WASHINGTON, D.C. 20549

                                   FORM 12b-25

                        Commission File Number 000-24757

                           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, 2002

|_| 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:

                                     PART I
                             REGISTRANT INFORMATION

Full name of registrant                        eMagin Corporation
Former name if applicable
Address of principal executive office          2070 Route 52,
City, state and zip code                       Hopewell Junction, New York 12533

                                     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 Form 10-K, 20-F, 11-K or Form
                            10-Q, or portion thereof will be filed on or before
                            the 15th
|X|                         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

         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 registrant is in the process of preparing and reviewing the
financial information of the Company on a consolidated basis. The process of
compiling and disseminating the information required to be included in the Form
10-K for the relevant fiscal quarter, as well as the completion of the required
review of the Company's financial information on a consolidated basis, could not
be completed without incurring undue hardship and expense. 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

   Gary Jones                           (845)                    892-1900
    (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.

                               eMagin Corporation
                   Name of Registrant as Specified in Charter.

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

Date: March 31, 2003                               By: /s/ Gary Jones
                                                           Gary Jones, President