<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
Commission File Number 0-22154
NOTIFICATION OF LATE FILING
(Check One): [ X ] Form 10-K [ ] Form 11-K
[ ] Form 20-F [ ] Form 10-Q
[ ] Form N-SAR
For Period Ended:
----------------------------
[ ] 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:
- -------------------------------------------------------------------------------
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 III, Item 11 - Stock Performance Graph
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Part I--Registrant Information
MANUGISTICS GROUP, INC.
----------------------------------------------------------------------
(Full Name of Registrant:)
----------------------------------------------------------------------
(Former Name if Applicable)
2115 East Jefferson Street
----------------------------------------------------------------------
Address of Principal Executive Office (Street and Number)
Rockville, MD 20852
----------------------------------------------------------------------
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.)
| (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 filed on or
[ X ] | 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 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.)
Stock Performance Graph was inadvertently omitted by EDGAR service provider
from Amendment No. 1 to Form 10-K that was filed with the Commmission via
Edgar on June 29, 1998.
<PAGE>
Part IV--Other Information
(1) Name and telephone number of person to contact in regard to this
notification
Tom Fitzgerald (301) 984-5000
---------------------------------------------------------------------
(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?
[ ] Yes [ ] No Not applicable - earnings
statements filed in subject
report on May 31, 1998.
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.
MANUGISTICS 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.
Manugistics Group, Inc.
Date: June 30, 1998 By: /s/ Peter Repetti
----------------------------- -----------------------------
Peter Repetti,
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
Intentional misstatements or omissions of fact constitute Federal criminal
violations (see 18 U.S.C. 1001).
GENERAL INSTRUCTIONS
1. This form is required by Rule 12b-25 of the General Rules and Regulations
under the Securities Exchange Act of 1934.
2. One signed original and four conformed copies of this form and
amendments thereto must be completed and filed with the Securities and
Exchange Commission, Washington, DC 20549, in accordance with Rule 0-3 of
the General Rules and Regulations under the Act. The information contained in
or filed with the form will be made a matter of public record in the
Commission files.
3. A manually signed copy of the form and amendments thereto shall be filed with
each national securities exchange on which any class of securities of the
registrant is registered.
4. Amendments to the notifications must also be filed on Form 12b-25 but need
not restate information that has been correctly furnished. The form shall be
clearly identified as an amended notification.
5. Electonic Filers. This form shall not be used by electonic filers unable to
timely file a report solely due to electronic difficulties. Filers unable to
submit a report within the time period prescribed due to difficulties in
electronic filing should comply with either Rule 201 or Rule 202 of Regulation
S-T or apply for an adjustment in filing date pursuant to Rule 13(b) of
Regulation S-T.
