UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 12b-25
                                   -----------

                           NOTIFICATION OF LATE FILING

                       Commission File Number:  000-31949


(Check One):   [X] Form 10-K    [_] Form 20-F    [_] Form 11-K    [ ] Form 10-Q
               [_] Form N-SAR
               For Period Ended:  June 30 2003

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

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:  Innofone.com Inc

Former name if applicable:

Address of principal executive office (Street and number):

          3470 Olney Laytonsville Rd., #118

City, state and zip code:  Olney, Maryland  20832



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

          We were not able to complete the  required  financial  statements  for
     this period on a timely basis. We expect to file the required report within
     the allotted extension.



PART IV -- OTHER INFORMATION
----------------------------

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

       Frederic Richardson                 (301)              774-8294
     ------------------------------------------------------------------------
             (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.



                                Innofone.com Inc.
                                -----------------
                  (Name of Registrant as Specified in Charter)


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



Date:  September 26, 2003             By:  /s/ Frederic Richardson
     --------------------                ------------------------------
                                         Frederic Richardson, President










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

Intentional  misstatements  or omissions  of fact  constitute  Federal  Criminal
Violations (See 18 U.S.C.1001).


                              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 be 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 the
registrant 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.
5.   Electronic Filers.  This form shall not be used by electronic filers unable
to timely file a report solely due to electronic difficulties.  Filers unable to
submit a report  within  the  time  period  prescribed  due to  difficulties  in
electronic  filing  should comply with either Rule 201 or Rule 202 of Regulation
S-T  (Section  232.201  or  Section  232.202  of this  chapter)  or apply for an
adjustment  in filing date  pursuant to Rule 13(b) of  Regulation  S-T  (Section
232.13(b) of this Chapter).