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


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      SEC FILE NUMBER
         33-2310-D
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                                   FORM 12b-25
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       CUSIP NUMBER
       92658Y 10 7
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                           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: April 30, 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:                      Videolocity International, Inc.

Former Name if Applicable:                    N/A

Address of Principal Executive Office
Street and Number:                            1762-A Prospector Drive
City, State and Zip Code:                     Park City, Utah 84060



                                     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,
                  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 12b-25(c) has been attached if applicable.



                                    PART III

                                    NARRATIVE

State below in reasonable  detail the reasons why the Form 10-K and Form 10-KSB,
11-K,  20-F,  Form 10-Q and Form  10-QSB,  N-SAR,  or the  transition  report or
portion thereof could not be filed within the prescribed  period.  (Attach extra
sheets if needed)

         The  Registrant is unable to file its  Quarterly  Report on Form 10-QSB
         for the quarter ended April 30, 2001 by the prescribed due date because
         the review of the Registrant's  financial  statements was only recently
         completed and the  Registrant is unable to  incorporate  such financial
         statements and related  information  in the Form 10-QSB report,  and to
         otherwise finalize such report for filing, by its due date.

                                     PART IV

                                OTHER INFORMATION

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

            D.T. Norman             (801)              230-0839
         ----------------------   ---------        ----------------
                (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)  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.

                         Videolocity International, Inc.
                   ------------------------------------------
                  (Name of Registrant as Specified in Charter)

has caused this notification to be signed on its behalf by the
undersigned hereunto duly authorized.


     Date:  June 14, 2001              By:   /s/ Larry R. McNeill
                                             -----------------------
                                             Name:  Larry R. McNeill
                                             Title: Vice President and
                                                    Chief Financial Officer

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