UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING
                                                          SEC File No. 33-2310-D
                                                        CUSIP Number 92658Y 20 6
(Check One):
[ ]Form 10-KSB   [ ]Form 20-F   [ ]Form 11-K   [ ]Form 10-QSB   [ ] Form N-SAR

                  For Period Ended: January 31, 2005

            [ ]   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: ____________

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 - REGISTRATION INFORMATION

Full Name of Registrant:  Videolocity International, Inc.

Former Name if Applicable:

Address of Principal Executive Office
(Street and Number):                      1762 A Prospector Avenue
City, State and Zip Code:                 Park City, Utah 84060


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)

    [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-KSB,  Form 20-F,  11-K or Form  N-SAR,  or
                   portion  thereof,  will be filed on or before  the  fifteenth
                   calendar  following the  prescribed  due date; or the subject
                   quarterly  report or  transition  report on Form  10-QSB,  or
                   portion  thereof  will be filed on the 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-KSB, 20-F, 11-K,
10-QSB, N-SAR, or the transition report or portion thereof, could not be filed
within the prescribed time period.

The registrant has completed its financial statements and accompanying
information to be included in its report on Form 10-QSB for the three month
period ended January 31, 2005. However, the registrant's independent auditors
have not completed their review in order for the registrant to make a timely
filing of the report. The registrant anticipates that it will file the report
within the prescribed extension period.

PART IV - OTHER INFORMATION

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

                  Leonard E. Neilson            (801)              733-0800
               -----------------------       -----------      ------------------
                           (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 answer is not, identify reports(s). Yes [X] 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 [ ] No [X]

          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.

                         VIDEOLOCITY INTERNATIONAL, 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:   March 17, 2005           By:      /S/      CORTNEY TAYLOR
                                    --------------------------------------------
                                                   Cortney Taylor
                                                   Chief Financial Officer

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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