United States
                       Securities and Exchange Commission

                                   Form 12b-25

                                                        SEC File No.: 333-128226
                                                            CUSIP No.: 45822W100

                           NOTIFICATION OF LATE FILING

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

For Period Ended: June 30, 2007

|_| 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: _______________________________________________


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


                          Intellect Neurosciences, Inc.
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                             Full Name of Registrant


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                            Former Name if Applicable


                               7 West 18th Street
                               New York, NY 10011
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            Address of Principal Executive Office (Street and Number)
                            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), 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,  Form 20-F,  Form 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 5th calendar day after
          |       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, 20-F, 10-Q, N-SAR,
or the  transition  report or  portion  thereof,  could not be filed  within the
prescribed time period.

Intellect Neurosciences,  Inc. (the "Company") is currently obtaining additional
information to accurately  complete its financial  statements for the year ended
June 30, 2007. As a result, the Company requires additional time to complete the
Form 10-KSB  regarding  the year ended June 30, 2007 and cannot timely file that
form without unreasonable effort or expense.

                           PART IV - OTHER INFORMATION

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

                Elliot Maza                           212-448-9300
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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  reports(s) been filed? If answer
      is no, identity 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 has ceased  operations as a shell  company  since the  corresponding
period for the last fiscal year. This change occurred during the year ended June
30, 2007.  The Company's  Report on Form 10-KSB for the year ended June 30, 2007
will  reflect  results  of  operations  of  the  Company's   operating   company
subsidiary, Intellect USA, Inc.





                          INTELLECT NEUROSCIENCES, INC.
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                   Name of Registrant as Specified in Charter


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


                                       INTELLECT NEUROSCIENCES, INC.


Date: October 1, 2007                  By: /s/ Elliot Maza
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                                           Elliot Maza
                                           President and Chief Financial Officer