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

                                   FORM 12B-25

                         COMMISSION FILE NUMBER-0-21931
                           NOTIFICATION OF LATE FILING

(CHECK  ONE)
|_| FORM 10-K AND FORM 10-KSB |_| FORM 20-F |_| FORM 11-K |X| FORM 10-Q AND FORM
10-QSB |_| FORM N-SAR

                       FOR  PERIOD  ENDED  MARCH 31, 2004
                                           --------------
              __  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 INSTRUCTIONS (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

FULL  NAME  OF  REGISTRANT:  AMPLIDYNE,  INC.
                            -----------------

FORMER  NAME  OF  REGISTRANT:
                             ---------------------

ADDRESS  OF  PRINCIPAL  EXECUTIVE  OFFICE  (STREET  AND  NUMBER):

59  LAGRANGE  STREET,  RARITAN,  NEW  JERSEY  08869
---------------------------------------------------




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-25B,  THE FOLLOWING SHOULD
BE COMPLETED. (CHECK BOX IF APPROPRIATE):

[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
FORMS 10-K,  10-KSB,  FORM 20-F, 11-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 OR TRANSITION  REPORT ON FORMS 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 THE FORMS 10-K, 10-KSB, 20-F,
11-K, 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)

     THE COMPANY HAS NOT BEEN ABLE TO COMPILE THE REQUISITE  FINANCIAL  DATA AND
OTHER  NARRATIVE  INFORMATION  NECESSARY TO ENABLE IT TO HAVE SUFFICIENT TIME TO
COMPLETE THE  COMPANY'S  QUARTERLY  REPORT ON FORM 10-QSB BY MAY 17,  2004,  THE
REQUIRED FILING DATE, WITHOUT UNREASONABLE EFFORT AND EXPENSE.

PART  IV--OTHER  INFORMATION

(1)  NAME  AND  TELEPHONE  NUMBER  OF  PERSON  TO  CONTACT  IN  REGARD  TO  THIS
NOTIFICATION

     DEVENDAR  S.  BAINS        (908)               253-6870
     -------------------      ---------        -----------------
          (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?

|_|    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.

Preliminary  results of operations  indicate the loss for the three months ended
March 31, 2004 is estimated to be  approximately  $259,000  compared to the loss
for the corresponding  period of the preceding year of $60,189,  representing an
increased  loss of  approximately  $199,000.  The  increased  loss is  primarily
attributable to a decline in sales of approximately $194,000.





                                 AMPLIDYNE,  INC.
                             -------------------------
                  (NAME  OF  REGISTRANT  AS  SPECIFIED  IN  CHARTER)

HAS  CAUSED  THIS  NOTIFICATION  TO  BE  SIGNED ON ITS BEHALF BY THE UNDERSIGNED
HERETO  DULY  AUTHORIZED

DATED:  MAY 17,  2004                 AMPLIDYNE,  INC.


                         BY: /s/  DEVENDAR  S.  BAINS
                             -------------------------------
                             CHIEF  EXECUTIVE  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

     INTENTION  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 (17 CFR 240.12B-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 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  NOTIFICATIONS  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 AMENDMENT NOTIFICATION.