Washington, D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

(Check one)
[ ]Form 10-K [ ]Form 20-F [ ]Form 11-K [X]Form 10-Q [ ]Form N-SAR [ ]Form N-CSR

               For Period Ended: December 26, 2004

               [ ]  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 attached instruction sheet 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  Advanced Photonix, Inc.

Former Name if Applicable

1240 Avenida Acaso
Address of Principal Executive Office (Street and Number)

City, State and Zip Code   Camarillo, California 93012

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.



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.

     The  registrant is in the process of complying  with a request by the staff
of the Securities and Exchange Commission (the "SEC") for additional  disclosure
in the  registrant's  quarterly  report on Form  10-QSB  for the  quarter  ended
December 26, 2004 as a result of the staff's review of the financial  statements
and related  disclosures  contained in the  registrant's  periodic reports filed
under the Securities  Exchange Act of 1934. The registrant is unable to file its
quarterly  report on Form 10-QSB for the quarter ended  December 26, 2004 within
the  prescribed  time period  because  the  additional  disclosure  could not be
assembled  and  analyzed  without   unreasonable   effort  and  expense  to  the
registrant.  The  registrant  expects  to file the Form  10-QSB on or before the
fifth calendar day following the prescribed due date.


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

 Susan A. Schmidt                                (805)      987-0146
 -------------------------------               ----------   ------------------
   (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 answer is no,
     identify report(s).
                              Yes [X]    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 [ ]    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.

                            Advanced Photonix, Inc.

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

Date:  Febraury 10, 2005                    By: /s/  Susan Schmidt
       ------------------                       -----------------------------
                                                Susan Schmidt
                                                Chief Financial Officer