UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                  FORM 12B-25

                          NOTIFICATION OF LATE FILING

                        Commission File Numbers:000-24005


(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: March 31, 1999

                       [ ] Transition Report on From 10-K
                       [ ] Transition Report on From 20-F
                       [ ] Transition Report on From 11-K
                       [ ] Transition Report on From 10-Q
                       [ ] Transition Report on From N-SAR

               For the Transition Period Ended: ------------------

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  Read Instruction (on back page) Before Preparing Form. Please Print or Type.

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      NOTHING IN THIS FORM SHALL BE CONSTRUED TO IMPLY THAT THE COMMISSION
                 HAS VERIFIED ANY INFORMATION CONTAINED HEREIN.

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If the notification  relates to a portion of the filing checked above,  identify
the Item(s) to which the notification relates:


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                        PART I -- REGISTRANT INFORMATION


                                UBARTER.COM INC.
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                            Full Name of Registrant

                           INTERNATIONAL BARTER CORP.
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                           Former Name if Applicable


                      21400 International Blvd., Suite 207
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           Address of Principal Executive Office (Street and Number)


                            Seattle, Washington 98198
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                            City, State and Zip Code

<PAGE>

                      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;

   [X]    (b)  The subject annual report,  semi-annual report, transition report
               on From 10-K, 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

   [X]    (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 20-F,  11-K,
N-SAR, or the transition  report or portion  thereof,  could not be filed within
the prescribed time period. (ATTACH EXTRA SHEETS IF NEEDED)

     The  Registrant  has been unable to complete the  preparation of its annual
financial statements for submission to its independent auditors due to delays in
gathering  information,  including  information from third parties,  required to
complete the preparation of the financial statements. Attached to this report is
a  letter  from  the  Registrant's   independent  certified  public  accountants
describing  the reasons such firm has not formed an opinion on the  Registrant's
consolidated financial statements as of and for the year ended March 31, 1999.


                          PART IV -- OTHER INFORMATION

(1)  Name  and  telephone  number  of  persons  to  contact  in  regard  to this
     notification.


      Kevin R. Andersen                 801                486-0096
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          (Name)                    (Area Code)         (Telephone Number)



(2)  Have all other periodic  reports  required under Section 13 or 15(d) of the
     Securities and 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 or 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 separate, state the reasons why a reasonable estimate of
the results cannot be made.

     The  Registrant  expects to record a  significant  loss from  operations in
fiscal 1999 compared with $29,800 of income from  operations in fiscal 1998. The
loss  results  primarily  from  significant  increases  in  product  development
expense, general and administrative expenses and compensation expense related to
options  issued in fiscal 1999  compared with fiscal 1998.  Product  development
expenses increased  primarily as a result of increased  compensation for product
development  staff and payments to outside  contractors  in connection  with the
development  of  Registrant's  website.   General  and  administrative  expenses
increased as a result of the  addition of several key  personnel in fiscal 1999.
The amount of the  compensation  expense  related to the options  are  currently
being reviewed by the Registrant.


<PAGE>


                                UBARTER.COM INC.
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                  (Name of Registrant as Specified in Charter)


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



Date: June 29, 1999                  By: /s/ Kevin R. Andersen
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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

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        INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL
                    CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001)
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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 have been 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 amended notification.



<PAGE>



MOSS ADAMS LLP
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CERTIFIED PUBLIC ACCOUNTANTS








Securities and Exchange Commission
Washington, D.C.  20549


We were retained by Ubarter.com Inc. as independent certified public accountants
to report on the consolidated  financial statements as of and for the year ended
March 31, 1999.  We are  currently  waiting on material  information  from third
parties and  therefore,  as of June 29, 1999,  the required  filing date for the
Registrants  Annual  Report on Form  10-KSB,  have not  formed an opinion on the
Company's consolidated  financial statements.  The information is expected to be
received in time to meet the filing extension deadline provided by Form 12b-25.



/s/ MOSS ADAMS L.L.P.
June 29, 1999
Seattle, Washington