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                  UNITED STATES                         OMB APPROVAL OMB
           SECURITIES AND EXCHANGE COMMISSION           Number: 3235-0058
              WASHINGTON, D.C. 20549                    Expires: May 31,1997
                                                         Estimated average
                 FORM 12b-25                             burden hours per
                                                         response ... 2.50
         NOTIFICATION OF LATE FILING
                                                         SEC FILE NUMBER

                                                         CUSIP NUMBER
Check One:
      [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form N-SAR

                 For Period Ending:  February 28,1999

                 [ ] 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:

PART I-REGISTRANT INFORMATION

Full Name of Registrant -              GAMOGEN, INC.


Former Name if Applicable -    N/A


Address of Principal Executive Office
(Street and Number) -                  24 CARPENTER ROAD

City, State and Zip Code -             CHESTER, NY 10918


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, 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.

PART III - NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K,10-Q
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period.

     10-KSB CANNOT BE FILED WITHOUT UNREASONABLE EFFORT OR EXPENSE

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PART IV - OTHER INFORMATION
    (1) Name and telephone number of person to contact in regard to this
        notification

NORMAN RATHFELDER                       914             469-2042
-----------------------------------   ------------     -------------------
(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).                 [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.

EXPLANATION (3) above:  Net income of $ 7,500 for the current year
                        versus net income of $ 234,128 in the
                        the previous year.
==============================================================================
                            GAMOGEN, 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: May 24, 1999                     By /s/ Norman E. Rathfelder
                                           Title:  Chief Financial Officer

 INSTRUCTION: The form may be signed by an executive officer of the
 registrant or by any other duly authorized representative. The name and
 title of the person signing the form shall be typed or printed beneath the
 signature. If the statement is signed on behalf of the registrant by an
 authorized representative (other than an executive officer), evidence of
 the representative's authority to sign on behalf of the registrant shall be
 filed with the form.

                             ATTENTION

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

GENERAL INSTRUCTIONS
1. This form is required by Rule 12b-/t (17 CFR 240.12b-25) of the General
Rules and Regulations under the Securities Exchange Act of 1934.
2. One signed original and four conformed copies of this form and amendments
thereto must be completed and filed with the Securities and Exchange
Commission, Washington, D.C. 20549, in accordance with Rule 0-3 of
the General Rules and Regulations under the Act. The information contained
in or filed with the form will be made a matter of public record in the
Commission files.
3. A manually signed copy of the form and amendments thereto shall be filed
with each national securities exchange on which any class of securities of
the registrant is registered.
4. Amendments to the notifications must also be filed on form 12b-25 but
need not restate information that has been correctly furnished. The form
shall be clearly identified as an amended notification.
5. Electronic Filers. This form shall not be used by electronic filers
unable to timely file a report solely due to electronic difficulties.
Filers unable to submit a report within the time period prescribed due to
difficulties in electronic filing should comply with either Rule 201 or
Rule 202 of Regulation S-T (232.201 or 232.202 of this chapter) or apply for
an adjustment in filing date pursuant to Rule 13(b) of Regulation S-T (232.13(b)
of this chapter).

(Attach Extra Sheets if Needed)
SEC 1344 (6/94)