SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12B-25 Amendment #1 SEC File Number 01-13112 CUSIP Number: NOTIFICATION OF LATE FILING (Check One): [X] Form 10-K [ ] Form 11-K [ ] Form 20-F [ ] Form 10-QSB [ ] Form N-SAR For Period Ended: December 31, 2003 _________________ [ ] Transition Report on Form 10-K [ ] Transition Report on Form 10-Q [ ] Transition Report on Form 20-F [ ] Transition Report on Form N-SAR [ ] Transition Report on Form 11-K For the Transition Period Ended: ________________ READ ATTACHED INSTRUCTION SHEET 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 Full name of registrant DHB INDUSTRIES, INC. ____________________ Former name if applicable ________________________________________________________________________________ Address of principal executive office (STREET AND NUMBER) 400 Post Avenue, Suite 303, ________________________________________________________________________________ City, state and zip code Westbury, New York 11590 _____________________________________________________ PART II RULE 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, 20-F, 11-K or Form N-SAR, or portion thereof will be filed on or before the 15th calendar day following the prescribed due date; or [X] the subject quarterly report or 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 Form 10-K, 11-K, 20-F, 10-Q, N-SAR or the transition report portion thereof could not be filed within the prescribed time period. (Attach extra sheets if needed.) The Company's Annual Report on Form 10-K could not be filed within the prescribed time period because the change of the Company's accountants in August 2003 and the Company's implementation of additional disclosure controls and procedures, each as disclosed in the Annual Report on Form 10-K, delayed certain accounting determinations and preparation of the Form 10-K until very late in the audit process, which gave Grant Thornton, LLP and Weiser LLP insufficient time to complete their review of the Company's financial statements and Form 10-K, issue comments for inclusion in the Form 10-K and issue their respective audit reports as of the filing deadline. PART IV OTHER INFORMATION (1) Name and telephone number of person to contact in regard to this notification Dawn M. Schlegel ________________ ________________________________ (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 the 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. For a discussion as to the changes in the Company's results of operations from the corresponding period for the last fiscal year, refer to the "Selected Financial Data" (Item 6) and "Management's Discussion and Analysis of Financial Condition and Results of Operations" (Item 7) contained in the Company's Form 10-K filed on March 15, 2004. DHB Industries, Inc. ____________________________________________ (Name of Registrant as Specified in Charter) has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized. Date March 16, 2004 By: /s/ DAVID H. BROOKS ______________________ _________________________________________ David H. Brooks Chief Executive Officer -2-