dcap12b25.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 12b-25
 
NOTIFICATION OF LATE FILING
 
 

   
 
SEC FILE NUMBER
 
 
0-1665
   
 
CUSIP NUMBER
 
 
233 065 101
   

 
(Check One):
[X] Form 10-K   [ ] Form 20-F   [ ] Form 11-K   [ ] Form 10-Q    [ ] Form 10-D   
  [ ] Form N-SAR [ ] Form N-CSR
  For Period Ended:    December 31, 2008
  [ ] 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 (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:


 
 
 
 

PART I - REGISTRANT INFORMATION

DCAP GROUP, INC.
Full Name of Registrant

 
Former Name if Applicable

 
1158 Broadway
Address of Principal Executive Office (Street and Number)

 
Hewlett, NY 11557
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;
 
[ X ]
(b)
The subject annual report, semi-annual report, transition report on Form 10-K, Form 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, or subject distribution report on Form 10-D, 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 Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.

The Company was unable to file its Annual Report on Form 10-K for the year ended December 31, 2008 within the prescribed time period due to the execution of an Asset Purchase Agreement, which was fully executed on March 30, 2009 (the “Agreement”), pursuant to which the Company’s wholly-owned subsidiaries, Barry Scott Agency, Inc. and DCAP Accurate, Inc., which own the Company’s New York stores, have agreed to sell, subject to the terms and conditions of the Agreement, substantially all of their assets.  Based upon the foregoing and the Company’s determination that its wholly-owned subsidiary, AIA-DCAP Corp., sell its Pennsylvania stores, there is a need to reclassify the assets of such companies as “assets from discontinued operations” and the results of operations of such companies as “discontinued operations”.


 
 
 
 

PART IV - OTHER INFORMATION

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

Barry Goldstein                            (516)             374-7600             
(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 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.

Due to the recent execution of the Agreement and the need to classify the operations of the Company’s stores as “discontinued operations”, a reasonable estimate of the results of operations cannot be made.

 
DCAP GROUP, 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 April 1, 2009
By:
/s/ Barry B. Goldstein  
    Barry Goldstein  
    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).