UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                  -------------

                                    FORM 8-K

                                 CURRENT REPORT

                     PURSUANT TO SECTION 13 OR 15(d) OF THE

                         SECURITIES EXCHANGE ACT OF 1934

         Date of Report (Date of earliest event reported) March 3, 2005
                                                         (February 28, 2005)

                                   LMIC, Inc.
             (Exact name of registrant as specified in its charter)


          DELAWARE                      0-26186                 84-1029 987
-------------------------------       ------------         -------------------
(State or other jurisdiction of       (Commission             (IRS Employer
        incorporation)                File Number)         Identification No.)


                 6435 Virginia Manor Road, Beltsville, MD 20705
          (Address of principal executive offices, including zip code)

                                 (240) 264-8310
              (Registrant's telephone number, including area code)


Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

[ ]   Written communication pursuant to Rule 425 under the Securities Act
      (17 CFR 230.425)

[ ]   Soliciting material pursuant to Rule 14a-12 under the Exchange Act
      (17 CFR 240.14a-12)

[ ]   Pre-commencement communications pursuant to Rule 14d-2(b) under the
      Exchange Act (17 CFR 240.14d-2(b))

[ ]   Pre-commencement communications pursuant to Rule 13e-4(c) under the
      Exchange Act (17 CFR  240.13e-4(c))

<PAGE>

FORWARD-LOOKING STATEMENTS UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995:

This Current Report includes  forward-looking  statements  within the meaning of
Section 27A of the  Securities  Act of 1933, as amended,  and Section 21E of the
Securities and Exchange Act of 1934, as amended.  All statements regarding LMIC,
Inc.  and  its  subsidiaries'  and  affiliates'  (collectively,  the  "Company")
expected future financial position, results of operations, cash flows, financing
plans, business strategy,  products and services,  competitive positions, growth
opportunities, plans and objectives of management for future operations, as well
as statements that include words such as "anticipate,"  "if," "believe," "plan,"
"estimate,"  "expect,"  "intend,"  "may," "could,"  "should,"  "will," and other
similar  expressions  are  forward-looking   statements.   Such  forward-looking
statements  are  inherently  uncertain  and readers must  recognize  that actual
results may differ materially from the Company's expectations.  The Company does
not undertake a duty to update such forward-looking statements. Factors that may
cause  actual  results  to differ  from those in the  forward-looking  statement
include  those set forth in the  Company's  most  recent  Annual  Report on Form
10-KSB,  and also  include  the  Company's  ability to fund its  operations,  to
generate additional sales, to obtain waivers of existing defaults under its debt
documents,  actions of the Company's competitors and changes in general economic
conditions. Many of these factors are outside the Company's control.

ITEM 1.02    TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT

On February  28, the Company  was  notified by KPMG that TNCI UK, the  Company's
major customer  responsible for approximately  91.0% of its present orders,  had
been placed in Administration in Leicester,  UK, a status substantially  similar
to receivership  in US terminology.  On September 13, 2003, a Supply of Systems,
Equipment and Services agreement was entered into by and between the Company and
TNCI UK, as amended by a letter  agreement  dated July 28,  2004 (as so amended,
the "Agreement").

Under the terms of the Administration,  all outstanding contracts and orders for
the supply of goods or  services  are being  reviewed,  and no person is to make
deliveries  to TNCI UK unless  pursuant  to new orders or  letters  of  novation
executed by the Administrators or its authorized  representatives.  Furthermore,
no  payments  made to the Company may be applied to reduce TNCI UK's debt to us,
which amount is presently $[367,000], but should instead be held for the benefit
of the  Administrators.  The Company does not presently expect any such payments
to be made with in the near future, if at all.

