SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 12B-25

                        Commission File Number: 000-00935


                           NOTIFICATION OF LATE FILING

|X| Form 10-K        |_| Form 11-K        |_| Form 20-F        |_| Form 10-Q
|_| Form N-SAR

      For Period Ended: December 31, 2003

|_| Transition Report on Form 10-K |_| Transition Report on Form 10-Q
|_| Transition Report on Form 20-F |_| 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 item(s) to which the notification relates:
                                                       -------------------------

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                                     PART I
                             REGISTRANT INFORMATION

Full name of registrant                   Molecular Diagnostics, Inc.
Former name if applicable
Address of principal executive office     414 N. Orleans, Suite 510
City, state and zip code                  Chicago, IL 60610

                                     PART II
                             RULE 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 Forms 10-K, 10-KSB, 20-F, 11-K, or Form N-SAR, or
[X]   |       portion thereof will be filed on or before the 15th calendar day
      |       following the prescribed due date; or the subject quarterly report
      |       or transition report on Form 10-Q, 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 Form 10-K, 11-K, 20-F,
10-Q, N-SAR or the transition report portion thereof could not be filed within
the prescribed time period.

      The compilation, dissemination and review of the information required to
be presented in the Form 10-KSB for the relevant fiscal year has imposed time
constraints that have rendered timely filing of the Form 10-KSB impracticable
without undue hardship and expense to the registrant. The registrant undertakes
the responsibility to file such annual report no later than fifteen days after
its original date.

                                    PART IV
                               OTHER INFORMATION

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



    Denis M. O'Donnell M.D.              (312)                  222-9550
          (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.

                          Molecular Diagnostics, Inc.
                  Name of Registrant as Specified in Charter.

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


Dated:  March 31, 2004                    /s/ Denis M. O'Donnell M.D.
                                          -----------------------------------
                                          By: Denis M. O'Donnell M.D
                                              Chief Executive Officer