SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 12b-25

                           SEC File Number 0-15807

                           CUSIP Number 570913-10-3

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                           NOTIFICATION OF LATE FILING


(Check One):   [X] Form 10-K    [_] Form 11-K    [_] Form 20-F    [ ] Form 10-Q
               [_] Form N-SAR

                           For Period Ended: 12/31/2003

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     [_]  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:


If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates:

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                                     PART I


                           REGISTRANT INFORMATION


                           MarketShare Recovery, Inc.
                      ----------------------------------
                           Full name of registrant



                            Health & Leisure, Inc.
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                          Former name if applicable



                        95 Broadhollow Road Suite 101
            ---------------------------------------------------------
            Address of principal executive office (Street and number)


                           Melville, New York FL 11747
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                              City, state and zip code



                                    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 N-SAR, or portion thereof will
[x]  |         be filed on or before the  15th  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
                                   NARRATIVE

     State below in reasonable detail why the 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. (Attach extra sheets if needed.)


                  Data and other information regarding certain material
         operations of the Company as well as its financial statements required
         for the filing are not currently available and could not be made
         available without unreasonable effort and expense


                                    PART IV
                               OTHER INFORMATION

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

                     Ray Barton                     (631)        385-0007
             -------------------------             --------    ---------------
                       (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.


                            MarketShare Recovery, 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 March 29, 2004                         By /s/  Ray Barton
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                                                    Ray Barton, President


                                    ATTENTION

     Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (see 18 U.S.C. 1001).