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

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

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

                For Period Ended:              March 31, 2003
                                   ---------------------------------------------
                [ ] 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 I - REGISTRANT INFORMATION
      Metwood, Inc.
--------------------------------------------------------------------------------
Full Name of Registrant

--------------------------------------------------------------------------------
Former Name If Applicable
      819 Naff Road
--------------------------------------------------------------------------------
Address of Principal Executive Office (Street and Number)
      Boones Mill, VA 24065
--------------------------------------------------------------------------------
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)

     (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
[X}       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 Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period.

            Metwood, Inc. ("the Company") requires additional time to comply
            with the new Sarbanes-Oxley Act of 2002 requirements in order to
            properly prepare a complete and accurate Form 10-QSB. The Company
            has been unable to complete these requirements in a timely manner
            without unreasonable effort and expense.



PART IV - OTHER INFORMATION

(1)         Name and telephone number of person to contact in regard to this
            notification Annette G. Mariano (540) 334-4294
       -----------------------------------------------  -----------

     (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
          perior 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?

       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.

--------------------------------------------------------------------------------

                                  Metwood, Inc.
 -------------------------------------------------------------------------------
                  (Name of Registrant as Specified in Charter)

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

Date        May 14, 2003           By    /s/  Annette G. Mariano
-----------------------------------   ------------------------------------------
                                         Annette G. Mariano
                                         Chief Financial Officer

INSTRUCTION: The form may be signed by an executive officer of the registrant or
by any other duly autorized representa- tive. 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
-------------------------------------------------------------------------------
   Intentional 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
       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 amended notification.

5.     Electronic Filers. This form shall not be used by electronic filers
       unable to timely file a report solely due to electronic difficulties.
       Filers unable to submit a report within the tme period prescribed due to
       difficulties in electronic filing should comply with either Rule 201 or
       Rule 202 of Regulation S-T (Sec. 232.202 of this chapter) or apply for an
       adjustment in filing date pursuant to Rule 13(b) of Regulations S-T (Sec.
       232.13(b) of this chapter).