UNITED STATES

 

 

 

SECURITIES AND EXCHANGE COMMISSION

 

Washington, D.C. 20549

 

FORM 12b-25

 

NOTIFICATION OF LATE FILING

 

(Check one):

 

 

 

 

 

 

 

SEC FILE NUMBER

 

000117167

 

 

 

 

 

 

 

CUSIP NUMBER

 

5357441065

 

 

 

 

[           ] Form 10-K    [ x ] Form 20-F    [           ] Form 11-K

 

[           ] Form 10-Q    [           ] Form 10-D    [           ] Form N-SAR    [           ] Form N-CSR

 

 

 

For Period Ended: December 31, 2014

 

[           ]

Transition Report on Form 10-K

   

[           ]

Transition Report on Form 20-F

   

[           ]

Transition Report on Form 11-K

   

[           ]

Transition Report on Form 10-Q

   

[           ]

Transition Report on Form N-SAR

 

For the Transition Period Ended:

 

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

 

 Lingo Media Corporation

 

Full Name of Registrant

 

 Lingo Media Inc.

 

Former Name if Applicable

 

 151 Bloor Street West, Ste. 703

 

Address of Principal Executive Office (Street and Number)

 

 Toronto, Ontario M5S 1S4, CANADA

 

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

 

x

(a)

The reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense

     
 

(b)

The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, 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 subject distribution report on Form 10-D, 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 why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.

 

The Registrant was unable to file the Annual Report on Form 20-F in a timely manner because of recent retention of new US securities counsel.

 

PART IV — OTHER INFORMATION

 

(1)

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

   

 

Michael Kraft

416

927-7000 ext 23

       

 

(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 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.

 

 
 
 

 

Lingo Media Corporation

 

(Name of Registrant as Specified in Charter)

 

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

 

 

 

Date: April 30, 2015

By:

/s/ Michael Kraft

 

 

Michael Kraft

     

 

Title:

President & CEO

 

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