UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One): |_|Form 10-K |_|Form 20-F |_|Form 11-K |X|Form 10-Q |_|Form N-SAR
For Period Ended: September 30, 2006
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[ ] 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: ___________
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 Items) to which the notification relates:
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PART I -- REGISTRANT INFORMATION
Scottish Re Group Limited
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Full Name of Registrant
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Former Name if Applicable
P.O. Box HM 2939, Crown House, Third Floor, 4 Par-la-Ville Road
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Address of Principal Executive Office (Street and Number)
Hamilton HM08 Bermuda
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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 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 20-17, 11-K or Form N-SAR, or portion
thereof, will be filed on or before the fifteenth calendar
[X] day following the prescribed due date; or the subject quarterly
report of 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 Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report portion thereof, could not be filed within the
prescribed time period.
Management required additional time to conclude its preparation of Item 2
(Management's Discussion and Analysis of Financial Condition and Results of
Operations) of Part I given the variety of factors contributing to the quarterly
results and management's focus on the Company's previously announced strategic
initiatives. As a result, the registrant was unable to file its Form 10-Q for
the period ended September 30, 2006 by the prescribed due date without
unreasonable effort or expense. The Form 10-Q was filed with the Commission on
November 9, 2006 in the evening, with an effective date of November 13, 2006.
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
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Paul Goldean 441-295-4451
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(Name) (Telephone)
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(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
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(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.
The registrant does not anticipate any significant change in the
results of operations from that reported on November 9, 2006, by the registrant
in its announcement of operating results for the quarter ended September 30,
2006 in a press release entitled "Scottish Re Group Limited Announces Operating
Results for the Third Quarter Ended September 30, 2006." The full text of the
press release issued in connection with the announcement was provided on a
Current Report on Form 8-K, which was furnished to the SEC on November 13, 2006.
Scottish Re Group Limited
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: November 13, 2006 By: /s/ Paul Goldean
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Paul Goldean
President and Chief Executive Officer