SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 12b-25

                                                Commission File Number 000-28761

                          NOTIFICATION OF LATE FILING

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

         For Period Ended:           Fiscal Year Ended July 31, 2003
                          ------------------------------------------------------

|_|     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:
                                         ---------------------------------------

         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                JAG Media Holdings, Inc.
                       ---------------------------------------------------------

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

Address of principal executive office (Street and Number)   6865 SW 18th Street,
                                                            Suite B13
                                                         -----------------------

City, state and zip code            Boca Raton,    Florida    33433
                        --------------------------------------------------------



                                    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;

|X|      (b)      The subject annual report, semi-annual report, transition
                  report on Form 10-KSB, 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 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-KSB, 11-K,
20-F, 10-Q, N-SAR, N-CSR or the transition report portion thereof could not be
filed within the prescribed time period. (Attach extra sheets if needed).

Records and documentation necessary for completion of the narrative and
financial statements for the report were not available in time to complete the
Form 10-KSB of the Registrant for the period ending July 31, 2003. The
Registrant will file such report on or before November 13, 2003.

                                    PART IV
                               OTHER INFORMATION

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

              Thomas J. Mazzarisi          561                393-0605
         -----------------------------------------------------------------------
                    (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.



                            JAG Media Holdings, 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      October 29, 2003              By /s/ Thomas J. Mazzarisi
    ----------------------------           -----------------------
                                           Name: Thomas J. Mazzarisi
                                           Title: Executive Vice President