UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 12B-25
NOTIFICATION OF LATE FILING
SEC File Number 0-11772
CUSIP Number 67019L101
(Check one): | | Form 10-K | | Form 20-F | |Form 11-K
|X| Form 10-Q | | Form 10-D
| | Form N-SAR | | Form N-CSR
For Period Ended: September 30, 2008
| | Transition Report on Form 10-KSB
| | Transition Report on Form 20-F
| | Transition Report on Form 11-K
| | Transition Report on Form Form 10-QSB
| | Transition Report on Form N-SAR
For the Transition Period Ended: ______________________________
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 the notification relates:
PART I REGISTRANT INFORMATION
SPO MEDICAL INC.
Full Name of Registrant
Beit Hapa'amon, Suite 209, 20 Hata'as Street, Kfar Saba, Israel
Beit Hapa'amon, Suite 209, 20 Hata'as Street
Address of Principal Executive Office
Kfar Saba Israel
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 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
Forms 10-K, 20-F, 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 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 reason why Forms 10-K, 20-F, 11-K, 10-Q,
10-D, N-SAR, N-CSR or the transition report portion thereof could not be filed
within the prescribed time period.
The registrant's Quarterly Report on Form 10-Q for the fiscal quarter ended
September 30, 2008 could not be filed by the prescribed due date of November 14,
2008 because the registrant had not yet finalized its financial statements for
the quarter and the review of registrant's financial statements for the quarter
is ongoing. Accordingly, the registrant is unable to file such report within the
prescribed time period without unreasonable effort or expense. The registrant
anticipates that the subject Quarterly Report on Form 10-Q will be filed on or
before November 19, 2009.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
MICHAEL BRAUNOLD, CEO (818) 888-4380
(2) Have all other periodic reports required under Section 13 or 15(d) or 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). Yes |X| 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 reason why a reasonable estimate
of the results cannot be made.
For the three and nine months ended September 30, 2007, the registrant recorded
revenues of $1,408,000 and $4,174,000, respectively, and a net loss of $436,000
and $899,000 respectively. For the three and nine months ended September 30,
2008, the registrant currently estimates that it had revenues of approximately
$253,000 and $2,421,000 and a net loss of approximately $588,000 and $1,661,000.
Results for the 2008 periods remain subject to further adjustment and actual
results may differ significantly from the foregoing estimates.
This increase in net loss for the 2008 periods as compared to 2007 is primarily
attributable to the decline in revenues in the period.
This Notification of Late Filing on Form 12b-25 contains forward-looking
statements, including forward-looking statements relating to the Registrant's
financial results for the fiscal quarter ended September 30, 2008. These
statements are based on management's current expectations and involve a number
of risks and uncertainties, including risks described in our filings with the
Securities and Exchange Commission. The Registrant's actual results may differ
materially from the Registrant's anticipated or expected results and the results
in the forward-looking statements.
SPO MEDICAL INC.
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: November 14, 2008 By: /s/ Michael Braunold
--------------------
Michael Braunold
Chief Executive Officer