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U.S. Securities and Exchange Commission

UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION

SECURITIES EXCHANGE ACT OF 1934
Release No. 49803 / June 3, 2004

Admin. Proc. File No. 3-11443


In the Matter of

UNCOMMON MEDIA GROUP, INC.



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ORDER MAKING FINDINGS AND IMPOSING SANCTION BY DEFAULT

The Securities and Exchange Commission (Commission) initiated this proceeding on March 29, 2004, with an Order Instituting Proceedings (OIP) pursuant to Section 12(j) of the Securities Exchange Act of 1934 (Exchange Act). On April 2, 2004, Respondent Uncommon Media Group, Inc. (Uncommon Media), was served with the OIP. On May 5, 2004, I granted Uncommon Media an extension until May 18, 2004, to file its answer. On May 24, 2004, the Division of Enforcement (Division) filed a motion for default based on Uncommon Media's failure to file an answer. As of today's date, Uncommon Media has not filed an answer. On June 1, 2004, I held a prehearing conference during which Uncommon Media represented that it did not intend to file an answer and waived its right to a hearing in this proceeding. Uncommon Media is aware of the sanction the Division is seeking, a revocation of the registration of its securities.

Because Uncommon Media failed to file an answer, it is in default. See 17 C.F.R. 201.155(a), .220(f). Pursuant to Rule 155(a) of the Commission's Rules of Practice, 17 C.F.R. 201.155(a), I find the following allegations in the OIP to be true. Uncommon Media's common stock has been registered with the Commission pursuant to Section 12(g) of the Exchange Act since July 1999. Uncommon Media is a Florida corporation with its principal place of business in New York, New York. Uncommon Media purportedly creates and delivers targeted marketing and advertising using multimedia technology, software, and the Internet. Uncommon Media failed to file annual reports on Form 10-KSB for the years ended December 31, 2002, and December 31, 2003.

Uncommon Media failed to file quarterly reports on Form 10-QSB for the quarters ended June 30, 2002, September 30, 2002, March 31, 2003, June 30, 2003, and September 30, 2003. On the basis of the foregoing, Uncommon Media failed to comply with Section 13(a) of the Exchange Act and Rules 13a-1 and 13a-13 thereunder. Accordingly, it is necessary and appropriate for the protection of investors to revoke the registration of Uncommon Media's securities.

IT IS ORDERED, pursuant to Section 12(j) of the Securities Exchange Act of 1934, that the registration of all securities of Uncommon Media Group, Inc., be and it hereby is REVOKED.

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Lillian A. McEwen
Administrative Law Judge


http://www.sec.gov/litigation/admin/34-49803.htm


Modified: 06/03/2004