UNITED STATES
                         SECURITIES AND EXCHANGE COMMISSION      +-------------+
                              WASHINGTON D.C. 20549              | OMB Number  |
                                                                 | 3235-0058   |
                                  FORM 12b-25                    |  expires    |
                           NOTIFICATION OF LATE FILING           | 01/31/2005  |
                                                                 |             |
                                                                 | SEC File #  |
                                                                 | 000-26095   |
                                                                 |   CUSIP #   |
                                                                 |    29404N   |
                                                                 +-------------+
(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: March 31, 2004
                            -----------------
          [ ] 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: ________________________

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|Read Instruction (on back page) Before Preparing Form. Please Print or Type.  |
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| Nothing in this form shall be construed to imply that the Commission has     |
|              verified any information contained herein.                      |
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If the notification relates to a portion of the filing checked above, identify
              the Item(s) to which the notification relates:

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PART I - REGISTRANT INFORMATION

Markland Technologies, Inc.
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Full Name of Registrant:

N/A
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Former Name if Applicable

54 Danbury Road, #207
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Address of Principal Executive Office (Street and Number)

Ridgefield, CT 06877
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City, State, 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 of transition report on Form
         10-QSB, 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 12b-25(c)
         has been attached if applicable.




PART III - NARRATIVE

The Registrant is unable to file, on the prescribed filing date, without
unreasonable effort and expense, its Quarterly Report on Form 10-QSB for the
quarter ended March 31, 2004, primarily due to a large number of material
subsequent events, each of which needed to be disclosed in the footnotes to the
financial statements or elsewhere in the report, which has required substantial
rewriting and review.


PART IV - OTHER INFORMATION

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

     Ken Ducey, Jr.                   203              894-9700
- ----------------------------   -----------------    ---------------
          (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
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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.

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                         Markland Technologies, 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 17, 2004                   By: /s/ Ken Ducey, Jr.
     ------------------------         -----------------------------------------
                                      Ken Ducey, Jr., Executive Vice President
                                      and Secretary

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.