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

                      FORM 12b-25

              Commission File Number 1-13427

              NOTIFICATION OF LATE FILING

(Check One): [X] Form 10-K
             [  ] Form 20-F
             [  ] Form 11-K
             [  ] Form 10-Q
             [  ] Form N-SAR

         For Period Ended: December 31, 2001

         [  ] 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:___________________________

Read  Instruction (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 1 - REGISTRANT INFORMATION


Full Name of Registrant:                    Stratesec Incorporated


Former Name if Applicable:


Address of Principal Executive Office:       7544 Fullerton Court

City, State and Zip Code:                   Springfield, Virginia  22153









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 Form 10-K, 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 of 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-K,  11-K,  10-Q,
N-SAR, or the transition  report or portion  thereof,  could not be filed within
the prescribed time period. (Attach Extra Sheets if Needed)

         On March 23, 2002, the Registrant relocated its corporate headquarters.
As a result of the disruption caused by this move, the Registrant is unable to
complete its Form 10-KSB by the prescribed due date without unreasonable effort
and expense.


PART IV - OTHER INFORMATION

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

Barry McDaniel                          (703)                 912-8704
(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 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? [X]
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.

As previously disclosed, the company reported revenue of approximately $7.8
million and a net loss of approximately $3.6 million for the nine months ended
September 30, 2001, as compared with revenue of approximately $18.7 million and
net income of approximately $1.4 million for the nine months ended September 30,
2000. The company also anticipates that its results for the twelve months ended
December 31, 2001 will reflect significantly reduced revenue and income (loss)
as compared with the twelve months ended December 31, 2000. The company is
unable to quantify its year-end results for the reasons set forth in Part III.







                             Stratesec Incorporated
                   (Name of Registrant as Specified in Charter)

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

Date:  April 2, 2002                  By:      /s/ BARRY MCDANIEL
                                          -----------------------
                                               Barry McDaniel
                                               President and Chief Executive
                                               Officer