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

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

                                                     Commission File No. 0-10039

(X) Form 10-KSB  ( ) Form 20-F  ( ) Form 11-K  ( ) Form 10-QSB  ( ) Form N-SAR
                      For Period Ended: December 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:

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

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 Items to which the notification relates:

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

Part I -Registrant Information

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

Full Name of Registrant:                        eB2B Commerce, Inc.
Former Name if Applicable:
Address of Principal Executive Office:          757 Third Avenue
                                                New York, New York 10018
- --------------------------------------------------------------------------------

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;

          (b)  The subject annual report, semi-annual report, transition report
on Form 10-KSB, Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, 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-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 Form 10-KSB, 20-F, 11-K,
10-QSB, N-SAR, N-CSR, or the transition report or portion thereof, could not be
filed within the prescribed time period.

The registrant is unable to file its Annual Report (the "Annual Report") on Form
10-KSB for its fiscal year ended December 31, 2003 by the prescribed date of
March 31, 2004 without unreasonable effort or expense because not all of the
necessary information is available for the preparation of its financial
statements. The registrant is requesting additional time through this
Notification of Late Filing to be able to accumulate and report accurate
financial information and finalize its financial statements. The registrant
intends to file the Annual Report on or prior to the prescribed extended date.

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

Part IV - Other Information

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

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

                                Richard S. Cohan
                                 (212) 477-1700

          (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?

                                 ( ) 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.



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


                               eB2B COMMERCE, 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: March 30, 2004                    By: /s/ Richard S. Cohan
                                            ------------------------------------
                                            Richard S. Cohan,
                                            Chairman and 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
                 ----------------------------------------------

   Intentional misstatements or omissions of fact constitute Federal criminal
                         violations (see 18 U.S.C.1001)

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