SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                 FORM 12b-25 Commission File Number 1-10781

                           NOTIFICATION OF LATE FILING
(Check One):

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

      For Period Ended:   June 30, 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  Registrant  has been  unable to  complete  all
      financial and business information required for the subject report and for
      the Registrant's  financial  statements for the fiscal year ended June 30,
      1997 to be included in the subject  report.  During and  subsequent to its
      fourth  fiscal   quarter,   the  Registrant   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 [X]Yes [ ]No
      or 15(d) of the Securities Exchange Act of 1934 or
      section 30 of the Investment Registrant 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 [X]Yes [ ]No 
      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:     September 29, 1997            By    /s/  GARY APPELBAUM
                                            Gary Appelbaum
                                            Chief Financial Officer



                            ATTACHMENT TO FORM 12b-25




The  Registrant's  loss from  operations will increase  substantially  over that
reported for the prior fiscal year.  Such loss will be consistent  with the loss
from operations as reported in the Registrant's  March 31, 1997 Quarterly Report
on Form  10-Q,  and will  reflect  additional  operating  losses  for the fourth
quarter incurred in the ordinary course of business. Such increased loss for the
year ended June 30, 1997 is primarily  due to the  adjustments  in the carrying
value of film and program  costs from the non-cash  write-off  related to its 
Puzzle Place and  Backyard  Safari  projects as  reported in such Form 10-Q,  
decreased revenues due to decreased production and licensing activities,  
partially offset by decreased expenses related to such reduced activities,  and 
increased general and administrative expenses, which consist principally of
non-recurring items. A more  precise  estimate  of the  Registrant's  results of
operations  cannot be reported  at the time of the  filing  of this Form  
because  all  financial  and business  information  required  for the  financial
statements  and the related review of such  statements  by the  Registrant's  
Audit  Committee  has not been completed.