SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One): [_] Form 10-K [_] Form 11-K [_] Form 20-F [X] Form 10-Q
[_] Form N-SAR
For Period Ended: September 30, 2002
[_] 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 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.
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
BGI, Inc.
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Full Name of Registrant
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Former Name If Applicable
13581 Pond Springs Road, Suite 105
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Address of Principal Executive Office (Street and Number)
Austin, Texas 78729
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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 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, Form 11-K or 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.
PART III -- NARRATIVE
State below in reasonable detail why the 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.)
The Form 10-QSB of BGI, Inc. for the period ended September 30, 2002
could not be filed within the prescribed time period due to unanticipated delays
arising in connection with its preparation.
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
William Schwartz 512 335-0065
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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).
[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.
With respect to its Form 10-QSB for the quarter
ended September 30, 2002
The registrant estimates that its results of operations for the quarter
ended September 30, 2002 as reflected in its statements of operations to be
included in its Form 10-QSB will reflect a decrease in revenue to approximately
$596,935 compared to revenue of $1482380 for the quarter ended September 30,
2001. In addition the registrant expects to report income from operations of
approximately $119,300 for the quarter ended September 30, 2002 compared to an
operating income of $649,675 for the quarter ended September 30, 2001. The
registrant also expects to report net loss of approximately $197496 for the
quarter ended September 30, 2002 compared to a net income of $622,838 for the
quarter ended September 30, 2001.
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BGI, Inc.
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date November 14, 2002 By /s/ William Schwartz
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William Schwartz
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).