UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25
Commission File Number [___]
NOTIFICATION OF LATE FILING
(Check One): Form 10-K Form 11-K Form 20-F |X| Form 10-Q Form N-SAR
For Period Ended: March 31, 2005
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[ ] 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:
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Read attached instruction sheet before preparing form. Please print or type.
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
Full Name of Registrant: SPAR Group, Inc.
Former Name if Applicable:
Address of Principal Executive Office (Street and number): 580 White Plains Road
City, state and zip code: Tarrytown, New York 10591
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)
(a) The reasons 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, 11-K or Form N-SAR, or portion thereof, will be
[X] filed on or before the fifteenth calendar day following the prescribed
due date; or the subject quarterly report of 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 reasons why Form 10-K, 11-K, 20-F, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period.
The Registrant's Quarterly Report on Form 10-Q for the quarter ended March 31,
2005 could not be filed within the prescribed time period because the Registrant
has not finalized all of its accounting matters due to substantial time devoted
to recent business issues. As a result, the financial statements of the
Registrant for the quarter ended March 31, 2005 and the notes thereto, have not
yet been completed.
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
Charles Cimitile 914 332-4100
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(Name) (Area Code) (Telephone Number)
YES No
(2) Have all other periodic reports required
under Section 13 or 15(d) of the Securities
Exchange |X| Act of 1934 or Section 30 of the [X] [_]
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).
(3) Is it anticipated that any significant change YES No
in results of operations from the
corresponding YES No period for the last [X] [_]
fiscal year will be reflected by the earnings
statements to be included in |X| the subject
report or portion thereof?
If so, attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of results cannot be made.
See Attachment A
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SPAR Group, Inc.
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date May 16, 2005 By: /s/ Charles Cimitile
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Charles Cimitile, Chief Financial Officer
INSTRUCTION: The form may be signed by an executive officer of the registrant or
by any other duly authorized representative. The name and title of the person
signing the form shall be typed or printed beneath the signature. If the
statement is signed on behalf of the registrant by an authorized representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.
ATTENTION
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Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001).
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ATTACHMENT A
PART IV - OTHER INFORMATION
The Registrant anticipates reporting that the results of operations for the
fiscal quarter ended March 31, 2005 have significantly changed in comparison
with the results of operations for the fiscal quarter ended March 31, 2004. For
further details respecting the Registrant's improved performance, please see the
Registrant's Periodic Report on Form 8-K dated May 5, 2005 filed with the U.S.
Securities and Exchange Commission on May 10, 2005 respecting the earnings press
release for the first quarter ended March 31, 2005.