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: June 30, 2007
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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:
PART I -- REGISTRANT INFORMATION
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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, Second 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 day following the prescribed due date; or the subject
[X] 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, N-CSR, or the transition report or portion thereof, could not be filed
within the prescribed time period.
During the second quarter close process, Scottish Re Group Limited (the
"Company") conducted a comprehensive analysis of its 2006 U.S. statutory filings
and analyzed the tax effects of the Company's change-in-control and the
redomestication of the Orkney I securitization, both of which occurred during
the quarter ended June 30, 2007. The Company has not yet completed these
projects, the results of which must be included in the Company's Form 10-Q for
the quarter ended June 30, 2007. As a result, the Company is unable to file its
Form 10-Q for the period ended June 30, 2007 by the prescribed due date without
unreasonable effort or expense.
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.
Management expects that the principle change in the results of operations from
the quarter ended June 30, 2006 to the quarter ended June 30, 2007 will result
from the tax position of the Company and its subsidiaries following the change
in control transaction and the redomestication of the Orkney I securitization
during the quarter ended June 30, 2007. This analysis is ongoing and therefore
management can not make a reasonable estimate of the results of operations for
the quarter ended June 30, 2007 at this time.
Scottish Re Group Limited
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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: August 8, 2007 By: /s/ Paul Goldean
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Paul Goldean
President and Chief Executive Officer