U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC File Number: 333-22443
CUSIP Number: Common 452333 10 7
Warrant 452333 11 5
Units 45233 20 6
[X] Form 10-QSB
For Period Ended: November 30, 1997
Nothing in this Form shall be construed to imply that the Commission
has verified any information contained herein.
Part I - Registrant Information
Full Name of Registrant: Illuminated Media Inc.
Former Name if Applicable:
Address of Principal Executive Office:
Rand Tower, Suite 1530
527 Marquette Avenue
Minneapolis, MN 55402
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; and
[X] (b) The subject quarterly report on Form 10-QSB will be filed on or
before the fifth calendar day following the prescribed due date.
Part III - Narrative
State below in reasonable detail the reasons why the Form 10-QSB could not
be filed within the prescribed time period.
The Registrant caused its 1933 Act Registration Statement on Form SB-2 to
become effective on July 24, 1997, and as such became subject to Section
15(d) under the Exchange Act. Unfortunately, the Registrant's initial
public offering was not successful in that the minimum amount was not
raised, and the offering was terminated on December 21, 1997. The
Registrant is now in the process, as its Undertaking requires, to
de-register all such securities under the 1933 Act.
The Registrant is under considerable pressure to find an alternate source
of financing, which is not assured at this point, and, in addition, it is
moving its corporate offices, causing major disruption for its small
staff.
None of the Registrant's securities are publicly traded at this point in
time.
The extra time and effort needed by the Registrant's staff to prepare the
Registrant's third quarter financial statements and the related Form
10-QSB in a timely manner could not be eliminated without unreasonable
effort or expense.
Part IV - Other Information
(1) Name and telephone number of person to contact in regard to this
notification:
Thomas J. dePetra (612) 338-3554
(Name) (Telephone No.)
(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 Regisrant 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 can not be made.
SIGNATURES
Illuminated Media Inc. has caused this notification to be signed on its
behalf by the undersigned thereunto duly authorized.
ILLUMINATED MEDIA INC.
Date: January 15, 1998 By /s/ THOMAS J. DEPETRA
Thomas J. dePetra
Its Chief Operating Officer
INSTRUCTION: The Form may be signed by an executive officer of the Registrant
or by any other duly authorized representative. The name and title of the
person signing the Form shall be typed or printed beneath the signature.
ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal
Violations
(See 18 U.S.C. 1001).
