U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 12b-25

                        Commission File Number: 000-26952

                           NOTIFICATION OF LATE FILING

                                  (Check One):


[X]Form 10-K [ ]Form 20-F [ ]Form 11-K [ ]Form 10-Q [ ]Form N-SAR
For Period Ended: January 31, 2001
                 ------------------
[ ] 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:       N/A
                                                         -------------

Part I - Registrant Information


         Full Name of Registrant: Entrada Networks, Inc.
         Former Name if Applicable:  N/A

         Address of Principal Executive Office (Street and Number)

                10070 Mesa Rim Road, San Diego, CA 92121
         ----------------------------------------------------------
                  (City, State and Zip Code)


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-K, Form 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, or portion thereof
will be filed on or before the fifth calendar day following the prescribed due
date; and

[X]      (c) The accountant's statement or other exhibit required by Rule
12(b)-25(c) has been attached if applicable.

PART III - Narrative

State below in reasonable detail the reasons why Form 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof could not be filed within the
prescribed period.

         The Registrant's annual report on Form 10-K cannot be filed within the
prescribed time period because the Registrant's principal accounting officer and
accountants require additional time to complete their review of the financial
statements of the Registrant. The Registrant expects to complete the financial
statements and file its annual report on Form 10-K on or before May 15, 2001.

Part IV - Other Information

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


                                                 
W. Raymond Felton, Esq.,
c/o Greenbaum Rowe Smith Ravin Davis & Himmel                   (732) 549-5600
- ------------------------------------------------------------------------------------------
                   (Name)                                (Area Code) (Telephone No.)


         (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?

                                [X] Yes [ ] No


         The Registrant completed a reverse merger on August 31, 2000 with
Entrada Networks, Inc. The Registrant expects the results of operations to be
reported in the subject report to be consistent with the Registrant's previously
announced expectations.

         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.

                                               Entrada Networks, 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 1, 2001                      By: /s/ Gilbert G. Goldbeck
     ----------------                      -------------------------------------
                                           Gilbert G. Goldbeck
                                           Vice President Finance and Operations
                                           Principal Accounting Officer

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