UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 
 
FORM 12b-25
 

NOTIFICATION OF LATE FILING


(Check one): o Form 10-K    o Form 20-F    o Form 11-K  x Form 10-Q   o Form N-SAR    o Form N-CSR
 

For Period Ended:    March 31, 2009
 
 
o Transition Report on Form 10-K
o Transition Report on Form 20-F
o Transition Report on Form 11-K
o Transition Report on Form 10-Q
o 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:

Part I  Registrant Information

Full Name of Registrant:     iVoice, Inc.
 
750 Highway 34, Matawan, NJ
 
07747
(Address of principal executive offices)
 
(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) 

(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 subject distribution report on Form 10-D, 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

The Registrant has been unable to complete and file, when originally due, the Quarterly Report on Form 10-Q as a result of delays in finalizing the financial statements in time for the independent accountants to review the Quarterly Report.
 

Part IV  Other Information

(1) Name and telephone number of person to contact in regard to this notification
 
Lawrence A. Muenz
 
(202) 728-2909
(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 shorter period that the registrant was required to file such report(s) been filed?  If the answer is no, identify report(s).    x Yes   o 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?  x Yes  o No

Total sales for the three months ended March 31, 2009 and 2008 were $15,030 and $37,736, respectively.  The total net loss for the three months ended March 31, 2009 was $348,426 as compared to the net loss of $759,370 for the three months ended March 31, 2008. 

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

Date:    May 18, 2009  
By:
/s/ Jerome Mahoney  
   
Jerome Mahoney
 
    President and Chief Executive Officer