SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 12b-25

                           Notification of Late Filing

                                               Commission File Number: 0-26402

(Check one)

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

       For the period ended March 31, 2001

[ ] Transition Report on Form 10-K and Form I O-KSB
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11 -K
[ ] Transition Report on Form 10-Q and 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 notification relates: ____________________________

                                     PART I
                             REGISTRANT INFORMATION

Full name of registrant:            The American Energy Group, Ltd.

Former name if applicable:

Address of principal
executive office:                    9315 FM 1489

City, State and Zip Code:            Simonton, Texas 77476

                                       1



                                     PART II

                             RULE 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 appropriate box.)


        [ ] (a) The reasons described in 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
of Forms 10-K, 10-KSB, 20-F, 11-K or Form N-SAR, or portion thereof will be
filed on or before the 15th calendar day following the prescribed due date; or
the subject quarterly report or transition report on Form 10-Q, 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 Forms 10-K, 10-KSB,
11-K, 20-F, 10Q, 10-QSB, N-SAR or the transition report portion thereof could
not be filed within the prescribed time period. (Attach extra sheets if needed.)


        Key Officers and Management of the Company have been involved in
extensive planning and preparation efforts related to overseas drilling
operations and in recent Private Placement activity, and have been unable to
complete the Form 10-Q without unreasonable efforts.

                                       2



                                     PART IV

                                OTHER INFORMATION

         (1)    Name and telephone number of person to contact in regard to
this notification:
                  CHARLES VALCESCHINI      (281)         346-0414
                  -------------------------------------------------------
                  (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 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.

         EXPLANATION FOR FORM 12b25 PART IV ITEM (3):     Not Applicable.
         --------------------------------------------


Exhibit
None

                                       3



                         The American Energy Group, Ltd.
                  (Name of Registrant as Specified in Charter)

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

Date May 11, 2001                 By      Charles Valceschini
                                       ------------------------
                                               President







                                       4