U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

                         Commission File Number 0-27862

(Check One):
[X ] Form  10-K and Form  10-KSB [ ] Form  11-K [ ] Form 20-F [ X] Form 10-Q and
Form 10-QSB [ ] Form N-SAR

         For Period Ended:  December 31, 2001
                          ----------------------

[  ]  Transition Report on Form 10-K and Form 10-KSB
[  ]  Transition Report on Form 20-F
[  ]  Transition Report on Form 11-K
[  ]  Transition Report on Form 10-Q and Form 10-QSB
[  ]  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:
                                                        ------------------------
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                                     PART I
                             REGISTRANT INFORMATION
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Full Name of Registrant           Reality Interactive, Inc.
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Former Name if Applicable
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Address of Principal Executive
 Offices (Street and Number)     6100 Neil Road, Suite 500
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City, State and Zip Code         Reno, NV 89511
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                                 PART II
                             RULE 12b-25(b) AND (c)
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         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 appropriate box)

[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, 10-KSB, 20-F, 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,  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 - -------------------------------------------------------------------------------- State below in reasonable detail the reasons why Forms 10-K, 10-KSB, 11-K. 20-F, 10-Q, 10-QSB, N-SAR, or the transition report or portion thereof could not be filed within the prescribed time period. (Attach extra sheets if needed.) Because the Company completed a major acquisition at year end and changed its management and other personnel, the Company was unable to close its books and records in sufficient time to enable the auditors to complete their audit on or before the due date of Form 10-KSB. - -------------------------------------------------------------------------------- PART IV OTHER INFORMATION - -------------------------------------------------------------------------------- (1) Name and telephone number of person to contact in regard to this notification Hank Vanderkam (713) 547-8900 ---------------------- ------------ -------------------- (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. - -------------------------------------------------------------------------------- Reality Interactive, Inc. ------------------------------------------ (Name of Registrant as specified in charter) Has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized. Date March 28, 2002 By /s/ Brian Koehn ------------------------------ ---------------------------------- Brian Koehn 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 the 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 notification 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.