SCHEDULE 14A
                                 (RULE 14A-101)
                     INFORMATION REQUIRED IN PROXY STATEMENT
                            SCHEDULE 14A INFORMATION
                PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

     Filed by the registrant |X|
     Filed by a party other than the registrant  |_|
     Check the appropriate box:
|_|  Preliminary proxy statement             |_|  Confidential, for use of the
                                                  Commission only (as permitted
                                                  by Rule 14a-6(e)(2))
|X|  Definitive proxy statement
|_|  Definitive additional materials
|_|  Soliciting material pursuant to Rule 14a-11(c) or Rule 14a-12

                    NEW MILLENNIUM MEDIA INTERNATIONAL, INC.
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                (Name of Registrant as Specified in Its Charter)

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    (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

Payment of filing fee (Check the appropriate box):

|X|  No fee required.
|_|  Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

(1)  Title of each class of securities to which transaction applies:

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(2)  Aggregate amount of securities to which transaction applies:

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(3)  Per unit price or other underlying value of transaction  computed  pursuant
     to Exchange Act Rule 0-11:1

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(4)  Proposed maximum aggregate value of transaction:

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(5)  Total fee paid:

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|_|  Fee paid previously with preliminary materials:
                                                    ----------------------------

|_|  Check box if any part of the fee is offset as provided by Exchange Act Rule
     0-11a)(2)  and  identify the filing for which the  offsetting  fee was paid
     previously.  Identify the previous filing by registration statement number,
     or the form or schedule and the date of its filing.

(1)  Amount previously paid:

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(2)  Form, Schedule or Registration Statement No.:

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(3)  Filing party:

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(4)  Date filed:

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1    Set forth the amount on which the filing fee is calculated and state how it
     was determined.



                    NOTICE OF SPECIAL MEETING OF STOCKHOLDERS
                     to be held Thursday, December 18, 2003

TO THE STOCKHOLDERS OF NEW MILLENNIUM MEDIA INTERNATIONAL, INC.

     NOTICE IS HEREBY GIVEN that a Special Meeting of Stockholders (the "Special
     Meeting") of New  Millennium  Media  International,  Inc.,  will be held on
     Thursday,  December 18, 2003 at the hour of 9:00 a.m. eastern standard time
     at 200 9th  Avenue  North,  Suite 210,  Safety  Harbor,  Florida  34695 for
     considering and acting upon:

     1.   A proposal to amend the Company's  Restated  Articles of Incorporation
          to effect an  increase  in the number of  authorized  $0.001 par value
          common stock from 15,000,000  authorized  common shares to 150,000,000
          authorized  common  shares.  The par value  will  remain at $0.001 per
          share; and

     2.   Such other  business,  if any, as may properly come before the Special
          Meeting or any adjournments or postponements thereof.

Only stockholders of record at the close of business on November 3, 2003 will be
entitled to notice of and to vote at the Special  Meeting or any  adjournment(s)
thereof.  For a period  of at least ten days  prior to the  Special  Meeting,  a
complete list of  stockholders  entitled to vote at the Special  Meeting will be
open to examination by any  stockholder  during  ordinary  business hours at the
offices of the Company, 200 9th Avenue North, Suite 210, Safety Harbor,  Florida
34695.

Information  concerning  the matters to be acted upon at the Special  Meeting is
set forth in the accompanying Proxy Statement.

A proxy card is enclosed in the envelope in which these materials were mailed to
you.  Please fill in, date and sign the proxy card and return it promptly in the
enclosed  postage-paid return envelope.  If you attend the Special Meeting,  you
may, if you wish, withdraw your proxy and vote in person.

                                   By Order of the Board of Directors

                                   /s/ John Thatch
                                   ----------------------------------
                                   John "JT" Thatch, President/CEO/Director

Safety Harbor, Florida
October 30, 2003

WE URGE YOU TO  SIGN,  DATE AND  RETURN  THE  ENCLOSED  PROXY  CARD(S)  WHICH IS
SOLICITED ON BEHALF OF THE BOARD OF  DIRECTORS AS SOON AS POSSIBLE,  EVEN IF YOU
ARE  CURRENTLY  INTENDING TO ATTEND THE MEETING.  THIS WILL NOT PREVENT YOU FROM
VOTING IN PERSON, BUT WILL ASSURE THAT YOUR VOTE IS COUNTED IF YOU ARE UNABLE TO
ATTEND THE MEETING.



