WESTWOOD GROUP INC
NT 10-K, 1998-03-30
RACING, INCLUDING TRACK OPERATION
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                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 12b-25

                                                 Commission File Number 0-1590
                                                                        ------

                           NOTIFICATION OF LATE FILING

(Check One): [x] Form 10-K   [ ] Form 11-K [ ] Form 20-F [X] Form 10-Q 
             [ ] Form N-SAR

For Period Ended:   December 31, 1997
                  ----------------------

[ ] 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:
                                ----------------------------------------------

      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                The Westwood Group, Inc.
                        -------------------------------------------------------
Former name, if applicable
                           ----------------------------------------------------

Address of principal executive office (Street and number)

           190 V.F.W. Parkway
- -------------------------------------------------------------------------------

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

City, State and Zip Code

           Revere, Massachusetts  02151
- -------------------------------------------------------------------------------





<PAGE>   2


                         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):

      [X]   (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 10K, 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 transaction
            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

      The Company has been involved in litigation concerning its Foxboro
Facility Lease and discontinued operations. Disclosures related to these matters
are in process of being compiled. Accordingly, the registrant's 10K cannot be
completed and filed without unreasonable effort. The completed Form 10K will be
filed on or before April 15, 1998, 15 calendar days following the prescribed due
date.
      
                           PART IV. OTHER INFORMATION

      (1) Name and telephone number of person to contact in regard to this 
notification:

Richard G. Egan, Jr.    V.P. of Finance, Treasurer, Secretary and Chief 
- -----------------------------------------------------------------------
    (Name)              Financial Officer
                        ----------------- 
                             (Title)

          (781)           284-2600
      -------------------------------- 
      (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 reports(s) been filed? If the answer is no,
identify report(s).
                                                              [X] Yes  [ ] No



<PAGE>   3

                      PART IV. OTHER INFORMATION CONTINUED

      (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.

                            The Westwood Group, Inc.
- -------------------------------------------------------------------------------
                  (Name of registrant as specified in charter)

Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.

Date        March 30, 1998                   By /s/ Richard G. Egan, Jr.
     -------------------------------         ----------------------------------
                                             V.P. of Finance,
                                             Treasurer,
                                             Secretary and
                                             Chief Financial Officer






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