SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 12b-25


                         Commission File Number 0-25660

                           NOTIFICATION OF LATE FILING

(Check One):[] Form 10-K [] Form 11-K [] Form 20-F [X]Form 10-QSB [] Form N-SAR

For Period Ended:                   February 28, 1999

         [ ] Transition Report on Form 10-K  [ ]Transition Report on Form 10-Q
         [ ] Transition Report on Form 10-F  [ ]Transition Report on Form N-SAR
         [ ] Transition Report on Form 11-K

For the Transition Period Ended: ______________________________________________

         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:            Halstead Energy Corp.

Former name if applicable:

Address of principal executive office (Street and number):  33 Hubbells Drive

City, State and Zip Code:    Mt. Kisco, New York 10549


                        Part II. Rule 12b-25 (b) and (c)

         If the subject report could not be filed without  reasonable  effort or
expense  and  the  registrant  seeks  relief  pursuant  to Rule  12b-25(b),  the
following should be completed. (Check appropriate box).

[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,  20-F,  11-K or Form N-SAR, or portion thereof will be filed
         on or before the 15th calendar day following the  prescribed  due date;
         or the subject quarterly report or transition report on Form 10-QSB, 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 Form 10-K,  11-K,  20-F,
10-QSB, N-SAR or the transition report portion thereof could not be filed within
the prescribed time period. (Attach extra sheets if needed).

     Registrant  represents  that the Form 10-QSB for the fiscal  quarter  ended
February  28,  1999  could  not be filed on a  timely  basis as a result  of the
following:  On March 22,  1999,  Infinity  Investors  Limited,  a  creditor  and
shareholder of Halstead Energy Corp., filed a Motion for Ex Parte Appointment of
Receiver against Halstead Energy Corp., et al with the Second Judicial  District
Court of the  State of  Nevada.  The  motion  was  granted  on March  23,  1999.
Thereafter,  the Receiver commenced exercising  possession,  custody and control
over not only the Registrant's property, but also the property of Halstead Quinn
Propane, Inc. ("HQ"), a wholly-owned operating subsidiary of the Registrant.  On
March  26,1999,  HQ was  granted a temporary  restraining  order  enjoining  and
restraining  the Receiver from  exercising  possession,  custody or control over
HQ's  property,  its  business  and  its  operations  (reference  is made to the
Registrant's  Form 8-K filed on April 12, 1999).  As a result of the  foregoing,
the Registrant has been delayed in preparing the subject Form 10-QSB on a timely
basis.
       
                           Part IV. Other Information

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

        Claire E. Tarricone                    (914) 666-3200 Ext. 117
_______________________________________________________________________________
           (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).

                                               [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.
                                               [ ]  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.


                                    Halstead Energy Corp.
                              (Name of registrant as specified in charter)

Has  caused  this  notification  to be signed on its  behalf by the  undersigned
thereunto duly authorized.



Date     April 15, 1999                              By
                                                     Name:   Claire E. Tarricone
                                                     Title:     President