SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

                          Commission File No. 000-26559

                 Form 10-KSB for Period Ended: December 31, 2002

PART - I - Registrant Information

                                  XIN NET CORP.
                       ----------------------------------
             (Exact name of registrant as specified in its charter)

                               CIK No. 0001082603

           #950 - 789 West Pender Street, Vancouver, BC Canada V6C 1H2
          -------------------------------------------------------------
               (Address of principal executive offices) (Zip Code)

PART II - Rules 12-b25 (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, 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;

         (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 Form 10-K and form
10-KSB, 20-F, 1-K, 10-Q, and Form N-SAR, or the transition report or portion
thereof could not be filed within the prescribed period.

     The fiscal year end December 31, 2002 annual audit of XIN NET Corp. is not
yet completed and cannot be completed by the required filing date without
unreasonable cost and effort.








Part IV - Other Information

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

                Marc Hung               (604) 632-9638


         (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

         (3) It is anticipated that any significant change in results of
operations from the corresponding period for the last fiscal year will be
effected by the earnings statements to be included in the subject report or
portion thereof?

                No

     Xin Net Corp.  has caused this  notification  to be signed on its behalf by
the undersigned thereunto duly authorized.

         Dated: March 25, 2003       XIN NET CORP.


                                     /s/ Marc Hung
                                     -------------------------------------
                                     Marc Hung, President