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

                                  FORM 12b-25

                          NOTIFICATION OF LATE FILING
                                                                    OMB APPROVAL

                                                           OMB Number: 3235-0058
                                                          Expires: June 30, 1994
                                                        Estimated average burden
                                                         hours per response 2.50

                                                                 SEC FILE NUMBER
                                                                 00 -  14069

                                                                    CUSIP NUMBER
                                                                       890537301

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


For  Period  Ended: June  30,  2002

[   ]     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:______________________________

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  Read Instruction (on back page) 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.
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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

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Full  Name  of  Registrant
The Topaz Group, Inc.
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Former  Name  if  Applicable
N/A

126/1 Krungthonburi Road, Banglampoo Lang, Klongsarn
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Address  of  Principal  Executive  Office  (Street  and  Number)

Bangkok 10600 Thailand
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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)

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

Indicate  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 within
the  prescribed  time  period.  (Attach  Extra  Sheets  if  Needed)

Due  to  the  Registrant's small accounting staff, the financial statements were
unable  to  be  completed  within  the  prescribed  time  period.

PART  IV  -  OTHER  INFORMATION

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

           Mitchell S. Nussbaum               212             407-4159
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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 reports) been filed? If answer is
     no,  identify  report(s).                                [X]  Yes   [ ]  No
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(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.


                              The Topaz 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  August  14,  2002           By  /s/  Terrance C. Cuff

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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                                      ATTENTION

Intentional  misstatements  or  omissions  of  fact  constitute Federal Criminal
Violations  (See  18  U.S.C.  1001).
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                              GENERAL INSTRUCTIONS

1.   This  form  is  required  by Rule 12b-25 (17 CFR 240.12b-25) of the General
     Rules  and  Regulations  under  the  Securities  Exchange  Act  of  1934.

2.   One  signed  original and four conformed copies of this form and amendments
     thereto  must  be  completed  and  filed  with  the Securities and Exchange
     Commission,  Washington,  D.C.  20549,  in  accordance with Rule 0-3 of the
     General  Rules  and Regulations under the Act. The information contained in
     or  filed  with  the  form  will  be  made a matter of public record in the
     Commission  files.

3.   A  manually  signed  copy of the form and amendments thereto shall be filed
     with  each national securities exchange on which any class of securities of
     the  registrant  is  registered.

4.   Amendments  to the notifications must also be filed on form 12b-25 but need
     not  restate  information that has been correctly furnished. The form shall
     be  clearly  identified  as  an  amended  notification.