U.S. SECURITIES AND EXCHANGE COMMISSION
       
                            WASHINGTON, D. C.  20549
                                       
                                  FORM 12b-25
       
                          NOTIFICATION OF LATE FILING


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

For the Period Ended January 31, 1998.

     [ ] 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 ________________

          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
                                       
Full Name of Registrant: ARXA International Energy, INC.

Address of Principal          110 Cypress Station Drive, Suite 280
Executive Office:             Houston, Texas  77090


                    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) 
[Section 23,047], 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 reasonable effort or expense;
     
     [ ]  (b)  (i) The subject annual report, semi-annual report, 
transition report on Form 10-K, Form 20F, 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

     [X]       (ii) 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.

     [ ]  (c)  The accountant's statement or other exhibit required by Rule 
12b-25(c) has been attached if applicable.



                             PART III - NARRATIVE

       The Company yesterday, March 12, 1998, filed its 10-KSB for the 
transition period ended October 31, 1997 with the SEC.  Accordingly, this has 
delayed the Company's preparation of financial statements and related Form 
10-QSB for the quarter ended January 31, 1998.  Management believes that the 
Form 10-QSB will be completed after March 15, 1998, but before March 20, 1998.
                                       

                        PART IV - OTHER INFORMATION

          (1)  Name and address of person to contact in regard to this 
notification:

               Dennis P. McGrath, Controller
               110 Cypress Station Drive, Suite 280
               Houston, TX 77090
               Telephone:  (281) 444-1088, x12

          (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

          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.

          ARXA INTERNATIONAL ENERGY, INC. has caused this notification to be 
signed on its behalf by the undersigned hereunto duly authorized. 

Date:  3/13/98                          /s/ L. Craig Ford
     ------------                       --------------------------
                                        L. Craig Ford, President