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

                                  FORM 12b - 25

                           NOTIFICATION OF LATE FILING



[ X ] Form       [  ] Form      [  ] Form      [  ] Form 10 -   [  ] Form N -
      10 - KSB        20 - F         11 - K         QSB              SAR


For the Period Ended April 30, 2003


[   ]     Transition Report on Form         [   ]     Transition Report on Form
          10 - K                                      10 - Q

[   ]     Transition Report on Form         [   ]     Transition Report on Form
          20 - F                                      N - SAR

[   ]     Transition Report on Form
          11 - K

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

D'Angelo Brands, Inc.
Full Name of Registrant

Playandwin, Inc.
Former Name if Applicable

14 Brewster Road,
Address of Principal Executive Office (Street and Number)

Brampton, Ontario, Canada, L6T 5B7
City, State and Zip Code


                       PART II - RULES 12b - 25(b) AND (c)

If the subject report could not be filed without reasonable 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 or 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 - 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 Company is still awaiting finalization of the audit of the current
financial statements.

                           PART IV - OTHER INFORMATION

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

Frank D'Angelo 905-794-0335

(2)  Have all or 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?

[ X]      Yes       [   ]   No

The results of operations will change significantly from the corresponding
period for the last fiscal year because the Company acquired, operational
beverage processing equipment, which is located in a leased facility. This
facility commenced production in April 2002. In September 2002, the Company
acquired, through its wholly owned subsidiary 1540633 Ontario Inc., property
and processing equipment located in Tiverton, Ontario. These facilities
impacted results for the fiscal year ending April 2003.

A reasonable estimate of the results cannot be made because the Company is
still awaiting finalization of the audit of the current financial statements.

  D'Angelo Brands, Inc. has caused this notification to be signed on its
behalf by the undersigned, thereunto duly authorized.

Date:    July 29, 2003

By:  /s/ Frank D'Angelo
         President