UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One):[X]Form 10-K [ ]Form 20-F [ ]Form 1l-K [ ]Form 10-Q [ ]Form N-SAR
For Period Ended: December 31, 2002
[ ] Transition Report on Form 10-K SEC FILE NUMBER
[ ] Transition Report on Form 20-F 0-21743
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q CUSIP NUMBER
[ ] Transition Report on Form N-SAR 640505103
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
NEOMEDIA TECHNOLOGIES, INC.
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Full Name of Registrant
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Former Name if Applicable
2201 Second Street, Suite 402
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Address of Principal Executive Office (Street and Number)
Fort Myers, FL 33901
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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;
[X] (b) The subject annual report, semi-annual report,
transition report on Form 10-K, Form 20-F,
II-K, Form N-SAR, or portion thereof, will
be filed on or before the fifteenth calendar day
following the prescribed due date; or the
subject quarterly report of 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 the Form 10-K, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period. (Attach Extra Sheets if Needed)
In order for the Company to complete the preparation of financial information
for its fiscal year ended December 31, 2002, the Company requires additional
time to file its Form 10-K for such fiscal year.
PART IV--OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
David A. Dodge 239 337-3434
__________________ _________ __________________
(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 reports) 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 for 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.
NEOMEDIA TECHNOLOGIES, 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, 2003 By: /s/ David A. Dodge
____________________________
David A. Dodge, 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.
ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001).
EXPLANATION SUPPORTING PART IV, ITEM 3
The Company expects to report net sales of approximately $9.4 million for the
fiscal year ended December 31, 2002, as compared to net sales of $8.1 million
for the fiscal year ended December 31, 2001 and $27.6 for the fiscal year ended
December 31, 2000. The Company expects to report a net loss of approximately
$7.4 million for the fiscal year ended December 31, 2002, as compared to a net
loss of $25.5 million for fiscal year ended December 31, 2001 and $5.4 million
for fiscal year ended December 31, 2000.