                    NEW MILLENNIUM MEDIA INTERNATIONAL, INC.
                                 PROXY STATEMENT

                                  INTRODUCTION

This proxy  statement is  furnished  to  stockholders  of New  Millennium  Media
International,  Inc., a Colorado Corporation (the "Company"), in connection with
the  solicitation  of proxies by the Company's Board of Directors for use at the
Special Meeting of Stockholders to be held at 9:00 a.m.,  eastern  standard time
on  Thursday,  December 18, 2003,  located at 200 9th Avenue  North,  Suite 210,
Safety Harbor,  Florida 34695 (the "Special  Meeting") and at any adjournment(s)
thereof.  The Special  Meeting is being held for the purpose of considering  and
acting upon:

     1.   A proposal to amend the Company's  Restated  Articles of Incorporation
          to effect an  increase  in the number of  authorized  $0.001 par value
          common stock from 15,000,000  authorized  common shares to 150,000,000
          authorized  common  shares.  The par value  will  remain at $0.001 per
          share; and

     2.   Such other  business,  if any, as may properly come before the Special
          Meeting or any adjournments or postponements thereof.

The date of this Proxy  Statement is October 30, 2003.  This proxy  Statement is
first being mailed to the Company's stockholders on or about such date.

The Company's  principal offices are located at 200 9th Avenue North, Suite 210,
Safety Harbor, Florida 34695. Its telephone number is (727) 797-6664.

VOTING AT THE MEETING

Only holders of record of the Company's common stock, par value $0.001 per share
(the "Common  Stock"),  outstanding at the close of business on November 3, 2003
(the "Record Date") are entitled to notice of and to vote at the Special Meeting
and at any  adjournment(s)  thereof.  As of the close of  business on the Record
Date, 11,613,728 shares of Common Stock were outstanding and entitled to vote at
the Special  Meeting.  Unless  otherwise  indicated,  all  references  herein to
percentages  of  outstanding  shares of Common Stock are based on such number of
shares outstanding. Each share of common Stock is entitled to one vote.

The presence,  in person or by proxy, of holders of one third of the outstanding
shares of Common Stock  entitled to vote is necessary to  constitute a quorum at
the  Special  Meeting.  Abstentions  and  broker  non-votes  will be  counted in
determining  whether a quorum is present. A record holder of shares who competes
and  properly  signs the  accompanying  proxy card and returns it to the Company
will have their  shares  voted as directed on the proxy card.  If a  stockholder
attends  the Special  Meeting,  that  stockholder  may vote his or her shares by
completing  a ballot at the  Special  Meeting.  The  Company  will have  ballots
available  at the  Special  Meeting  for  stockholders  who choose to vote their
shares in person.

Many  stockholders  hold their  shares of Common  Stock in "street  name," which
means that the shares are registered in their brokers', banks', or other nominee
holders'  names  rather  than in the  stockholders'  own names.  The street name
holder should provide to those stockholders, along with these proxy solicitation
materials  that the Company has provided to the street name  holder,  the street
name holder's own request for voting instructions. By completing the voting



instruction  card,  the  stockholder  may direct their street name holder how to
vote the  stockholder's  shares.  Alternatively,  if a stockholder wants to vote
their street name shares at the Special  Meeting,  the stockholder  must contact
their broker  directly in order to obtain a proxy issued to the  stockholder  by
their nominee  holder.  A broker letter that  identifies  the  stockholder  as a
stockholder is not the same as a broker-issued  proxy. If the stockholder  fails
to bring a nominee-issued proxy to the Special Meeting, the stockholder will not
be able to vote their nominee-held shares at the Special Meeting.

