UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION

                           WASHINGTON, D.C. 20549

                                FORM 12B-25

                        NOTIFICATION OF LATE FILING

                    Commission File Numbers: 000-28179
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(Check One):   [X] Form 10-K and Form 10-KSB [ ]Form 20-F [ ]Form 11-K
               [ ] Form 10-Q and Form 10-QSB [ ] Form N-SAR

                    For Period Ended: December 31, 2002

     [ ] 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: ------------------

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Read Attached Instruction Sheet Before Preparing Form. Please Print or
Type.

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    NOTHING IN THIS FORM SHALL BE CONSTRUED TO IMPLY THAT THE COMMISSION
               HAS VERIFIED ANY INFORMATION CONTAINED HEREIN.

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   If the notification  relates to a portion of the filing checked above,
          identify the Item(s) to which the notification relates:

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                      PART I -- REGISTRANT INFORMATION
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                                ICONET, INC.
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                          Full Name of Registrant

                                    N/A
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                         Former Name if Applicable

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         Address of Principal Executive Office (Street and Number)

               8 Gaucho Dr. Rolling Hills Estates, Ca. 90274
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                          City, State and Zip Code





                    PART II -- RULES 12b-25 (b) and (c)

If the subject report could not be filed without unreasonable effort or
expense and Iconet, Inc., 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 From 10-K, 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 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 the Form 10-K and Form
10-KSB, 20-F,  11-K, 10-Q and Form 10-QSB,  N-SAR,  or the transition
report or portion thereof,  could not be filed within the  prescribed  time
period.  (ATTACH EXTRA SHEETS IF NEEDED)

Iconet, Inc. has been unable to complete the preparation of its financial
statements due to delays in gathering information required to complete the
preparation of the financial statements.

                        PART IV -- OTHER INFORMATION

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

     Randy Miller                  416            358-0100
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     (Name)                   (Area Code)         Telephone Number)

(2)  Have all other periodic  reports  required under Section 13 or 15(d)
     of the Securities and 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 Iconet, Inc.  was required to file such
     reports been filed?  If answer is no, identify report(s).

     [X] Yes   [ ] No

(3)  Is it anticipated that any significant change in results or 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 separate, state the reasons why a reasonable
estimate of the results cannot be made.



                                ICONET, INC.
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                (Name of Registrant as Specified in Charter)

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

     Date: March 27, 2003          By: /s/ Randy Miller
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                                        Randy Miller, President

INSTRUCTION: The form may be signed by an executive officer of Iconet, Inc.
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 Iconet, Inc. by an
authorized  representative (other than an executive officer), evidence of
the representative's authority to sign on behalf of Iconet, Inc. shall be
filed with the form.

                                 ATTENTION

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     INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL
                  CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001)
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                            GENERAL INSTRUCTIONS

1.   This form is required by Rule 12b-25 (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 have been 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 Iconet, Inc. 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.