MNS EAGLE EQUITY GROUP I INC
NT 10-Q, 2000-08-15
NON-OPERATING ESTABLISHMENTS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING


(Check One): / /Form 10-KSB / /Form 20-F / /Form 11-K /X/Form 10-QSB
                                  / /Form N-SAR

         For Period Ended:  June 30, 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 INSTRUCTION (ON BACK PAGE) BEFORE PREPARING FORM. PLEASE PRINT OR TYPE.

     NOTHING ON 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:

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                        PART 1 -- REGISTRANT INFORMATION

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Full Name of Registrant:
BLAGMAN INTERNATIONAL, INC.
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Former Name if Applicable: MNS Eagle Equity Group I, Inc. (Predecessor
registrant prior to a stock exchange on April 20, 2000 pursuant to which
registrant effectively became the parent of the predecessor).
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Address of Principal Executive Office (Street and Number):

1901 Avenue of the Stars, Suite 1710
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City, State and Zip Code:

Los Angeles, California 90067
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<PAGE>


                       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  defined in reasonable  detail in Part III of this form
         could not be eliminated without unreasonable effort or expense.

/X/      (b) The subject matter report, semi-annual report, transition report on
         Form 10-K,  Form 20-F,  11-K or Form N-SAR,  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.


                              PART III -- NARRATIVE

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

     As a result of the Company's limited administrative and financial
personnel, it was unable to coordinate with its independent accountants to
complete the review and preparation of the Company's June 30, 2000 interim
financial statements in a timely manner. The process could not be completed by
August 14, 2000 without unreasonable effort or expense.


<PAGE>




                          Part IV -- Other Information

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

     Robert Blagman, Chairman-CEO        (310)                    788-5444
     ----------------------------    -----------              -----------------
         (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? /X/ Yes / / 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.
--------------------------------------------------------------------------------



<PAGE>



     During the same period in the prior year, Blagman Media International was
not yet a publicly held enterprise. MSN Eagle had insignificant operations.
Given those facts, as well as the fact that Blagman Media International has
incurred significant costs normally related to the transition to and maintenance
of a public entity, the general and administrative costs and other expenses for
the current period are significantly higher than for the same prior period in
the prior year. While the report for the current period is expected to reflect a
loss, direct operating results before the above-referenced items are expected to
be positive during the current quarter but were not positive during the same
quarter in the prior year. The Company is unable to provide accurate estimates
or quantitative results at this time as management is now working with its
independent accountants to properly reflect transition to a public entity and to
make adjustments necessary to accommodate the transaction between the Company
and MSN Eagle.


                        Blagman Media International, 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:  August 14, 2000

                                          By:      /S/  Robert Blagman
                                                   -----------------------------
                                                   Robert Blagman,
                                                   Chairman, CEO



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