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

                                   FORM 12B-25

                           NOTIFICATION OF LATE FILING

[ ] Form 1O-KSB   [ ] Form 11-K   [X] Form 10-QSB [ ] Form N-SAR
For Period Ended: December 31, 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 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:  INTERNATIONAL COSMETICS MARKETING CO.

         Former Name if Applicable:

         6501 Park of Commerce Boulevard, Suite 205
         -----------------------------------------------------------------------
         Address of Principal Executive Office (Street and Number)

         Boca Raton, Florida  33487
         -----------------------------------------------------------------------
         City, State and Zip Code

================================================================================





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) [Paragraph 23,047],
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 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 [Amended in Release No. 34-26589 (Paragraph 72,435), effective April
12, 1989, 54 F.R. 10306.]

[ ] (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 the Form 1O-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. [Amended in Release No. 34-26589

(Paragraph 72,435), effective April 12, 1989, 54 F.R. 10306.]


         THE FORM 10-QSB CANNOT BE FILED WITHIN THE PRESCRIBED TIME PERIOD
         BECAUSE ADDITIONAL TIME IS REQUIRED BY REGISTRANT'S MANAGEMENT TO
         FINALIZE THE NECESSARY FINANCIAL INFORMATION FOR THE FORM 10-QSB.





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

PART IV - OTHER INFORMATION

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

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

         Roxanne K. Beilly, Esq.            954               763-1200
         -----------------------------------------------------------------------
         (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.

         THE COMPANY ESTIMATES A NET LOSS OF APPROXIMATELY $20,500,000 FOR THE
         QUARTER ENDED DECEMBER 31, 2000 COMPARED TO NET LOSS OF $193,238 FOR
         THE QUARTER ENDED DECEMBER 31, 1999. THE INCREASE IN THE NET LOSS IS
         DUE PRINCIPALLY TO A NON-CASH EXPENSE OF $19,982,000 FOR STOCK OPTIONS
         GRANTED TO LICENSORS, A DECREASE IN SALES OF $60,000, A PROVISION FOR
         EXCESS AND OBSOLETE INVENTORY OF $141,000 AND A $93,000 INCREASE IN
         SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. THE COMPANY EXPERIENCED
         DECLINING MONTHLY SALES IN THE QUARTER ENDED DECEMBER 31, 2000.
         SUBSEQUENT TO DECEMBER 31, 2000, SALES HAVE DECLINED TO MINIMAL
         AMOUNTS.

                      INTERNATIONAL COSMETICS MARKETING CO.
     -----------------------------------------------------------------------
                  (Name of Registrant as specified in charter)

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

                             INTERNATIONAL COSMETICS MARKETING CO.


                             /s/ Sonny Spoden
                             ------------------------
                             Chief Financial Officer

DATED: February 9, 2000