SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 12b-25

                                                  Commission File Number 0-27256

                           NOTIFICATION OF LATE FILING


(Check        / / Form 10-K     / / Form 11-K     / / Form 20-F
One):         /X/ Form 10-Q     / / Form N-SAR

For Period Ended:                  June 30, 1999
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/  /  Transition Report on Form 10-K    /  /   Transition Report on Form 10-Q
/  /  Transition Report on Form 20-F    /  /   Transition Report on Form N-SAR
/  /  Transition Report on Form 11-K

For the Transition Period Ended:
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      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:
                                                       -------------------------
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                         Part I. Registrant Information

Full name of registrant  Atlantic International Entertainment, Ltd.
                         ------------------------------------------

Former name if applicable
                         -------------------------------------------------------

          200 East Palmetto Park Road, #200, Boca Raton, Florida 33432
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                      Address of principal executive office

                        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 appropriate box.)

/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 N-SAR, or portion thereof will be filed on or
     before the 15th  calendar day  following  the  prescribed  due date; or the
     subject quarterly report or

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     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,  11-K,  20-F,
10-Q,  N-SAR or the transition  report portion thereof could not be filed within
the prescribed time period. (Attach extra sheets if needed.)

     The Registrant was unable to file the Quarterly Report on Form 10-Q for the
quarter  ended  June 30,  1999 (the  "Report")  without  unreasonable  effort or
expense due to the delays in gathering information for inclusion therein.

                           Part IV. Other Information

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

          Richard Iamunno            (561)                    393-6685
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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?

                                                                / / 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.


                   Atlantic International Entertainment, Ltd.
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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           8/11/99                            By /s/ Richard Iamunno
                                                    ----------------------------
                                                Name:  Richard Iamunno
                                                Title:  Chief Executive Officer

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     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.



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