SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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:   December 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  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 quarter ended December 31,
      1997 to be  included  in the  subject  report.  The  Registrant  has  been
      focusing  its efforts on its  previously-announced  initiatives  to pursue
      strategic alliances, a business combination or other sources of additional
      funding, and does not have sufficient  resources to concurrently  complete
      such financial statements and related financial disclosure by such time as
      the report would have been due without an extension.



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 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 [ 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:     February 17, 1998                     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 from operations, to be reported in
the  Registrant's   December  31,  1997  Quarterly  Report  on  Form  10-Q,  was
approximately  $1.3 million for the three month  period ended  December 31, 1997
and was  approximately  $2.7 million for the six month period ended December 31,
1997, as compared  with losses from  operations of $0.9 million and $1.5 million
for the comparable periods of the prior fiscal year.

Such increased loss for the three month period ended December 31, 1997, compared
to the loss in the comparable period for the prior fiscal year, is primarily due
to increased production and royalty related expenses  (resulting primarily from
increased development costs) and increased general and administrative  expenses
(primarily as a result of initiatives  involving new personnel and the Company's
restructuring,  resulting  in increased  personnel  costs and  increased  office
related and insurance  costs as well as increased  legal and other  professional
fees).

Such increased  loss for the six month period ended December 31, 1997,  compared
to the loss in the comparable period for the prior fiscal year, is primarily due
to reduced revenues (resulting primarily from reduced production  activity,  the
expiration  of certain  licensee  contracts  and reduced  royalties),  increased
production  and royalty  related  expenses  (resulting  primarily from increased
development costs) and increased general and administrative  expenses (primarily
as  a  result  of   initiatives   involving  new  personnel  and  the  Company's
restructuring,  resulting  in increased  personnel  costs and  increased  office
related and insurance  costs as well as increased  legal and other  professional
fees).