FORM 12B-25

              U.S. SECURITIES AND EXCHANGE COMMISSION
                      Washington, D.C.  20549


                                        SEC File No.: 333-28177



                    NOTIFICATION OF LATE FILING

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


For Period Ended: December 31, 1998


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:  N/A


PART I - REGISTRANT INFORMATION


     Full Name of Registrant:  Frank's Express, Inc.



     Address of Principal Executive Office (Street and Number):
     12146 East Amherst Circle


     City, State and Zip Code: Aurora, Colorado 80014



<PAGE>
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 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  or  semi-annual report/portion thereof
          will be filed on or before the fifteenth  calendar  day following
          the  prescribed due date; or the subject quarterly report/portion
          thereof  will  be  files  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 the  form 10-KSB, 11-
K, 20-F, 10-QSB or N-SAR or portion thereof could not be filed  within  the
prescribed time period.

     The  auditors  have  only recently completed their audit procedures on
the Company. Because of delay  in  completing  these  audit procedures, the
Registrant does not have sufficient  time to meet filing  requirements  for
Form   10-KSB   and   to  complete  the  consolidated  financial/accounting
requirements by the due  date.  See  the Attached letter from the Company's
auditors.



PART IV - OTHER INFORMATION


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

          CHARLES BURTON   (303)        750-7439
             Name   (Area Code) (Telephone Number)
<PAGE>

     (2)  Have all 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 not, identify
          report(s).

                                        [X] Yes    [ ] No

     (3)  It  is  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.

     Frank's Express, Inc. has caused this notification to be signed on its
behalf by the undersigned thereunto duly authorized.


Date:  March 25, 1999
                              Frank's Express, Inc.



                              By:       ///SIGNED///              
                                       Charles Burton
                                        President

<PAGE>
                 STATEMENT OF INDEPENDENT AUDITORS

We are unable to furnish the required independent auditors' report  on  the
financial  statements of Frank's Express, Inc. as of and for the year ended
December 31,  1998, due to the fact that our audit procedures have not been
completed.


///Signed///
Janet Loss, CPA, P.C.
Denver, Colorado
March 25, 1999