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                                 UNITED STATES                   SEC File Number
                      SECURITIES AND EXCHANGE COMMISSION               000-28876
                             WASHINGTON, D.C. 20549
                                                                    Cusip Number
                                                                       163527203
                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

(Check one) _X_ Form 10-KSB __ Form 20-F __ Form 11-K __ Form 10-Q __ Form N-SAR

                  For period Ended:  June 30, 1999
                  [ ]      Transition Report on Form 10-KSB
                  [ ]      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 ATTACHED INSTRUCTION SHEET 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

Chem International, Inc.
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Full Name of Registrant

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Former Name if Applicable

201 Route 22
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Address of Principal Executive Office (STREET AND NUMBER)

Hillside, New Jersey  07205
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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  reasonable  effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following should
be completed. (Check appropriate box)

_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,  Form  10-KSB,
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 Company's  preparation of its financial  statements for the fiscal year
ended June 30, 1999, and the audit thereof, took longer than anticipated due, in
part, to the Company's  change in independent  auditors in May 1999 and problems
with  internal  computer  software  programs.  Although  the  Company has worked
diligently on preparing  said  financial  statements and other items of the Form
10-KSB,  an  additional  time of one day or two  days is  required  in  order to
complete said  financial  statements,  the audit thereof,  and other items.  The
Company expects to file its Form 10-KSB no later than September 30, 1999.

PART IV - OTHER INFORMATION

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

     Eric Friedman                          973   926-0816
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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

(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.

                         See Schedule A attached hereto

                            Chem International, Inc.
                  (Name of Registrant as Specified in Charter)

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

Date  September 29, 1999   By /s/ ERIC FRIEDMAN
                              --------------------------------------------------
                                      ERIC FRIEDMAN, Chief Financial Officer

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 persons
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.

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

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                                   SCHEDULE A

     The Company's results of operations for the fiscal year ended June 30, 1999
are  expected to change  significantly  from the results of  operations  for the
prior period.

     The  Company  expects a net loss for the fiscal year ended June 30, 1999 of
approximately  $2,628,433,  or $(.51) per share,  as  compared  to a net loss of
$97,438,  or $(.02) per share for the  fiscal  year  ended  June 30,  1998.  The
increase in the loss is due  primarily to a decrease in sales,  together  with a
decrease in gross margin as a result of a less profitable  product mix and fixed
overhead and manufacturing expenses.


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