U.S. Securities and Exchange Commission
                             Washington, D.C. 20549

                                   FORM 12b-25

                                                  SEC FILE NUMBER

             (Check One:)

                                                   CUSIP NUMBER

[X] Form 10-K and  10-KSB [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q and 10-QSB
[ ] Form N-SAR

         For Period Ended: 12-31-2000

         [ ]      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 the 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
RateXchange Corporation

Former Name if Applicable
NetAmerica.com Corporation

Address of Principal Executive Office (Street and Number)
185 Berry Street, Suite 3515

City, State and Zip Code
San Francisco, CA, 94107

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;

[X]      (b) The subject annual report, semi-annual report, transition report on
         Form10-K,  Form20-K,  Form11-K, FormN-SAR or a 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
         Rule12b-25(c) has been attached if applicable.


State below in  reasonable  detail the reasons why  Form10-K  and 10-KSB,  20-F,
11-K, 10-Q and 10-QSB,  N-SAR, or the transition report or portion thereof could
not be filed within the prescribed period.

This  filing  required  the  completion  of  documents  and the  compilation  of
financial  information related to our current  subsidiaries,  all of which could
not be  gathered,  examined,  approved  and  assembled  for  filing  within  the
available time.

                  (Attached Extra Sheets if Needed).


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

               D. Michael I. Cairns           415                371-9800
               --------------------          -----               --------
                     (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).  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 thereof?  Yes [ ] No [X]

                             RateXchange 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: 3/29/2001                            By: /s/ D. Michael I. Cairns
                                               Senior Vice President, Finance
                                               Chief Accounting Officer