UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 12b-25
                           NOTIFICATION OF LATE FILING

                        Commission File Number 333-128077


|X| Form 10-K/Form 10-KSB    |_| Form 11-K    |_| Form 20-F    |_| Form 10-Q
|_| Form N-SAR

      For Period Ended: December 31, 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: _______________________________________

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                            Marine Growth Ventures, Inc.
Address of principal executive office              405-A Atlantis Road
City, State and Zip Code                           Cape Canaveral, Florida 32920

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

      The registrant is in the process of preparing and reviewing the financial
information of the registrant. The process of compiling and disseminating the
information required to be included in the Form 10-KSB for the relevant fiscal
year, as well as the completion of the required review of the registrant's
financial information, could not be completed without incurring undue hardship
and expense. The registrant undertakes the responsibility to file such annual
report no later than fifteen days after its prescribed due date.

                                     PART IV
                                OTHER INFORMATION

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

      Katherine A. Ostruszka             (321)                  783-1744
            (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.

                          Marine Growth Ventures, Inc.
                   Name of Registrant as Specified in Charter.

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


Date: March 28, 2008                      By: /s/ Katherine A. Ostruszka
                                              --------------------------
                                              Katherine A. Ostruszka
                                              Chief Financial Officer