Washington, D.C. 20549

                                   Form 12b-25

                           NOTIFICATION OF LATE FILING

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

                     For the Period Ended December 31, 2005

                        Commission file number: 000-50218

                               Bekem Metals, Inc.
                             Full Name of Registrant

                            875 Donner Way, Unit 705
           Address of Principle Executive Offices (street and number)

                           Salt Lake City, Utah 84108
                            City, State and Zip Code

Part II - Rules 12b-25 (b) and (c)

         If the subject could be filed without unreasonable effort or expense
and the Registrant seeks relief pursuant to Rule 12b-25 (b), the following
should be completed. (Check if appropriate).

[X]      (a)      The reasons described in reasonable detail in Part III of this
                  form could not be eliminated without unreasonable effort of

[X]      (b)      The subject annual report, semi-annual report, transition
                  report on Form 10-K, Form 20-F, Form 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 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; and

[X]      (c)      The accountant's statements 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 Form 10-K, 10-KSB,
         20-F, 11-K, 10-Q, 10-QSB, N-SAR, or the transition report or portion
         thereof, could not be filed within the prescribed time period.

         The annual report of the registrant on Form 10-KSB could not be filed
         because management requires additional time to compile and verify the
         data required to be included in the report. The report will be filed
         within fifteen calendar days of the date the original report was due.

Part IV - Other Information

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

         Marat Cherdabayev                  (801)                  582-1881
         Name                             Area Code            Telephone Number

(2)      Have all other reports required under Section 13 or 15 (b) of the
         Securities and Exchange Act of 1934 or Section 30 or the Investments
         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.

                  As disclosed in our 8-K filing on October 28, 2005, we entered
         into an Acquisition Agreement whereby we acquired Kazakh Metals, Inc.,
         and its wholly owned operating subsidiary Kyzyl Kain Mamyt, LLP. in
         exchange for the issuance of 61,200,000 shares of our common stock.
         This transaction did not result in a change in control of Bekem Metals.
         Accordingly, the results of operations of Kazakh Metals, Inc., and its
         wholly owned subsidiary Kyzyl Kain Mamyt, LLP., are included in our
         consolidated results of operations for the year ended December 31,
         2005. We anticipate those results will include approximately $150,000
         in revenue, general and administrative expense of approximately
         $2,200,000 and a net loss of approximately $2,600,000. By comparison,
         during the year ended December 31, 2004, the Company generated no
         revenue, incurred general and administrative expenses of $214,305 and
         realized a net loss of $214,511.

                               Bekem Metals, 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: April 3, 2006                             By:  /s/ Marat Cherdabayev
                                                   Marat Cherdabayev, President