United States
                       Securities and Exchange Commission

                                   Form 12b-25
                                                          SEC File No. 333-39208
                                                          CUSIP No. 12615U 10 5

                           NOTIFICATION OF LATE FILING

(Check One):    __ Form 10-K and Form 10-KSB; __ Form 20-F;
                __ Form 11-K;  X  Form 10-Q and Form 10-QSB; __ Form N-SAR

              For Period Ended:  September 30, 2003

              _ 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: ___________________________

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

                       COL China Online International Inc.
     ----------------------------------------------------------------------
                             Full Name of Registrant

                                       N/A
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                            Former Name if Applicable

                             3177 South Parker Road
                                Aurora, CO 80014
     ----------------------------------------------------------------------
            Address of Principal Executive Office (Street and Number)
                            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)

          (a) The reasons  described  in  reasonable  detail in Part III of this
          form could not be eliminated without unreasonable effort or expense;

          (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,
   X      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 5th calendar day after 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-K, 20-F, 10-Q, N-SAR,
or the  transition  report or  portion  thereof,  could not be filed  within the
prescribed time period.

Because  of delays  in  overseas  communications  between  China and the  United
States,  the Registrant's  Quarterly Report on Form 10-QSB regarding the quarter
ended September 30, 2003 could not be timely filed without  unreasonable  effort
or expense.

PART IV - OTHER INFORMATION

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

Mark K. Shaner                 (303)                    695-8530
- --------------                 -----                    --------
  (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  reports(s)  been filed?  If answer is no,
identity 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?

___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 cannot be made.



     ----------------------------------------------------------------------

                       COL CHINA ONLINE INTERNATIONAL 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:  November 17, 2003   By:      /s/ Anthony Ng
                                        ---------------------------------
                                        Anthony Ng, Chief Executive Officer



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