UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25
NOTIFICATION OF LATE FILING
001-15647
SEC File Number
869372L 702
CUSIP Number
[ ] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K
[X] Form 10-Q and Form 10-QSB [ ] Form N-SAR
For Period Ended........................................... September 30, 2005
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[ ] 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.............................................
[ 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.
If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates: Not Applicable
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PART I -- REGISTRANT INFORMATION
PACEL CORPORATION
Full Name of Registrant
Former Name if Applicable
7621 Little Ave., Suite 101
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Addresses of Principal Executive Office
Charlotte, NC 28226
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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;
[X] (b) The subject annual report, semi-annual report, transition
report on Form 10-K, Form 20-F, 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 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.
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PART III -- NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 10-KSB, 20-F, 11-K,
10-Q, N-SAR or the transition report or portion thereof, could not be filed in
the prescribed time period.
The independent auditors of Pacel Corporation have not been able to
complete their peer review of the Form 10-QSB Report.
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
GARY MUSSELMAN (704) 643-0676
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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 report(s) been
filed? If the 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 of portion thereof?
Yes [ ] No [ X ]
If so, attach an explanation of the anticipated change, both
narratively and quantatively, and, if appropriate, state the reasons
why a reasonable estimate of the results cannot be made.
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PACEL CORPORATION
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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: November 15, 2005 By: /s/ GARY MUSSELMAN
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Name: Gary Musselman
Title: President