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OMB APPROVAL
SECURITIES AND EXCHANGE COMMISSION -----------------------------
Washington, D.C. 20549 OMB Number: 3235-0058
Expires: May 31, 1997
Estimated average burden
FORM 12b-25 hours per response ..... 2.50
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NOTIFICATION OF LATE FILING SEC FILE NUMBER
0-27824
(Check One): |_| Form 10-K |_| Form 20-F |_| Form 11-K |X| Form 10-Q |_| Form N-SAR -----------------------------
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CUSIP NUMBER
784933103
For Period Ended: September 30, 2000 -----------------------------
[ ] 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 Instruction (on back page) 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.
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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
SPAR Group, Inc.
____________________________________________________________________________________________________________________________________
Full Name of Registrant
PIA Merchandising Services, Inc.
____________________________________________________________________________________________________________________________________
Former Name if Applicable
580 White Plains Road
____________________________________________________________________________________________________________________________________
Address of Principal Executive Office (Street and Number)
Tarrytown, NY 10591
____________________________________________________________________________________________________________________________________
City, State and Zip Code
PART II -- RULE 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 appropriate box.)
(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 Form 10-K, Form 20-F, Form 11-K, Form N-SAR,
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.
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PART III -- NARRATIVE
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State below in reasonable detail why the 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.
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SEE ATTACHMENT A
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PART IV--OTHER INFORMATION
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(1) Name and telephone number of person to contact in regard to this notification
Charles Cimitile, Chief Financial Officer 914 332-4100
____________________________________________ _______________________________ _________________________________________________
(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d) of 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). |X| Yes |_| 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? |X| Yes | | No
If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the
reasons why a reasonable estimate of the results cannot be made.
SEE ATTACHMENT B
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SPAR Group, 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, 2000 By /s/ Charles Cimitile
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Name: Charles Cimitile
Title: Chief Financial Officer
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ATTACHMENT A
PART III - NARRATIVE
The Registrant's Quarterly Report on Form 10-Q for the fiscal quarter ended
September 30, 2000 could not be filed within the prescribed time period since
the Registrant has not finalized all of its accounting matters in connection
with the consolidation of the business operations obtained in the recent reverse
merger of its subsidiary with SPAR Acquisition, Inc. As a result, the financial
statements of the Registrant for the fiscal quarter ended September 30, 2000 and
the notes thereto, have not yet been completed.
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ATTACHMENT B
PART IV - OTHER INFORMATION
The Registrant anticipates reporting that the results of operations for the
fiscal quarter ended September 30, 2000, have not substantially changed in
comparison with the results of operations for the fiscal quarter ended September
30, 1999. However, the Registrant anticipates reporting that the results of
operations for the nine-month period ended September 30, 2000, while expected to
be positive, may nevertheless have substantially changed in comparison with the
results of operations for the nine-month period ended September 30, 1999.
The reverse merger between a subsidiary of SPAR Group, Inc. (f/k/a PIA
Merchandising Services, Inc.), and SPAR Acquisition, Inc., consummated on July
8, 1999, has been accounted for as required under GAAP as a purchase by SPAR
Acquisition, Inc., and its subsidiaries of PIA Merchandising Services, Inc.
(SPAR Group, Inc. pre-merger), and its subsidiaries, with the books and records
of the Registrant being adjusted to reflect the historical operating results of
SPAR Acquisition, Inc. As a result, the quarter-to-quarter comparisons will not
include any of the revenues and expenses of PIA Merchandising Services, Inc.
(SPAR Group, Inc. pre-merger) prior to July 8, 1999 (including all of 1998), in
the revenues and expenses of the SPAR Group prior to such dates.
The Registrant cannot, at this time, present a reasonable estimate of the
results of operations as an analysis of the financial treatment of certain
matters has not been completed.
