SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549

                                FORM 12b-25

                        Commission File No. 1-9264
                        NOTIFICATION OF LATE FILING

(Check One):    _X_ Form 10-K ___ Form 11-K  ___ Form 20-F  ___Form 10-Q
                              ___ Form N-SAR

For Period Ended: __December 31,1994________________________________________


If the notification relates to a portion of the filing checkabove, identify the
Item(s) to which the notification relates:

______________________________________________________________________________

PART I - REGISTRANT INFORMATION


Carolco Pictures Inc.         
     
Full Name of Registrant


N/A         
     
Former Name if Applicable


8800 Sunset Blvd         
     
Address of Principal Executive Officer (Street and Number)


Los Angeles, California  90069                                          
     
City, State and Zip Code


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 12b25(b), the following should
be completed.  (Check if appropriate). 

      X        (a)  The reasons described in reasonable detail inPart III of
                    this form could not be eliminated without unreasonable
                    effort or expense;
      X        (b)  The subject annual report or semi-annual report/portion
                    thereof will be filed on or before the fifteenth calendar
                    day following the prescribed due date; or the subject 
                    quarterly report/portion thereof will be filed on or before
                    the fifth calendar day following the prescribed date; and 
      X        (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,11-K, 20-F, 10-Q
or N-SAR or portion thereof, could not be filed within the prescribed time 
period.  

     The Company's Form 10-K will not be filed in a timely manner because
     certain issues, which could impact the Company's December 31, 1994
     financial statements, could not be resolved in sufficient time to allow
     the financial statements to be completed by March 31, 1995.

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

      Karen A. Taylor                310-855-7259                 
            
      (Name)                        (Area Code and 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 reports) been filed?  If 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.


----------------------------------------------------------------
                                                               
                             CAROLCO PICTURES INC.                    
               (Name of Registrant as Specified in Charter)

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


Date    March 30, 1995


By    Karen A. Taylor
      Senior Vice President and 
      Acting Chief Financial Officer

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.