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

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING


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

                       For the Period Ended: July 31, 2006

If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates: N/A


PART I - REGISTRANT INFORMATION

Full Name of Registrant:                      National Lampoon, Inc.

Former Name if Applicable:                    Not Applicable

Address of Principal Executive Office:        8228 Sunset Boulevard, Third Floor

City, State, and Zip Code:                    Los Angeles, California 90046


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 12(b)-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, 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 of the
            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, 20-F, 11-K, 10-Q,
N-SAR, or the transition report portion thereof could not be filed within the
prescribed time period.

      The Company does not yet have all the information it needs to complete the
      preparation of its financial statements.


PART IV - OTHER INFORMATION

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

                                  Jeff Gonzalez
                          Principal Accounting Officer
                             National Lampoon, Inc.
                                 (310) 747-5252

(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 the 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. N/A


                             National Lampoon, Inc.
                  --------------------------------------------
                  (Name of Registrant as specified in charter)


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

Date: October 30, 2006
                                           /s/ Jeff Gonzalez
                                           ----------------------------
                                           By: Jeff Gonzalez
                                           Principal Accounting Officer