If a stockholder  holds shares in street name through a broker or other nominee,
the broker or nominee will not be permitted to exercise  voting  discretion with
respect to approval of the increase in number of authorized common shares. Thus,
if a stockholder  does not give a broker or nominee specific  instructions,  the
shares may not be voted on the proposal for the increase in number of authorized
common  shares  and will not be  counted  in  determining  the  number of shares
necessary for approval.  Shares  represented  by such "broker  non-votes"  will,
however,  be counted in  determining  whether  there is a quorum  present at the
Special Meeting.

The  affirmative  vote of a majority  of the issued  and  outstanding  shares of
Common Stock on the Record Date is required to approve the increase in number of
authorized  common shares.  Abstentions and broker  non-votes will have the same
effect as a vote against the increase in number of authorized common shares.

All shares of Common  Stock  represented  by  properly  executed  and  unrevoked
proxies will be voted at the Special Meeting in accordance with the direction on
the proxies.  If no direction is  indicated,  the shares will be voted "for" (i)
the proposed  increase in number of authorized  common  shares;  and (ii) at the
discretion  of the  proxy  holders  with  regard to any  other  matter  that may
properly  come before the  Special  Meeting.  The  Company  does not know of any
matters,  other  than  those  described  in the  Notice of  Special  Meeting  of
Stockholders, which will come before the Special Meeting.

A  stockholder  of the Company who executes and returns a proxy has the power to
revoke it at any time before it is voted.  A stockholder  who wishes to revoke a
proxy can do so by (i) executing a later date proxy  relating to the same shares
and by  delivering  it to the  Secretary of the Company prior to the vote at the
Special  Meeting,  (ii) giving written notice of the revocation to the Secretary
of the Company  prior to the vote at the Special  Meeting or (iii)  appearing in
person at the Special Meeting and voting in person the shares to which the proxy
relates. All written notices of revocation and other communications  relating to
the revocation of proxies should be addressed as follows:  New Millennium  Media
International,  Inc., 200 9th Avenue North,  Suite 210,  Safety Harbor,  Florida
34695, Attention: Secretary.

PROXY SOLICITATION EXPENSES

The Company will bear the cost of soliciting its proxies, including the expenses
of distributing its proxy materials. In addition to the use of the mail, proxies
may be solicited  by personal  interview,  telephone  or telegram by  directors,
officers,  employees  and agents of the Company who will  receive no  additional
compensation  for doing so.  The  Company  may  reimburse  brokers,  custodians,
nominees and fiduciaries for reasonable  out-of-pocket expenses incurred by them
in forwarding  proxy material to the beneficial  owners of the Common Stock held
by them as stockholders of record.



                             OWNERSHIP OF SECURITIES

The  following  table sets forth  certain  information  as of October 27,  2003,
regarding   beneficial  ownership  of  our  issued  common  stock  by  (i)  each
shareholder  known  by us to be  the  beneficial  owner  of 5% or  more  of  the
outstanding common stock, (ii) each of our directors and (iii) all directors and
executive officers as a group.  Except as otherwise  indicated,  we believe that
the  beneficial  owners of the common stock listed below,  based on  information
furnished by such owners,  have sole investment and voting power with respect to
such shares,  subject to community  property  laws where  applicable.  Shares of
common  stock  issuable  upon  exercise  of options and  warrants  have not been
included in this table.

Name and Address                  Amount and Nature         Percent of Class (1)
of Beneficial                     of Beneficial
Owner                             Ownership
----------------                  -------------             --------------------
John Thatch                         1,333,688                       11%
President/CEO
and Director

Swartz Private Equity, LLC            900,000(2)                     8%

Officers, Directors                 1,333,688                       11%

(1)  Based upon 11,613,728  outstanding  shares of common stock.  This number of
     outstanding  shares of common stock included  shares held in "street name,"
     which means that the shares are registered in their  brokers',  banks',  or
     other nominee  holders' names rather than in the  stockholders'  own names.
     Any  shareholder  whose shares are held in "street name" and who owns 5% or
     more of the  outstanding  common stock are not known to the Company and not
     included in this list.
(2)  The Swartz shares have been issued,  but not delivered.  They are currently
     held in escrow by the Company  pending the Company put to Swartz as per the
     Equity Line Closing contract between the Company and Swartz.



