SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 12b-25

                           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:   December 31, 2000

[ ]  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: CITA Biomedical, Inc.

Former Name if Applicable: N/A

Address of Principal Executive Office (Street and Number)

         9025 Wilshire Blvd., Suite 301, Beverly Hills, California 90211
                             (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.

[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

         (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 Company has been unable to complete certain  accounting  procedures
necessary  for it to  complete  its  financial  statements  for the  year  ended
December 31, 2000. The Company expects to complete the financial  statements and
file its annual report on Form 10KSB on or before April 13, 2000.

                                     Part IV
                                Other Information

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

                              Jean L. Batman, Esq.,
                     c/o Niesar & Diamond LLP                     (415) 882-5300
                       (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?

                                 [ ] 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.


                                Cita Biomedical, 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: March 19, 2001                         By: /s/ Joseph Dunn
                                             -----------------------------
                                             Joseph Dunn, President

            INSTRUCTION:  The form may be signed by an  executive  officer 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.