SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 12b-25
                                                Commission File Number 333-29903

                           NOTIFICATION OF LATE FILING

     (Check One): /_/ Form 10-K   /_/ Form 11-K    /_/ Form 20-F   /X/ Form 10-Q
 /_/ Form N-SAR
         For Period Ended:  September 30, 2006
/_/ Transition Report on Form 10-K           /_/ Transition Report on Form 10-Q
/_/ Transition Report on Form 20-F           /_/ Transition Report on Form N-SAR
/_/ Transition Report on Form 11-K

     For the Transition Period Ended:

     Read attached  instruction  sheet 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  Sovereign Exploration Associates International, Inc.
Former name if applicable
N/A
Address of principal executive office (Street and number)
503 Washington Avenue, Suite 2D
City, state and zip code
Newtown, Pennsylvania  18940

                                     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.)

          (a)  The reasons  described in  reasonable  detail in Part III of this
               form  could  not be  eliminated  without  unreasonable  effort or
               expense;

          (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 15th  calendar day  following  the
/X/            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

          (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,  11-K,  20-F,
10-Q,  N-SAR,  or the  transition  report or portion  thereof could not be filed
within the prescribed time period. (Attach extra sheets if needed.)

The  registrant  could not timely  complete  its  Quarterly  Report on Form 10-Q
without  unreasonable  effort or expense because of its recent withdrawal of its
election to be treated as a business  development  company under the  Investment
Company  Act of  1940  and  the  related  changes  to  its  required  method  of
accounting.  The registrant  expects to file its Form 10-Q within the 5 calendar
day period prescribed by Rule 12b-25.

                                     PART IV
                                OTHER INFORMATION

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

         Robert D. Baca                 (215)            968-0200
                  (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?

                                                               /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.

The registrant's  financial statements for the quarter ended September 30, 2005,
were prepared using the method of accounting applicable to investment companies,
while its financial  statements  for the quarter ended  September 30, 2006,  are
being prepared using the method of accounting applicable to operating companies.
Hence,  the  registrant's  financial  statements  for  the two  periods  are not
comparable. The registrant reported a net loss of $107,623 for the quarter ended
September  30, 2005. It expects to report a net loss of $249,237 for the quarter
ended September 30, 2006.


              SOVEREIGN EXPLORATION ASSOCIATES INTERNATIONAL, INC.

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





Date November 15, 2006                By /s/Robert D. Baca
                                               Robert D. Baca
                                               President and Chief Executive
                                               Officer