                                   PROPOSAL 1

                  APPROVAL OF AMENDMENT TO EFFECT REVERSE SPLIT

The Board of Directors  believes that the best  interests of the Company and its
stockholders  will be served by  amending  the  Company's  Restated  Articles of
Incorporation  to effect an increase in number of authorized  common shares from
15,000,000  to  150,000,000  and retain  the par value at $0.001 per share.  The
Board of Directors has adopted,  and proposes  that the  Company's  stockholders
approve, the increase in number of authorized common shares. Except as otherwise
indicated,  all per share  information  in this  proxy  statement  is  presented
without giving effect to the increase in number of authorized common shares.

If the stockholders  approve the increase in number of authorized common shares,
the  amendment  will become  effective  upon the filing of an  amendment  to the
Company's  Restated  Articles of  Incorporation  with the  Secretary of State of
Colorado.  The Company is currently  authorized  to issue  15,000,000  shares of
Common Stock.

The proposed  increase in number of authorized common shares will not affect any
stockholder's  proportionate  equity  interest  in the  Company  or the  rights,
preferences,  privileges or priorities of any stockholder. The proposed increase
in number of authorized  common  shares will not affect the total  shareholders'
equity of the Company or any components of shareholders'  equity as reflected on
the financial statements of the Company.  There would be no increase or decrease
in the Company's "stated capital" account  (outstanding shares multiplied by par
value) or "capital in excess"  account  (excess of the Company's net assets over
the  Company's  stated  capital).  In addition to the number of  authorized  and
outstanding  share  of  Common  Stock,  the  Company  will  need to  adjust  the
historical earnings per share on its financial  statements.  No other adjustment
will be required in the Company's financial statements as a result of the number
of issued and outstanding shares of capital stock.

PURPOSE OF THE INCREASE OF ISSUED AND OUTSTANDING SHARES OF COMMON STOCK

The  Company  management  believes  that  additional  funding is  necessary  for
operational expenses and to fund the final stages of development of the OnScreen
technology. This additional funding is best obtained through a limited number of
investors who chose to participate in NMMI through equity investments.

The OnScreen is a new technology  that allows the manufacture of large-scale LED
(light  emitting  diode) video displays with dramatic  improvements  in cost and
performance  (hereafter  referred to as  "OnScreen").  NMMI signed an  exclusive
licensing agreement with the inventor of this new technology. NMMI will continue
to participate in the research and development of the OnScreen and will have the
exclusive worldwide marketing rights to sell or license the technology.  A phase
one working prototype model for this technology has been successfully  completed
and the development team has recently  successfully  completed  fabrication of a
larger, true-to-scale,  prototype of the OnScreen display technology. In further
support of ongoing research and development of this innovative technology,  NMMI
formed an  OnScreen  Scientific  Advisory  Board  consisting  of six  nationally
recognized  scientific  technologic  individuals  in the  field of  science  and
technology headed by David Pelka, all of whom have earned at least one Doctor of
Philosophy  degree  in  a  scientific  discipline  relating  to  LED.  This  new
technology  is  expected  to  create  a broad  range  of  products  with  better
resolution  and  brighter  pictures  that are  visible  in direct  sunlight.  In
addition,  the new LED technology produces an advantage that is not available in
today's  marketplace:  a more  lightweight,  pliable  display  that  can fit any
application.



The Company believes that the increase in number of authorized  common shares of
capital stock. will have little or no effect on the current minimum bid price of
the common  stock.  There can be no  assurance,  however,  that the  increase in
number of authorized common shares will not result in any change in the price of
the Common Stock or that,  if the price of the Common  Stock does  decrease as a
result of the increase in number of authorized common shares, the amount of such
decrease.

