SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

                       COMMISSION FILE NUMBER: 0-21051

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

                 For Period Ended: March 31, 2001

[ ] Transition Report on Form 10-K and Form 10-KSB
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q and Form 10-QSB
[ ] 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:
                                                       -------------------------

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                                     PART I
                             REGISTRANT INFORMATION


   Full Name of Registrant   Capital Media Group Limited
                          ------------------------------------------------------

   Former Name if Applicable
                            ----------------------------------------------------

   Address of Principal Executive Office (Street and Number) 2 rue du Nouveau
                                                            --------------------
Bercy
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   City, State and Zip Code   94220 Charenton, France
                           -----------------------------------------------------



                                    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 appropriate box.)

   [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, 10-KSB, 20-F, 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-Q, 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 the reasons why Forms 10-K, 10-KSB, 11-K,
20-F, 10-Q, 10-QSB, N-SAR or the transition report or portion thereof could not
be filed within the prescribed time period. (Attach extra sheets if needed.)

   The Registrant's Report on Form 10-QSB for the period ended March 31, 2001,
could not be filed within the prescribed time period because certain information
and data relating to and necessary for the completion of the Registrant's
financial statements and management's discussion and analysis of financial
condition and results of operations could not be obtained by the Registrant
within such time period without unreasonable effort or expense.

                                     PART IV
                                OTHER INFORMATION

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

    Philip B. Schwartz                                    (305) 982-5604
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         (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?

                                                       [ ] 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.



                          Capital Media Group Limited
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                   (Name of Registant as Specified in Charter

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

Date May 15, 2001                          By /s/ Gilles Assouline
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                                              Gilles Assouline
                                              Chairman, President
                                              and Chief Executive Officer