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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): MAY 15, 2006
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PRG-SCHULTZ INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
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GEORGIA 000-28000 58-2213805
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(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
600 GALLERIA PARKWAY, SUITE 100, ATLANTA, GEORGIA 30339-5949
(Address of principal executive office) (zip code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (770) 779-3900
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(Former name or former address, if changed since last report)
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Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Item 4.02. Non-Reliance on Previously Issued Financial Statements or a Related
Audit Report or Completed Interim Review.
The Company sent its Form 10-Q for the quarter ended March 31, 2006, to the
firm it uses to 'edgarize' the filing (the process used to submit filings
electronically with the Securities and Exchange Commission), and the Form l0-Q
wasinadvertently filed with the Securities and Exchange Commission before the
Company had completed its normal filing procedures, including final proofing,
obtaining signatures and obtaining required approvals. Additionally, the
Company's independent registered public accounting firm had not completed their
interim review required pursuant to Rule 10-01(d) of Regulation S-X prior to the
inadvertent filing of the Form 10-Q. The Company and the Company's independent
registered public accounting firm are in the process of completing their review
procedures and the Company expects to file the completed Form 10-Q shortly. The
Company is assessing its filing procedures to ensure they are adequate for
future filings.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, PRG-Schultz International, Inc. has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.
PRG-SCHULTZ INTERNATIONAL, INC.
Date: May 15, 2006 By: /s/ Victor A. Allums
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Victor A. Allums
Senior Vice President
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