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

                                   FORM 12b-25

                                               Commission File Number 000-23450
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                           NOTIFICATION OF LATE FILING

Check One: [ ] Form 10-K  [ ] Form 20-F  [ ]Form 11-K  [X] Form 10-Q
           [ ] Form N-SAR

      For Period Ended: March 31, 2003
                        -------------------------------
               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:
                                       ----------------

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 1 - REGISTRANT INFORMATION

Full Name of Registrant

Capitol Communities Corporation
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Former Name if Applicable

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900 North Federal Highway
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Address of Principal Executive Office (Street and Number)

Boca Raton, Florida 33432
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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;
      |
      |   (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
[X]   |           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 Forms 10-K,  20-F, 11-K, 10-Q,
N-SAR, or the transition  report or portion  thereof,  could not be filed within
the prescribed time period.

     The Company is in the process of  consolidating  its  financial  accounting





department  to its new  principal  place  of  business  located  in Boca  Raton,
Florida.  Due to the consolidation,  it would be an undue burden and hardship to
file its Report on Form 10-QSB by May 15, 2003. The Company  intends to file its
Quarterly Report on Form 10-QSB by no later than May 19, 2003.

PART IV - OTHER INFORMATION

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

   Ashley Bloom                               (561)           417-7115
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     (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  report(s)  been filed?  If 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  of the last  fiscal  year will be  reflected  by the
earnings statements to be included in the subject report or portion thereof?
                                                                  [X] Yes [ ] 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.

     The Company  anticipates  a loss of  approximately  $1,000,000  for the six
months ended March 31, 2003,  compared to a net income of $2,249,078 for the six
months ended March 31, 2002. The loss is primarily the result of the dissolution
of an interest the Company held in a limited liability company.


                         Capitol Communities Corporation
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                  (Name of Registrant as Specified in Charter)

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


Date:  May 14, 2003                    By /s/ Michael G. Todd
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                                              Michael G. Todd, President and
                                              Chief Executive Officer