UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING SEC FILE NUMBER: 000-19616
CUSIP NUMBER: 918037102
[X]Form 10-K [ ]Form 20-F [ ] Form 11-K [ ] Form 10-Q
[ ]Form N-SAR
For Period Ended: January 2, 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
UTOPIA MARKETING, INC.
Former Name if Applicable
SAM & LIBBY, INC.
Address of Principal Office (Street and Number)
301 CLEMATIS STREET, SUITE 205
City, State and Zip Code
WEST PALM BEACH, FLORIDA 33401
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.
[X] (b) The subject annual report, semi-annual report, transition
report on Form 10-K, Form 20-F, 11-K or Form N-SAR, or
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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
[X] (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 Forms 10-K, 20-F,
10-Q, N-SAR, or the transition report or portion thereof, could not
be filed within the prescribed time period.
The extension for filing the Form 10-K has
been requested as a result of a change in
auditors.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to
this notification.
Vance Kistler (561) 835-9998
(Name) (Area Code) Telephone Number)
(2) Have all other period 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 short period that the registrant was
required to file such report(s) been filed? If 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 in the earnings statement 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.
UTOPIA MARKETING, INC. has caused this notification to be
signed on its behalf by the undersigned hereunto duly authorized.
Date: March 25, 1999 BY:/s/Vance Kistler
Vance Kistler, Controller
