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

                                   FORM 12b-25
                           NOTIFICATION OF LATE FILING

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

         For Period Ended:  September 30, 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:
                                               ---------------------------------

PART 1 - REGISTRANT INFORMATION

Capitol First Corporation
- --------------------------------------------------------------------------------
Full Name of Registrant

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

7100 Camino Real Boulevard, Suite 402
- --------------------------------------------------------------------------------
Address of Principal Executive Office (Street and Number)

Boca Raton, Florida 33433
- --------------------------------------------------------------------------------
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,
    [X]        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 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 moved its corporate  headquarters and due to the move it would be an
undue  burden and  hardship to fule its Report on Form  10-KSB by  December  29,
2003. The Company intends to file its Annual Report by no later than January 13,
2004.

PART IV - OTHER INFORMATION

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

Michael Todd                                   (561)          417-7115
- --------------------------------------------------------------------------------
        (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?
                     [ ] 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.




                         Capitol First Corporation
         --------------------------------------------------------------
                  (Name of Registrant as Specified in Charter)

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


Date December 29, 2003               By /s/ Michael G. Todd
     -----------------                  -------------------
                                        Michael G. Todd, Chairman, President and
                                        Chief Executive Officer