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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

      



FORM 12b-25

NOTIFICATION OF LATE FILING

SEC File Number

0-15495

 
CUSIP Number

     

 


(Check One): o Form 10-K o Form 20-F þ Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR

For Period Ended: September 30, 2004
o Transition Report on Form 10-K
o Transition Report on Form 20-F
o Transition Report on Form 11-K
o Transition Report on Form 10-Q
o Transition Report on Form N-SAR
For the Transition Period Ended:

Read 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

     Mesa Air Group, Inc.

 
Full Name of Registrant

     Mesa Airlines, Inc (filings through 1995-02-15)

 
Former Name if Applicable

     410 North 44th Street, Suite 700

 
Address of Principal Executive Office (Street and Number)

     Phoenix, Arizona 85008

 
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;
þ
  (b)   The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the fifteenth 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.

1


 

PART III — NARRATIVE

State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q,10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.

The delay in filing Mesa Air Group, Inc.’s Form 11-K for the fiscal year ended September 30, 2004, is primarily attributable to a change in trustee and record keeper and our inability to timely gather the required information.

PART IV — OTHER INFORMATION

(1)   Name and telephone number of person to contact in regard to this notification:
         
Brian Gillman   (602)   685-4000
         
(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 reports) been filed? If answer is no, identify report(s).

þ Yes o No

(3)   It is 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?

o Yes þ 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.

Mesa Air Group, 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 25, 2005  By /s/ Brian S. Gillman    
  Name:   Brian S. Gillman   
  Title:   Vice President, General Counsel and Secretary