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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
Commission File Number 0-10560
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NOTIFICATION OF LATE FILING
(Check One): [ ] Form 10-K [ ] Form 11-K
[ ] Form 20-F [ X] Form 10-Q
[ ] Form 10-N-SAR
For Period Ended: June 30, 1998
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[ ] Transition Report on Form 10-K [ ] Transition Report on Form 10-Q
[ ] Transition Report on Form 20-F [ ]Transition Report on Form N-SAR
[ ] Transition Report on Form 11-K
For the Transition Period Ended: .
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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:
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Part I - Registrant Information
Full Name of Registrant: CTI Group (Holdings) Inc.
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Former Name If Applicable:
Address of Principal Executive Office
(Street and Number): 901 S. Trooper Road, P. O. Box 80360
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City, State and Zip Code: Valley Forge, Pennsylvania 19484
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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 appropriate box)
[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 Form 10-K, 20-F, 11-K or Form N-SAR, or portion
thereof will be filed on or before the 15th 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
State below in reasonable detail the reasons why Form 10-K, 11-K, 20-F,
10-Q, N-SAR or the transition report portion thereof could not be filed within
the prescribed time period.
(Attach extra sheets if needed.)
In the fiscal year ended March 31, 1998, the Company acquired
substantially all of the assets of the Databit business division of
Siemens plc. For accounting purposes, the Company is required to value
certain software and other assets acquired. As of the date hereof, the
Company has not been able to complete such valuation without
unreasonable effort or expense.
Part IV - Other Information
(1) Name and telephone number of person to contact in regard to
this notification
Mark H. Daugherty (610) 666-1700
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(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).
[ ] Yes [X] No
The Company has not yet filed its Annual Report on Form 10-K
for the fiscal year ended March 31, 1998.
(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 reasons why a
reasonable estimate of the results cannot be made.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this notification to be signed on its behalf by the
undersigned hereunto duly authorized.
By: /s/ Mark H. Daugherty Date: August 17, 1998
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Mark H. Daugherty
Chief Financial Officer
