U.S. SECURITIES AND EXCHANGE COMMISSION
     WASHINGTON, D.C. 20549
          FORM 12b-25
   SEC File Number - 000-28787

NOTIFICATION OF LATE FILING

(Check One): [ ] Form 10-KSB [ ] Form 20-F [ ] Form 11-K  [x] Form 10-Q
[ ] From N-SAR For Period Ended:
[ ] 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 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

Full Name of Registrant -
    Great Expectations, Inc.
Former Name if Applicable -None
Address of Principal Executive Office (Street and Number) - 501 South
Cherry Street, Suite 610, Denver, Colorado 80246

                      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-KSB, FORM 20-F, 11-K OR 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 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 the Form 10-KSB, 11-K,
20- F, 10-Q or N-SAR or portion thereof, could not be filed within the
prescribed time period.

Additional time is required to accurately file the Form 10QSB for the
six months ended April 30, 2003.

               PART IV - OTHER INFORMATION

(1)   Name and telephone number of person to contact in regard to this
notification:
Jody M. Walker, Attorney at Law
        (303) 850-7637

(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.

Great Expectations, Inc. has caused this notification to be signed on
its behalf by the undersigned thereunto duly authorized.

Date:   June 16, 2003

By

/s/ Raphael Solot
--------------------------------
Raphael Solot, President