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

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

(Check One):|_| Form 10-KSB  |_| Form 20-F  |_| Form 11-K  |X| Form 10-QSB
            |_| Form N-SAR   |_| Form N-CSR

            For Period Ended: June 30, 2007

            |_|   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 Instruction (on back page) 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

                               LATTICE INCORPORATED
                               -------------------
                             Full name of Registrant

                          7150 N. Park Drive, Suite 500
                          -----------------------------
            Address of Principal Executive Office (Street and Number)

                          Pennsauken, New Jersey 08109
                          ----------------------------
                            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.)

      |           (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, Form 11-K, Form N-SAR, or Form
|X|   |     N-CSR, 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 Forms 10-K, 20-F, 11-K,
10-Q, N-SAR, N-CSR, or the transition report portion thereof could not be filed
within the prescribed time period. (Attach extra sheets if needed.)

      The compilation, dissemination and review of the information required to
be presented in the Form 10-QSB for the relevant period has imposed time
constraints that have rendered timely filing of the Form 10-QSB impracticable
without undue hardship and expense to the registrant. The registrant undertakes
the responsibility to file such report no later than five days after its
original prescribed due date.

                           PART IV - OTHER INFORMATION

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

      Paul Burgess                (856)             910-1166
        (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). Yes |X| 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 |_| No |X|

      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.

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                              LATTICE INCORPORATED
                              --------------------
                  (Name of Registrant as Specified in Charter)

Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.


Date: August 14, 2007                      By: /s/ Joseph Noto
      ---------------                          -----------------------
                                               Joseph Noto
                                               Chief Financial Officer


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.