WASHINGTON, D.C. 20549

                                   FORM 12b-25

                         Commission File Number: 1-00356

                           NOTIFICATION OF LATE FILING

             (Check One) [ ] Form 10-K and Form 10-KSB [ ] Form 11-K
           [ ] Form 20-F [x] Form 10-Q and Form 10-QSB [ ] 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: N/A

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:   NORSTAR GROUP, INC.

Former name if applicable: N/A

         Address of Principal
         Executive Office (Street and Number):  4101 RAVENSWOOD ROAD, SUITE 128
                                                FT. LAUDERDALE, FL 33312


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

         (b)      The subject annual report, semi-annual report, transition
                  report on Form 10-K[SB], Form 20-F, Form 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 or transition report on Form 10-Q[SB], 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[SB], 11-K, 20-F,
10-Q[SB], N-SAR, or the transition report portion thereof, could not be filed
within the prescribed time period. (Attach extra sheets if needed.)

The Registrant's Form 10-QSB for the quarter ended March 31, 2003 could not be
filed within the prescribed time period due to the untimely death of its


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

         Jay Sanet          (954)           327-2481
         (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 narratatively and
quantitatively, and, if appropriate, state the reasons why a reasonable estimate
of the results cannot be made.

NORSTAR GROUP,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 16, 2003                               /s/ Jay Sanet
                                                  Jay Sanet
                                                  Chief Executive Officer