UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File Number: 000-51388
[ ] Form 10-KSB [ ] Form 20-F [ ] Form 11-K [X] Form 10-QSB [ ] Form 10-D [ ]
Form N-SAR [ ] Form N-CSR
For the Period Ended: August 31, 2006
[ ] Transition Report on Form 10-KSB
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-QSB
[ ] Transition Report on 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:
PART I
REGISTRANT INFORMATION
Arch Management Services Inc.
Full Name of Registrant
N/A
Former Name, if Applicable
6600, Trans-Canada
Suite 519
Pointe-Claire, Quebec H9R 4S2
Canada
Address of Principal Executive Office (Street and Number)
PART II
RULES 12b-25 (b) AND (c)
If the subject report could not be filed without reasonable 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, Form 11-K, Form N-SAR or Form N-CSR, 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 subject distribution report on Form 10-D, 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
On September 1, 2006, Arch Management Services Inc. (the "Company") and Gallant
Energy International Inc. ("Gallant") entered into a Purchase Agreement,
pursuant to which Gallant sold the Company its interest in a joint venture (the
"Venture") it formed with certain Chinese entities to develop facilities for the
production of ethanol fuel in the People's Republic of China, as reported on a
Form 8-K filed with the U.S. Securities and Exchange Commission on September 18,
2006.
The complexities of integrating the Venture's operations into the Company has
caused the Company to experience delays in the preparation of its Report on Form
10-QSB. The Company intends to file the Form 10-QSB in a timely manner within
the extension time period provided under Rule 12(b)(25) promulgated under the
Securities Exchange Act of 1934, as amended.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
Gilles Simard: (450) 677-7255
(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
Arch Management Services Inc.
(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned,
thereunto duly authorized.
By: /s/ Gilles Simard, C.A.
----------------------------------
Name: Gilles Simard, C.A.
Title: Chief Financial Officer
Dated: October 16, 2006
ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001).