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

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

                                                        SEC File Number: 0-16354
                                                        CUSIP Number: 625 44S 20

(Check One):  |_| Form 10-KSB  |_| Form 20-F  |_| Form 11-K  |X| Form 10-Q
              |_| Form N-SAR   |_| Form N-CSR

              For Period Ended: February 28, 2009
              |_| 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
              |_| Transition Report on Form N-CSR
              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:



                         PART I - REGISTRANT INFORMATION

MultiCell Technologies, Inc.
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Full name of registrant

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Former name if applicable

68 Cumberland Street, Suite 301
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Address of principal executive office (Street and number)

Woonsocket, Rhode Island  02895
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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.)

|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-K, 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-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 why Forms 10-K, 20-F, 11-K, 10-Q, N-SAR, N-CSR,
or the transition report or portion thereof, could not be filed within the
prescribed time period.


         Multicell Technologies, Inc. (the "Company") will not be able to file
its annual report on Form 10-Q for the quarter ended February 28, 2009 within
the prescribed time period without unreasonable effort and expense. The Company
is completing its preparation of its financial statements, and its independent
registered public accounting firm is in the process of auditing the financial
statements of the Company. The Company intends to file its Form 10-Q within the
15-day extension period afforded by SEC Rule 12b-25 under the Securities
Exchange Act of 1934, as amended.


                           PART IV - OTHER INFORMATION

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

         Jerry Newmin                      (401)                762-0045
         ---------------------------     ---------         ------------------
                  (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 |_| No |X|

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.


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

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

Date: April 13, 2009                        By:  /s/ Jerry Newmin
     -----------------------                   ---------------------------------
                                                 Jerry Newmin
                                                 Chief Financial 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).








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