U.S. SECURITIES AND EXCHANGE
                                   COMMISSION
                             WASHINGTON, D.C. 20549

                           NOTIFICATION OF LATE FILING

                                   FORM 12b-25

    SEC FILE NUMBER 001-12885                    CUSIP NUMBER 053577 10 2

                                   (Check One)

[ ] Form 10-K and Form 10-KSB           [ ] Form 20-F             [ ] Form 11-K
[X] Form 10-Q and Form 10-QSB           [ ] Form N-SAR

         For Period Ended:  September 30, 2004

         [ ] Transition Report on Form 10-K
         [ ] Transition Report on Form 20-F
         [ ] Transition Report on Form 11-K
         [X] Transition Report on Form 10-Q
         [ ] Transition Report on Form N-SAR

         For the Transition Period Ended:

         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:  Avenue Entertainment Group, Inc.

Former Name if Applicable:

Address of Principal Executive Office:  10202 W. Washington Boulevard

City, State and Zip Code:  Culver City, CA 90232


PART II.  RULES 12b25(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)

         (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 and 10-KSB, Form 20-F, Form 11-K, or Form
                  N-SAR, 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
                  and 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 Form 10-K and Form 10-KSB,
20-F, 11-K, 10-Q and 10-QSB, or N-SAR, or the transition report or portion
thereof could not be filed within the prescribed time period.

Certain officers of the Company were out of town and were not able to sign the
representation letter by the filing date of November 15, 2004.

PART IV.  OTHER INFORMATION

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

                      Cary Brokaw             (310)                244-6868
                       (Name)              (Area Code)          (Telephone No.)

         (2)      Have all other periodic reports required under section 13 or
                  15(d) of the Securities Exchange 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 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 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.


                        Avenue Entertainment Group, Inc.
                (Name of Registrant as Specified in its Charter)


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


Date:  November 15, 2004                                Cary Brokaw
                                                        President