Further,  the  Board of  Directors  believes  that the  total  number  of shares
currently  outstanding  is  disproportionately  small  relative to the Company's
present market capitalization.  Moreover, when such a small number of shares are
outstanding,  earnings per share is easily affected by a relatively small change
in net earnings. If a larger number of shares were outstanding, management would
be more  likely  to see its  funding  efforts  and  reflected  in the  Company's
financial  statements and ultimately in Company revenue.  The Board of Directors
also believes that the increase in number of authorized common shares may result
in a broader  market  for the  Common  stock  than  currently  exists due to the
ability to attract additional investors. Nonetheless, there is no assurance that
these  effects  will occur or that the per share price lever of the Common Stock
immediately  after the proposed  Reverse Split will be maintained for any period
of time.

AMENDMENT

If the increase in number of authorized common shares is approved,  the Restated
Articles of Incorporation  will be amended by deleting paragraph A of Article II
in its entirety and inserting in its place the following:
     "A.  COMMON  STOCK.  The  aggregate  number  of  common  shares  which  the
     corporation  shall have the authority to issue is one hundred fifty million
     (150,000,000),  each with $0.001 par value which shares shall be designated
     as "Common  Stock".  Subject to all of the rights of the Preferred stock as
     expressly  provided herein, by law or by the Board of Directors pursuant to
     this Article,  the Common Stock of the  corporation  shall possess all such
     rights and privileges as are afforded to capital stock by applicable law in
     the absence of any express grant of rights or privileges in these  Articles
     of Incorporation,  including,  but not limited to, the following rights and
     privileges:
          (i)       dividends  may be declared and paid or set apart for payment
          on the  Common  Stock out of any  assets  or funds of the  corporation
          legally available for the payment of dividends;
          (ii)      the  holders of Common  Stock  shall have  unlimited  voting
          rights,  including the right to vote for the election of directors and
          on all other  matters  requiring  stockholder  action.  Each holder of
          Common  Stock  shall  have one vote for  each  share of  Common  Stock
          standing in his name on the books of the  corporation  and entitled to
          vote,  except that in the election of directors  each holder of Common
          Stock shall have as many votes for each share of common  Stock held by
          him as there are  directors  to be elected and for whose  election the
          holder of Common  Stock has a right to vote.  Cumulative  voting shall
          not be permitted in the election of directors or  otherwise.



          (iii)     on the voluntary or involuntary liquidation,  dissolution or
          winding  up  of  the  corporation,  and  after  paying  or  adequately
          providing  for  the  payment  of all of its  obligations  and  amounts
          payable in liquidation,  dissolution or winding up, and subject to the
          rights of the holders of  Preferred  Stock,  if any, the net assets of
          the  corporation  shall be distributed  pro rata to the holders of the
          Common Stock."

THE BOARD OF DIRECTORS  BELIEVES  THAT THE  APPROVAL OF THE  AMENDMENT IS IN THE
BEST INTEREST OF THE COMPANY AND ITS  STOCKHOLDERS AND RECOMMENDS A VOTE FOR THE
APPROVAL OF THE AMENDMENT.

                                 OTHER BUSINESS

Management  does not  presently  know of any matters that may be  presented  for
action at the Special Meeting other than those set forth herein. However, if any
other matters properly come before the Special  Meeting,  it is the intention of
the persons  named in the proxies  solicited  by  management  to exercise  their
discretionary  authority to vote the shares represented by all effective proxies
on such matters in accordance with their best judgment.

If you do not expect to be  personally  present at the Special  Meeting,  please
fill in,  date and sign the  enclosed  proxy card and return it  promptly in the
enclosed return  envelope which requires no additional  postage if mailed in the
United States.

                                    EXHIBITS

Exhibit Number                 Description

31        CEO/CFO  Certification  Pursuant to Section 302 of the  Sarbanes-Oxley
          Act of 2002

32        CEO/CFO  Certification  Pursuant to Section 906 of the  Sarbanes-Oxley
          Act of 2002.

99.1      Disclosure of Audit and Non-Audit Services

99.2      Policies and Procedures adopted by the audit committee

99.3      Proxy