LZEN Lizhan Environmental Corp. - Ordinary Shares (MM)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 12b-25

NOTIFICATION OF LATE FILING

(Check One):        [     ]  Form 10-K       [ ü ]  Form 20-F      [     ]  Form 11-K      [     ]  Form 10-Q     [     ]  Form 10-D

                                [     ]  Form N-SAR    [     ]  Form N-CSR              

For Period Ended: September 30, 2011

[    ]            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: 

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

LIZHAN ENVIRONMENTAL CORPORATION                                                                                                                         

Full Name of Registrant

No. 716, Qifu Road, Wutong Street, Tongxiang                                                                                                                           

Address of Principal Executive Office (Street and Number)

Zhejiang Province, 314500, People’s Republic of China                                                                                                           

City, State and Zip Code

PART II – RULE 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.)

PART III – NARRATIVE

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

(Attach extra Sheets if Needed.)

Due to unanticipated delays, the required accountant review could not be completed within the anticipated time period without unreasonable expense and effort . The Registrant expects to file within the extension period.

PART IV – OTHER INFORMATION

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

Jianfeng Liu                                                                                          (86) 573-88986299                                           

(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).

[ ü ]  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?

[ ü ]  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.

The registrant expects to report net income of $1.6 million for the year ended September 30, 2011 compared to $8.2 million for the year ended September 30, 2010. The registrant also expects to report net sales of $36.3 million compared to $46.3 million, and gross profit of $6.7 million compared to $11.3 million for the years ended September 30, 2011 and 2010, respectively.

LIZHAN ENVIRONMENTAL CORPORATION

(Name of Registrant as Specified in Charter)

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

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