7G 1H8

                        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-KSB, Form 20-F, 11-K or 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-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 the Form 10-KSB, 20-F, 11-K,
10-QSB  or  N-SAR or the transition report or portion thereof could not be filed
within  the  prescribed  period.

RUBINCON  VENTURES INC. (THE "COMPANY") IS NOT ABLE TO FILE ITS ANNUAL REPORT ON
FORM  10-KSB  FOR THE YEAR ENDED JANUARY 31, 2004 ON OR PRIOR TO APRIL 30, 2004,
BECAUSE  THE  COMPANY'S  FINANCIAL  INFORMATION  WAS  NOT  COMPILED AND REVIEWED
INTERNALLY  IN  A  TIME  FRAME  TO  PERMIT THE COMPANY'S INDEPENDENT AUDITORS TO
REVIEW  THE  FILING  ON  A  TIMELY  BASIS  WITHOUT REASONABLE EFFORT OR EXPENSE.

                           PART IV - OTHER INFORMATION
                           ---------------------------

(1)  Name  and  telephone  number  of  persons  to  contact in regard to this
     notification: Ted Reimchen - Tel: 604-929-0637.

(2)  Have  all other period 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 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.


                             RUBINCON VENTURES INC.
                             ----------------------
                (Name of Registrant as Specified in the Charter)

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

Date:  April  27,  2004               By     /s/  "Irene  Campany"
                                      --     ---------------------
                                              Irene  Campany
                               Chief  Financial  Officer and Secretary Treasurer