SEC File Number: 001-16653
                      CUSIP Number: 030910 20 2


                            UNITED STATES

                SECURITIES AND EXCHANGE COMMISSION
                    WASHINGTON, D.C.  20549

                            FORM 12b-25

                   NOTIFICATION OF LATE FILING

                          (Check One)

   [ ] Form 10-K and Form 10-KSB  [ ] Form 20-F  [ ] Form 11-K
          [X] Form 10-Q and Form 10-KSB   [ ] Form N-SAR
               For Period Ended:  September 30, 2005 

               [ ] 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:  N/A 

     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: Empire Petroleum Corporation

     Former name if applicable: N/A

     Address of Principal Executive Office 
     (Street and Number): 8801 S. Yale, Suite 120
                          Tulsa, OK  74137-3575

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)

   	(a)	The reason 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, Form 11-K, Form N-SAR or Form
            N-CSR, or portion thereof, will be filed on or before the
            fifteenth calendar day following the prescribed due date; or the
            subject quarterly report or transition report on Form 10-Q or
            subject distribution report on Form 10-D, 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, N-CSR or the transition report or portion thereof, could not be
filed within the prescribed period.

     Due to its limited number of employees, the Registrant has been unable
to complete and file its Quarterly Report on Form 10-QSB for the quarter ended
September 30, 2005 by the filing deadline of November 14, 2005.
	
Part IV - Other Information

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

     Albert E. Whitehead         918              488-8068
           (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
     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.



	              EMPIRE PETROLEUM CORPORATION        
            (Name of Registrant as specified in charter)

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



Date: November 14, 2005          By: /s/ Albert E. Whitehead
                                 President and Chief Executive
                                 Officer