UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(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, 2006
|_| 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
INTERACT HOLDINGS GROUP, INC.
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Full Name of Registrant
Not applicable.
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Former Name if Applicable
550 Greens Parkway, Suite 230
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Address of Principal Executive Office (Street and Number)
Houston, Texas 77067
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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 appropriate box.)
(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-KSB, 20-F, 11-K or 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-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 reasons why Form 10-KSB, 11-K, 20-F,
10-QSB, N-SAR, or the transition report or portion thereof, could not be filed
within the prescribed time period:
The Company is unable to file its Form 10-KSB within the prescribed period
without unreasonable expense because management has not been able to complete
the Form 10-KSB due to the financial statements not being complete. The Company
fully expects to be able to file within the additional time allowed by this
report.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Arthur S. Marcus, Esq. (212) 752-9700
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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 answer is no,
identify report(s). |X| Yes |_| No
(3) Is it anticipated that any significant change in results of operation for
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
On May 5, 2006, the Company acquired UTSI International Corporation ("UTSI"). As
a result of this acquisition, the Company's results of operations for the fiscal
year ended December 31, 2006 will reflect UTSI's operations, therefore the
Company's earnings statements will reflect a significant change in its results
of operations from the corresponding period for the prior fiscal year.
INTERACT HOLDINGS GROUP, 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
hereunto duly authorized.
Date: April 3, 2007 By: /s/ Jeffrey W. Flannery
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Jeffrey W. Flannery
Chief Executive 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)