UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 12b-25
 
NOTIFICATION OF LATE FILING
SEC FILE NUMBER:
000-54521
CUSIP NUMBER:
0264 0K107

(Check One):
[X] Form 10-K  [ ] Form 20-F  [ ] Form 11-K  [ ] Form 10-Q [ ] Form 10-D  [ ] Form N-SAR  [ ] Form N-CSR
 
 
       For Period Ended:
 June 30, 2015
  
 
 
[  ] 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:
    

If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates:
 

Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

PART I - REGISTRANT INFORMATION
 
AMERICAN GRAPHITE TECHNOLOGIES INC.
Full Name of Registrant
 
 
Former Name if Applicable
 
3651 Lindell Road, Suite D#422
Address of Principal Executive Office (Street and Number)
 
Las Vegas, NV 89103
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)
 
[X]
(a)
The reason 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 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 of transition report on Form 10-Q 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
 
State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.
 
The Form 10-K for the fiscal year ended June 30, 2015 will not be submitted by the deadline due to a situation where the workload exceeds available personnel.  Certain events and activities during and subsequent to the end of the reporting period required the reallocation of time normally used for the preparation of the report.  The Registrant’s independent auditors will not be able to complete their review of the financial statements prior to September 28, 2015.
 

 
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PART IV – OTHER INFORMATION
  
   
 
(1)
Name and telephone number of person to contact in regard to this notification
  
   
   
Con Evan Anast
  
 (702)
  
 473-8227
    
   
(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 answer is no, identify report(s).
 
   
Yes [X]  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? 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.
 
   
Yes [X]  No [  ]
Operating and other expenses for the fiscal year ended June 30, 2015 are expected to show a decrease of $493,109 over the fiscal year ended June 30, 2014, predominantly due to a change in the fair value of warranty liabilities of $19,845 (2015) as compared to $168,921 in fiscal 2014.  Additionally the Company expects to report decreased office and general expenses of $31,317 (2015) as compared to $121,556 (2014), decreased management fees of $93,750 (2015) as compared to $122,900 (2014), and a slight decrease to consulting and professional fees as the Company is evaluating its operations in the mineral sector.  
 
 
 
AMERICAN GRAPHITE TECHNOLOGIES INC.
  
 
Name of Registrant as Specified in Charter
  
 
has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
Date:
September 28, 2015
  
By:
/s/ Con Evan Anast
     
Name:
Con Evan Anast
     
Title:
President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer and Director

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


 
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