PRODUCERS ENTERTAINMENT GROUP LTD
NT 10-Q, 1999-05-17
MOTION PICTURE & VIDEO TAPE PRODUCTION
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 12b-25

                                                 Commission File Number 0-18410
                                                                        -------

                           NOTIFICATION OF LATE FILING


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

              For Period Ended:   MARCH 31, 1999   
                                 -----------------------------------------------

     [_]  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:  
                                                         -----------------------

- --------------------------------------------------------------------------------


                                     PART I

                             REGISTRANT INFORMATION


Full Name of Registrant  THE PRODUCERS ENTERTAINMENT GROUP LTD.
                        --------------------------------------------------------


Former Name if Applicable

- --------------------------------------------------------------------------------


Address of Principal Executive Office (STREET AND NUMBER)

5757 WILSHIRE BOULEVARD, PENTHOUSE ONE                             
- --------------------------------------------------------------------------------

City, State and Zip Code    LOS ANGELES, CALIFORNIA 90036 
                          ------------------------------------------------------


                                    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.)

[ X ]     (a)  The reasons  described in  reasonable  detail in Part III of this
               form  could  not be  eliminated  without  unreasonable  effort or
               expense;


<PAGE>
      
[ X ]     (b)  The subject annual report,  semi-annual report, transition report
               on Form 10-K,  Form  20-F,  Form 11-K or Form  N-SAR,  or portion
               thereof  will  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-QSB,  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-QSB,
N-SAR or the  transition  report  portion  thereof  could not  be  filed  within
the prescribed time period. (Attach extra sheets if needed.)

     The Company has not been able to compile the requisite financial data and 
other narrative information necessary to enable it to have sufficient time to
complete the Company's Quarterly Report on Form 10-QSB by May 17, 1999, the
required filing date, without unreasonable effort and expense.


                                    PART IV
                               OTHER INFORMATION

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

                  ARTHUR BERNSTEIN                   (323)         634-8634     
     ---------------------------------------------------------------------------
                       (Name)                     (Area Code) (Telephone Number)

(2)  Have all other periodic  reports required under Sections 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.


THE PRODUCERS ENTERTAINMENT GROUP LTD. 
- --------------------------------------------------------------------------------
                  (Name of Registrant as Specified in Charter)

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


Date MAY 13, 1999                  By   /S/ ARTHUR BERNSTEIN
    -------------------            ---------------------------------------------
                                   Name:  Arthur Bernstein         
                                   Title: Executive Vice President 

<PAGE>

PART IV QUESTION #3


         The Company is not able to provide a reasonable estimate of the change
in results of operations from the period ended March 31, 1999 because it has not
been able to compile the requisite financial data and other narrative
information necessary to make such estimate without unreasonable effort and
expense. Such information will be provided by the earnings statements to be
included in the Company's Quarterly Report on Form 10-QSB for the period ended
March 31, 1999.




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