UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(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, 2004
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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:______________________________________
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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
DGSE Companies, Inc.
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Full Name of Registrant
Dallas Gold and Silver Exchange, Inc.
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Former Name If Applicable
2817 Forest Lane
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Address of Principal Executive Office (Street and Number)
Dallas, Texas 75234
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City, State and Zip Code
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;
[X] | (b) The subject annual report, semi-annual report, transition report
| on Form 10-K, Form 20-F, Form 11-K or Form N-SAR, or Form N-CSR
| or portion thereof will be filed on or before the 15th 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 the Form 10-K, 20-F, 11-K, 10-Q, 10-D,
N-SAR or N-CSR the transition report portion thereof could not be filed within
the prescribed time period. (Attach extra sheets if needed.)
The Registrant's current auditors are in the process of reconciling the 2003
deferred income tax provision relating to the 2003 write-down of marketable
securities. The Registrant's current auditors and management are working with
the Registrant's predecessor auditors in order to insure that the 2003 deferred
tax provision was properly reflected in the Form 10-KSB filed for the year ended
December 31, 2003. The Registrant's predecessor auditors reviewed the
Registrant's 2003 tax deferred provision, adjusted the deferred tax provision
and issued an unqualified opinion on the Registrant's December 31, 2003
financial statements that were included in the Form 10-KSB filed for December
31, 2003.
The resolution of this issue could not be completed without unreasonable effort
or expense.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
John Benson (972) 484-3662
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(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
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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?
[_] Yes [X] No
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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.
DGSE Companies, Inc.
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(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 31, 2005 /s/ John Benson
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Letterhead of BKR Cornwell Jackson
March 31, 2205
DGSE Companies, Inc.
2817 Forest Lane
Dallas, Texas
We have read DGSE Companies, Inc.'s statements included on its From 12b-25 dated
March 31, 2005, and we agree with such statements in Part III - Narrative
concerning our firm.
/s/ BKR Cornwell Jackson
BKR Cornwell Jackson