WASHINGTON, D.C. 20549

                                   FORM 12b-25

                                               Commission File Number: 001-14646
                           NOTIFICATION OF LATE FILING

(Check One):   [ ] Form 10-K      [ ] Form 11-K     [ ] Form 20-F  [X] Form 10-Q
               [ ] Form N-SAR

For Period Ended:  June 30, 2001

[  ]  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

         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 notification relates:

                         Part I. Registrant Information

Full name of registrant:     Entertainment International Ltd.
Former name if applicable:

Address of principal executive office (Street and number):
                       7380 Sand Lake Road, Suite 350

City, State and Zip Code:  Orlando, Florida 32819

                        Part II. Rule 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 appropriate box.)

[ 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, 20-F, 11-K or Form N-SAR, or portion thereof, will be filed on or
before the 15th 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, 11-K, 20-F, 10-Q,
N-SAR or the transition report portion thereof could not be filed within the
prescribed time period. (Attach extra sheets if needed.)

         The registrant is unable to file its Quarterly Report (the "Quarterly
Report") on Form 10-Q for its fiscal quarter ended June 30, 2001 by the
prescribed date of August 14, 2001 without unreasonable effort or expense
because not all of the necessary information is available for the preparation of
its financial statements. The registrant is requesting additional time through
this Notification of Late Filing to be able to accumulate and report accurate
financial information and finalize its financial statements. The registrant
intends to file the Quarterly Report on or prior to the prescribed extended

                           Part IV. Other Information

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

     Scott Bennett                    (407)                   351-0011
        (Name)                     (Area code)           (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 report(s) been filed? If the 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.

                        Entertainment International Ltd.
                  (Name of registrant as specified in charter)

Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.

Date:  August 14, 2001               By:   /s/ Louis J. Pearlman
                                           Louis J. Pearlman, Chairman and Chief
                                           Executive Officer


Intentional misstatements or omissions of fact constitute Federal criminal
violations (see 18 U.S.C. 1001).