As of February 28,  2005,  the  Company's  current  sales  backlog of orders was
approximately  $15.4  million,  including TNCI UK. This is comprised of purchase
order-driven projects for eight customers,  each of which is an unrelated party.
Of the $15.4 million,  approximately  $14 million arise under the Agreement with
TNCI UK, for TV  Infotainment  Systems to be  installed on four  commuter  train
systems in the United  Kingdom.  These  systems  were  scheduled  for  graduated
delivery and  installation  over the next 12 to 15 months.  This order was based
upon an  agreement,  expiring  in December  2005,  that names the Company as the
exclusive  manufacturer  of  these  systems.  This  order is  cancelable  by the
customer only upon default.  The  Administration  will very likely  constitute a
default under the agreement. In the case of default by the customer, the Company
must provide 30-days prior notice of  termination,  which the Company intends to
send promptly.  As requested by representatives for the Administrators,  it will
also  furnish  thereto a  statement  of its  account  status  with TNCI UK as of
February 21, 2005, together with supporting evidence therefore.

At the time of a default, a cancellation fee of costs incurred in production and
in activities  required in termination,  including the value of the materials on
hand  and/or on order on terms that are not  cancelable,  not to exceed the full
cost of the purchase order, is payable to the Company. There can be no assurance
that TNCI UK will be able to meet its  financial  obligations  to the Company as
set forth in the  Agreement.  Any  failure  by TNCI UK to meet such  obligations
would have a material,  adverse  effect on the  Company's  business,  results of
operations and financial condition.

<PAGE>

                                   SIGNATURES

                  Pursuant to the requirements of the Securities Exchange Act of
1934,  the  Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.


Dated: March 3, 2005

                                    LMIC, INC.

                                    By:      /s/ Luis Negrete
                                    Name:    Luis Negrete
                                    Title:   President & Chief Operating Officer
{"company-data": {"conformed-name": "LMIC INC", "cik": "0000946283", "assigned-sic": "3672", "irs-number": "841209978", "state-of-incorporation": "DE", "fiscal-year-end": "0228"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-26186", "film-number": "05657841"}, "business-address": {"street1": "135 WEST 50TH STREET", "street2": "SUITE 1700", "city": "NEW YORK", "state": "NY", "zip": "10020", "phone": "9156821761"}, "mail-address": {"street1": "211 WEST WALL", "city": "MIDLAND", "state": "TX", "zip": "79701"}, "former-company": [{"former-conformed-name": "CHESHIRE DISTRIBUTORS INC", "date-changed": "20000419"}, {"former-conformed-name": "PACIFIC DEVELOPMENT CORP", "date-changed": "19960325"}, {"former-conformed-name": "TAMARON OIL & GAS INC /CO/", "date-changed": "19950606"}]}
UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                  -------------

                                    FORM 8-K

                                 CURRENT REPORT

                     PURSUANT TO SECTION 13 OR 15(d) OF THE

                         SECURITIES EXCHANGE ACT OF 1934

         Date of Report (Date of earliest event reported) March 3, 2005
                                                         (February 28, 2005)

                                   LMIC, Inc.
             (Exact name of registrant as specified in its charter)

          DELAWARE                      0-26186                 84-1029 987
-------------------------------       ------------         -------------------
(State or other jurisdiction of       (Commission             (IRS Employer
        incorporation)                File Number)         Identification No.)

                 6435 Virginia Manor Road, Beltsville, MD 20705
          (Address of principal executive offices, including zip code)

                                 (240) 264-8310
              (Registrant's telephone number, including area code)

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

[ ]   Written communication pursuant to Rule 425 under the Securities Act
      (17 CFR 230.425)

[ ]   Soliciting material pursuant to Rule 14a-12 under the Exchange Act
      (17 CFR 240.14a-12)

[ ]   Pre-commencement communications pursuant to Rule 14d-2(b) under the
      Exchange Act (17 CFR 240.14d-2(b))

[ ]   Pre-commencement communications pursuant to Rule 13e-4(c) under the
      Exchange Act (17 CFR  240.13e-4(c))
FORWARD-LOOKING STATEMENTS UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995:

This Current Report includes  forward-looking  statements  within the meaning of
Section 27A of the  Securities  Act of 1933, as amended,  and Section 21E of the
Securities and Exchange Act of 1934, as amended.  All statements regarding LMIC,
Inc.  and  its  subsidiaries'  and  affiliates'  (collectively,  the  "Company")
expected future financial position, results of operations, cash flows, financing
plans, business strategy,  products and services,  competitive positions, growth
opportunities, plans and objectives of management for future operations, as well
as statements that include words such as "anticipate,"  "if," "believe," "plan,"
"estimate,"  "expect,"  "intend,"  "may," "could,"  "should,"  "will," and other
similar  expressions  are  forward-looking   statements.   Such  forward-looking
statements  are  inherently  uncertain  and readers must  recognize  that actual
results may differ materially from the Company's expectations.  The Company does
not undertake a duty to update such forward-looking statements. Factors that may
cause  actual  results  to differ  from those in the  forward-looking  statement
include  those set forth in the  Company's  most  recent  Annual  Report on Form
10-KSB,  and also  include  the  Company's  ability to fund its  operations,  to
generate additional sales, to obtain waivers of existing defaults under its debt
documents,  actions of the Company's competitors and changes in general economic
conditions. Many of these factors are outside the Company's control.

ITEM 1.02    TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT

On February  28, the Company  was  notified by KPMG that TNCI UK, the  Company's
major customer  responsible for approximately  91.0% of its present orders,  had
been placed in Administration in Leicester,  UK, a status substantially  similar
to receivership  in US terminology.  On September 13, 2003, a Supply of Systems,
Equipment and Services agreement was entered into by and between the Company and
TNCI UK, as amended by a letter  agreement  dated July 28,  2004 (as so amended,
the "Agreement").

Under the terms of the Administration,  all outstanding contracts and orders for
the supply of goods or  services  are being  reviewed,  and no person is to make
deliveries  to TNCI UK unless  pursuant  to new orders or  letters  of  novation
executed by the Administrators or its authorized  representatives.  Furthermore,
no  payments  made to the Company may be applied to reduce TNCI UK's debt to us,
which amount is presently $[367,000], but should instead be held for the benefit
of the  Administrators.  The Company does not presently expect any such payments
to be made with in the near future, if at all.

As of February 28,  2005,  the  Company's  current  sales  backlog of orders was
approximately  $15.4  million,  including TNCI UK. This is comprised of purchase
order-driven projects for eight customers,  each of which is an unrelated party.
Of the $15.4 million,  approximately  $14 million arise under the Agreement with
TNCI UK, for TV  Infotainment  Systems to be  installed on four  commuter  train
systems in the United  Kingdom.  These  systems  were  scheduled  for  graduated
delivery and  installation  over the next 12 to 15 months.  This order was based
upon an  agreement,  expiring  in December  2005,  that names the Company as the
exclusive  manufacturer  of  these  systems.  This  order is  cancelable  by the
customer only upon default.  The  Administration  will very likely  constitute a
default under the agreement. In the case of default by the customer, the Company
must provide 30-days prior notice of  termination,  which the Company intends to
send promptly.  As requested by representatives for the Administrators,  it will
also  furnish  thereto a  statement  of its  account  status  with TNCI UK as of
February 21, 2005, together with supporting evidence therefore.

At the time of a default, a cancellation fee of costs incurred in production and
in activities  required in termination,  including the value of the materials on
hand  and/or on order on terms that are not  cancelable,  not to exceed the full
cost of the purchase order, is payable to the Company. There can be no assurance
that TNCI UK will be able to meet its  financial  obligations  to the Company as
set forth in the  Agreement.  Any  failure  by TNCI UK to meet such  obligations
would have a material,  adverse  effect on the  Company's  business,  results of
operations and financial condition.
SIGNATURES

                  Pursuant to the requirements of the Securities Exchange Act of
1934,  the  Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.

Dated: March 3, 2005

                                    LMIC, INC.

                                    By:      /s/ Luis Negrete
                                    Name:    Luis Negrete
                                    Title:   President & Chief Operating Officer