UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 12B-25
NOTIFICATION OF LATE FILING
SEC File Number 0-11772
CUSIP Number 67019L101
(Check one): |X| Form 10-KSB | | Form 20-F | | Form 11-K | | Form 10-QSB
| | Form 10-D | | Form N-SAR | | Form N-CSR
For Period Ended: December 31, 2005
| | Transition Report on Form 10-KSB
| | Transition Report on Form 20-F
| | Transition Report on Form 11-K
| | Transition Report on Form 10-QSB
| | Transition Report on Form N-SAR
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
SPO MEDICAL INC.
Full Name of Registrant
21860 BURBANK BLVD., NORTH BUILDING, SUITE 380
Address of Principal Executive Office
WOODLAND HILLS, CALIFORNIA 91367
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
|X| Forms 10-KSB, 20-F, 11-K, Form N-SAR or Form N-CSR, 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, 10-QSB, 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 reason why Forms 10-KSB, 20-F, 11-K,
10-QSB, 10-D, N-SAR, N-CSR or the transition report portion thereof could not be
filed within the prescribed time period.
The registrant's Annual Report on Form 10-KSB for the fiscal year ended December
31, 2005 could not be filed by the prescribed due date of March 31, 2006 because
registrant had not yet finalized its financial statements for the fourth quarter
and fiscal year 2005 and the audit of registrant's 2005 financial statements is
ongoing. Accordingly, the registrant is unable to file such report within the
prescribed time period without unreasonable effort or expense. The registrant
anticipates that the subject annual report will be filed on or before April 17,
2006.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
MICHAEL BRAUNOLD, CEO (818) 888-4380
(2) Have all other periodic reports required under Section 13 or 15(d) or 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 |_|
(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 reason why a reasonable estimate
of the results cannot be made.
For the year ended December 31, 2004, the registrant had revenues of $168,000
and a net loss of $2,536,000. For the year ended December 31, 2005, the
registrant currently estimates that it had revenues of approximately $1,825,000
and a net loss of approximately $2,038,000. Results for the 2005 fiscal year
remain subject to further adjustment and actual results may differ significantly
from the foregoing estimates.
This increase in revenue of approximately $1,657,000 is primarily attributable
to increased sales of the registrant's PulseOX 5500 product.
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SPO MEDICAL 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: March 31, 2006 By: /s/ Michael Braunold
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Michael Braunold
Chief Executive Officer