SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
Commission File Number 000-50519
NOTIFICATION OF LATE FILING
(Check One):
[_] Form 10-K and Form 10-KSB [_] Form 11-K [_] Form 20-F
[X] Form 10-Q and Form 10-QSB [_] Form N-SAR
For Period Ended: June 30, 2004
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[_] 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 iMedia International, Inc.
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Former name if applicable
________________________________________________________________________________
Address of principal executive office (Street and number)
1721 21st Street
________________________________________________________________________________
City, state and zip code Santa Monica, California 90404
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12b25-1
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.)
| (a) The reasons described in reasonable detail in Part III of this
| form could not be eliminated without unreasonable effort or
| expense;
|
| (b) The subject annual report, semi-annual report, transition report
| on Form 10-K, 20-F, 11-K or Form N-SAR, or portion thereof will
[X] | 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 the 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. (Attach extra sheets if needed.)
The Registrant's Form 10-QSB, for the quarter ended June 30,
2004, 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 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
Kelly Konzelman (310) 459-4499
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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?
[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.
12b25-2
iMedia International, Inc.
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(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date 8/16/04 By /s/ Kelly Konzelman
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Name: Kelly Konzelman
Title: Executive Vice President
INSTRUCTION: The form may be signed by an executive officer of the
registrant or by any other duly authorized representative. The name and
title of the person signing the form shall be typed or printed beneath the
signature. If the statement is signed on behalf of the registrant by an
authorized representative (other than an executive officer), evidence of
the representative's authority to sign on behalf of the registrant shall be
filed with the form.
ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (see 18 U.S.C. 1001).
PART IV - OTHER INFORMATION
(3) EXPLANATION OF ANTICIPATED CHANGE
As a consequence of the Registrant's acquisition of the assets of Hollywood
Preview, Inc. during August 2003, as reported in the Registrant's Current Report
on Form 8-K filed September 15, 2003, the Registrant anticipates including in
its financial statements and in management's discussion and analysis of
financial condition and results of operations the results of operations of those
acquired assets. As a result of including this information in its financial
results, the Registrant anticipates that, for the three months ended June 30,
2003 versus 2004, revenue will increase from approximately $37,500 to
approximately $899,675, and net losses from continuing operations will decrease
from approximately $1,414,274 to $1,193,015.
12b25-3