SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 12B-25
                                   -----------

                           NOTIFICATION OF LATE FILING

                                              Commission File Number
                                                                      ------
  (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, 2002
                 ------------------

[ ]  Transition Report on Form 10-K     [ ]   Transition Report on Form 10-Q
     and Form 10-KSB                          and Form 10-QSB
[ ]  Transition Report on Form 20-F     [ ]  Transition Report on Form N-SAR
[ ]  Transition Report on Form 11-K

For the Transition Period ended
                                 ----------------------------------------------

     Read Instruction (on back page) 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:
                                                        -----------------------

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                                     PART I.
                             REGISTRANT INFORMATION


Full name of registrant:  VHS NETWORK, INC.
                          -----------------------------------------------------


Former name if applicable:
                          -----------------------------------------------------


305 - 1400 Dixie Road
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Address of principal executive office (Street and number)

Mississauga, Ontario, Canada L4W 1E3
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City, state and zip code


                                    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, semi-annual report, transition report on
         Form 10-K, 10-KSB, 20-F, 11-K or Form N-SAR, or portion thereof will be
         filed on or before the 15th 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 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.)

The Form  10-QSB  could not be filed  within  the  prescribed  time  because  of
additional  time  required  by the  Registrant's  management  to obtain  certain
information  to be included in such Form  10-KSB.  As a result of the  foregoing
situation,  the  Registrant  could not file its Annual Report on Form 10-KSB for
the year ended  December  31, 2002 on the filing due date  without  unreasonable
effort or  incurring  unreasonable  expense.  The  Company  intends  to file the
prescribed report within the allowed extension period.

                                    PART IV.
                                OTHER INFORMATION

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

Elwin D. Cathcart, Chief Executive Officer      (905) 238-9398
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(Name)                                          (Area Code) (Telephone Number)

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     (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  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?

                                                          [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.


                      VHS NETWORK, 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      03/20/03        By  /s/ Elwin D. Cathcart
    --------------------   ----------------------------------------------------
                                  Elwin D. Cathcart
                                  Chief Executive Officer

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          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,  DC 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 (Section  232.201 or Section 232.02 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).





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