SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                 FORM 12b-25 Commission File Number 1-10781

                           NOTIFICATION OF LATE FILING
(Check One):

[ ] Form  10-K and Form  10-KSB [ ] Form  20-F [ ] Form  11-K [X ] Form 10-Q and
Form 10-QSB [ ] Form N-SAR

      For Period Ended:  March 31, 1997 . [ ] 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:      Lancit Media Entertainment, Ltd.
      Former Name if Applicable:    Lancit Media Productions, Ltd.

Address of Principal Executive Office (Street and Number):
           601 West 50th Street

City, State and Zip Code:
           New York, New York 10019


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 12b-25(b), the following should
be completed. (Check box if appropriate)

[          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, 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 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-K and Form
      10-KSB, 20-F, 11-K, 10-Q and Form 10-QSB, N-SAR, or the transition report 
      or portion thereof could not be filed within the prescribed period.

      The  Registrant is unable to file the subject report within the prescribed
      time period  because the  preparation  of the  financial  statements to be
      included in the subject report could not be timely completed.  This is the
      result  of a  review  by the  Company  of the  carrying  value of film and
      program costs related to its Puzzle Place and Backyard Safari projects. In
      addition,  the Company  recently made changes in executive  management and
      changed its independent accountants.



Part IV   Other Information


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

            Gary Appelbaum            (212)                   977-9100
           (Name)                   (Area Code)           (Telephone Number)

(2)   Have all other periodic reports required under section 13
      Yes  [   ] No [ X ]
      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).

(3)   Is it anticipated that any significant change in results of Yes [ ] No [ X
      ] 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?

      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.

                        LANCIT MEDIA ENTERTAINMENT, LTD.
                  (Name of Registrant as specified in charter)

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

Dated:     May 14, 1997                  By    /s/  GARY APPELBAUM
                                            Gary Appelbaum
                                            Chief Financial Officer



                            ATTACHMENT TO FORM 12b-25




        It is anticipated  that the Company's loss from operations will increase
substantially,  principally  due to an  anticipated  reduction  in the  carrying
values of film program  costs  related to its Puzzle  Place and Backyard  Safari
projects. A reasonable estimate of the Company's results of operations cannot be
reported at the time of the filing of this  report  because the company is still
in the process of finalizing the  appropriate  carrying  values of such film and
program costs.