SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 12B-25

                          COMMISSION FILE NUMBER 0-5014


                           NOTIFICATION OF LATE FILING


(CHECK ONE):   [X] FORM 10-K    [_] FORM 11-K    [_] FORM 20-F    [ ] FORM 10-Q
               [_] FORM N-SAR

               FOR PERIOD ENDED: 03-31-04

     [_] 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:



                                     PART I
                             REGISTRANT INFORMATION

 aeroTELESIS, INC.
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FULL NAME OF REGISTRANT



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FORMER NAME IF APPLICABLE


 1554 S. SEPULVEDA BLVD. SUITE 118
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ADDRESS OF PRINCIPAL EXECUTIVE OFFICE (STREET AND NUMBER)

 LOS ANGELES, CA. 90025
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CITY, STATE AND ZIP CODE



                                    PART II
                             RULE 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,  FORM 11-K OR FORM N-SAR,  OR PORTION THEREOF
            WILL BE FILED ON OR  BEFORE  THE 15TH  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.



10KSB

                                    PART III
                                   NARRATIVE

      STATE BELOW IN REASONABLE DETAIL WHY THE FORM 10-K, 11-K, 20-F 10-Q, N-SAR
OR THE  TRANSITION  REPORT  PORTION  THEREOF  COULD  NOT  BE  FILED  WITHIN  THE
PRESCRIBED TIME PERIOD. (ATTACH EXTRA SHEETS IF NEEDED.)

THE  REGISTRANT'S  10KSB  WILL BE FILED  BY THE  15TH  CALENDAR  DAY  AFTER  THE
PRESCRIBED DUE DATE;  REGISTRANT IS WAITING FOR CERTAIN INFORMATION FROM A THIRD
PARTY.

                                    PART IV
                               OTHER INFORMATION

(1)   NAME  AND  TELEPHONE  NUMBER  OF  PERSON  TO  CONTACT  IN  REGARD  TO THIS
      NOTIFICATION

  JOSEPH GUTIERREZ               (310)                235-1727
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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 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.


 AEROTELESIS, INC.
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                  (NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

HAS  CAUSED  THIS  NOTIFICATION  TO BE SIGNED ON ITS  BEHALF BY THE  UNDERSIGNED
THEREUNTO DULY AUTHORIZED.


DATE  6-29-04                BY /S/ JOSEPH GUTIERREZ
    -------------------         ---------------------------------------------
                                JOSEPH GUTIERREZ, PRESIDENT, CFO


      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.


                                   ATTENTION

      INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL
VIOLATIONS (SEE 18 U.S.C. 1001).


                              GENERAL INSTRUCTIONS

      1.  THIS  FORM IS  REQUIRED  BY  RULE  12B-25  OF THE  GENERAL  RULES  AND
REGULATIONS UNDER THE SECURITIES EXCHANGE ACT OF 1934.

      2.  ONE  SIGNED  ORIGINAL  AND  FOUR  CONFORMED  COPIES  OF THIS  FORM AND
AMENDMENTS  THERETO MUST BE COMPLETED AND FILED WITH THE SECURITIES AND EXCHANGE
COMMISSION,  WASHINGTON,  D.C. 20549, IN ACCORDANCE WITH RULE 0-3 OF THE GENERAL
RULES AND REGULATIONS UNDER THE ACT. THE INFORMATION  CONTAINED IN OR FILED WITH
THE FORM WILL BE MADE A MATTER OF PUBLIC RECORD IN THE COMMISSION FILES.



      3. A MANUALLY  SIGNED  COPY OF THE FORM AND  AMENDMENTS  THERETO  SHALL BE
FILED WITH EACH NATIONAL SECURITIES EXCHANGE ON WHICH ANY CLASS OF SECURITIES OF
THE REGISTRANT IS REGISTERED.

      4. AMENDMENTS TO THE  NOTIFICATIONS  MUST ALSO BE FILED ON FORM 12B-25 BUT
NEED NOT RESTATE INFORMATION THAT HAS BEEN CORRECTLY  FURNISHED.  THE FORM SHALL
BE CLEARLY IDENTIFIED AS AN AMENDED NOTIFICATION.

      5.  ELECTRONIC  FILERS.  THIS FORM SHALL NOT BE USED BY ELECTRONIC  FILERS
UNABLE TO TIMELY FILE A REPORT  SOLELY DUE TO  ELECTRONIC  DIFFICULTIES.  FILERS
UNABLE TO SUBMIT A REPORT WITHIN THE TIME PERIOD  PRESCRIBED DUE TO DIFFICULTIES
IN  ELECTRONIC  FILING  SHOULD  COMPLY  WITH  EITHER  RULE  201 OR  RULE  202 OF
REGULATION  S-T OR APPLY FOR AN ADJUSTMENT IN FILING DATE PURSUANT TO RULE 13(B)
OF REGULATION S-T.