EPHONE TELECOM INC
NT 10-K, 2000-03-30
BUSINESS SERVICES, NEC
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                UNITED STATES SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

                                        Commission File Number 333-[          ]

(Check one)
   [ X ]  Form 10-K and Form 10-KSB             [   ]  Form 11-K
   [   ]  Form 20-F           [   ]  Form 10-Q and Form 10-QSB       Form N-SAR

             For period ended:  December 31, 1999
                                -----------------

   [   ]  Transition Report on Form 10-K and Form 10-KSB
   [   ]  Transition Report on Form 20-F
   [   ]  Transition Report on Form N-SAR
   For the transition period ended:_____________________________________

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:                      ePhone Telecom, Inc.

Former Name if Applicable:                    N/A

Address of principal executive                355 Burrard Street, Suite 1000
office (Street and Number):                   Vancouver, B.C.
                                              Canada V6C2G8


<PAGE>



================================================================================
                                     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)

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

             Timely filing of the registrants'  Form 10-K was precluded  because
             the accountant and auditor  employed by ePhone  Telecom,  Inc. (the
             "Company") fell ill and was unable to complete the Company's annual
             audit for 1999 in a timely manner. The Company became aware of this
             fact at a late  date.  Thus,  in order for the  annual  audit to be
             successfully and accurately conducted,  the Company was required to
             hire a new auditor and  familiarize  such  accounting firm with the
             Company's financial records.


<PAGE>



================================================================================
                                     PART IV
                                OTHER INFORMATION
================================================================================

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

                                      Name: John G. Fraser
            Area code and telephone number: (416) 977-8714

(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
registrants  were 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 can not be made.

                              ePhone Telecom, Inc.
                  --------------------------------------------
                  (Name Of Registrant As Specified In Charter)

have caused this  notification  to be signed on their behalf by the  undersigned
thereunto duly authorized.

                                           Date   March 30, 2000

                                           By   /s/   John G. Fraser
                                                --------------------------
                                                Executive Vice President
                                                ePhone Telecom, Inc.





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