U.S. SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

                                  (Check One):

[ X ]     Form 10-K and Form 10-KSB
[   ]     Form 20-F [ ] form 11-K 
[   ]     Form 10-Q and Form 10-QSB 
[   ]     Form N-SAR

For Period Ended: December 31, 1997

[   ]     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 the Transition Period Ended:

          If the notification  relates to a portion of the filing checked above,
identify the Item(s) to which the notification  relates: Part II, Item 5: Marker
for Registrant's Common Stock and Related Stockholder Matters and

Item 8:  Financial Statements.
________________________________________________________________________________
Part I - Registrant Information

         Full Name of Registrant:  Medizone International, Inc.
         Former Name if Applicable:  (originally Madison Funding, Inc.)
         4505 South Wasatch Boulevard

         Address of Principal Executive Office (Street and Number)
         Salt Lake City, Utah
         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).

[ X ] (a) The reasons  described in  reasonable  detail in Part III of this form
could not be eliminated without unreasonable effort or expense;





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[ X ] (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; and

[   ] ( ) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.


Part III - Narrative

The  Registrant  was not able to make payment to its auditors in a timely manner
so as to include its financial information in the report. The Registrant was not
able to obtain market information from the National Quotation Bureau in a timely
manner.


Part IV - Other Information

          (1) Name and  telephone  number of person to contact in regard to this
notification  Andrew E.  Goldstein,  Esq.  (212)  826-2000  (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.

          Medizone  International,  Inc.  (Name of  Registrant  as  specific  in
charter)  has  caused  this  notification  to be  signed  on its  behalf  by the
undersigned thereunto duly authorized.

Date March 30, 1997      By s/Milton G. Adair Milton G. 
                                     -----------------------------------------
                                     Adair, President and Chief Executive 
                                            Officer