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                       UNITED STATES                        OMB APPROVAL
           SECURITIES AND EXCHANGE COMMISSION      -----------------------------
                   Washington, D.C. 20549          OMB Number:         3235-0058
                                                   Expires:     January 31, 2002
                                                   Estimated average burden
                          FORM 12b-25              hours per response ..... 2.50
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                NOTIFICATION OF LATE FILING               SEC FILE NUMBER
                                                             333-49388
(Check One):                                       -----------------------------
                                                   -----------------------------
 | | Form 10-K and Form 10-KSB |_| Form 20-F |_|
     Form 11-K |X| Form 10-Q and Form 10-QSB                 CUSIP NUMBER
 |_| Form N-SAR                                               45069W 10 2
     For Period Ended: MARCH 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.

      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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Full Name of Registrant

I-TRACK, INC.
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Former Name if Applicable


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Address of Principal Executive Office (Street and Number)

3031 Commerce Drive, Unit B
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City, State and Zip Code

Fort Gratiot, MI  48059
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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;
        |
  |X|   | (b) The subject annual report,  semi-annual report,  transition report
        |     on Form  10-K,  Form  20-F,  Form 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 Form 10-K and 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 period.

The  registrant is  compiling the documents necessary  to complete the financial
statements.





                                                 (Attach Extra Sheets if Needed)
                                                                 SEC 1344 (6/94)






PART IV--OTHER INFORMATION

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

     Fay M. Matsukage             303                        777-3737
         (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

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(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  net profit for the three  months ending  March 31, 2002  is expected to  be
$6,931 as compared to a net loss of $69 for  the three  months  ended  March 31,
2001.

================================================================================

                               i-Track, Inc.
                  (Name of Registrant as Specified in Charter)

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


Date  May 15, 2001                  By:    /s/ Peter Fisher
                                       -----------------------------------
                                       Peter Fisher, Secretary


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).
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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 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 the 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 (ss.232.201 or ss.232.202 of this chapter) or apply for an
    adjustment in filing date pursuant to Rule 13(b) of Regulation S-T
    (ss.232.13(b) of this chapter).