OMB APPROVAL



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

                                   FORM 12b-25

                                 SEC FILE NUMBER
                                     _______

                           NOTIFICATION OF LATE FILING

(CHECK ONE):    |x| Form 10-K     |_| Form 20-F    |_| Form 11-K   [ ] Form 10-Q
                |_|  Form N-SAR

CUSIP NUMBER


       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: _______________________________________


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 - REGISTRANT INFORMATION

Azurel Ltd.
- --------------------------------------------------------------------------------
Full Name of Registrant


- --------------------------------------------------------------------------------
Former Name if Applicable

1275 Bloomfield Ave., P.O. Box 10187
- --------------------------------------------------------------------------------
Address of Principal Executive Officer (Street and Number)

Fairfield, New Jersey     07004
- --------------------------------------------------------------------------------
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] YES  [  ] NO

   [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 From 10-KSB,  Form 20-F, 11-K, 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 of
               transition  report 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 the Form 10-KSB, 11-K, 10-Q,
N-SAR, or the transition  report or portion  thereof,  could not be filed within
the prescribed time period. (Attach Extra Sheets if Needed)

Additional financial  information  necessary for filing the Financial Statements
is not yet available  and the Company  needs to address  comments from filing of
its Form 10-SB


                           PART IV - OTHER INFORMATION

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

          Edward Adamcik                   973                  575-9500
                (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  (of for such
          shorter) period that the registrant was required to file such reports)
          been filed? If answer is no, identify report(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 |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.

          Loss for the period ended 12/31/00 will be approximately $5,800,00  as
          compared to a loss of  $7,257,000 in the year ended 12/31/99.

          The reduction in loss is attributed to a reduction on SG & A of  about
          $2,300,000 offset by gains and other income in 1999 of about $700,000.

                                   Azurel Ltd.
                  (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 30, 2001   By /s/Edward Adamcik
                            Edward Adamcik
                            Vice President of Operations


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,  D.C. 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 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.