WASHINGTON D.C. 20549              | OMB Number  |
                                                                 | 3235-0058   |
                                   FORM 12b-25                   |  expires    |
                           NOTIFICATION OF LATE FILING           | 01/31/2005  |
                                                                 |             |
                                                                 | SEC File #  |
                                                                 |             |
                                                                 |   CUSIP #   |
                                                                 |             |
 check box
 Form 10-K [ ]   Form 20-F [ ]   Form 11-K [ ]   Form 10-Q [X]   Form N-SAR

                       For Period Ended: June 30, 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:
 Full Name of Registrant:

      FoneFriend, Inc.
 Former Name if Applicable

 Address of Principal Executive Office (Street and Number)

      2722 Loker Avenue West, Suite G
 City, State, Zip Code

      Carlsbad, CA 92008
 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;

 [XX] (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 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.


 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.

 The  Registrant is unable to file the subject report in a timely manner because
 the Registrant was not able to complete timely its financial statements without
 unreasonable effort or expense.


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

           Jackelyn Giroux                  760              607-2330
     ----------------------------    -----------------    ---------------
                (Name)                  (Area Code)       (Telephone No.)

 (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
                                                        [ ]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.

                                FoneFriend, 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: August 14, 2003                  /s/ Jackelyn Giroux
      ---------------------------       ----------------------------------------
                                        Jackelyn Giroux, President

 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.