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

Omni Financial Services Inc.

Full Name of Registrant

 

Former Name if Applicable

Six Concourse Parkway, Suite 2300

Address of Principal Executive Office (Street and Number)

Atlanta, Georgia, 30328

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.)

Part III - Narrative

State below in reasonable detail 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 Company will be delayed in filing its quarterly report on Form 10-Q for the quarter ended June 30, 2008 because the audit of the financial statements for the year-ended December 31, 2007 is not complete at this time. The completion of the audit of the financial statements is subject to the resolution of issues involving the appraisal methodologies supporting the fair value of other real estate owned (“OREO”) held by the Company following the foreclosure of real estate collateralizing loans in its community redevelopment lending division. It is not possible to reliably quantify the results of operations for 2007 or for subsequent interim periods in 2008because the fair value of the OREO materially affects the provision for and the allowance for loan and lease losses, which in turn impacts both earnings and capital. The timing of the resolution of these issues cannot be determined at this time, nor can the financial impact.

Part IV - Other Information

1. Name and telephone number of person to contact in regard to this notification

   Thomas J. Flournoy	678	244-6335
   (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?

   Yes

   No

   √

   If answer is no, identify report(s).

   Annual Report on Form 10-K (December 31, 2007) and Quarterly Report on Form 10-Q (March 31, 2008) have not been filed to date.

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

   √

   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.

   As noted above and in the NT-10K filing on April 1, 2008 and the NT-10Q filing on May 15, 2008, it is not possible to reliably quantify the results of operations for 2007 or subsequent interim periods in 2008. However, the Company does expect to report a substantial loss for the quarter and the year ended December 31, 2007, and a loss for the quarters ended March 31, 2008 and June 30, 2008. The loss for the year ended December 31, 2007 results from: a significant increase in the provision for loan and lease losses; a decrease in net interest income resulting from an increase in non-performing loans; expenses for adjustment to the carrying value of OREO properties in certain markets; a goodwill impairment charge of $4.7 million resulting from the significant decline in the market value of the Company’s stock as of December 31, 2007; recognition of a $550,000 “other than temporary” impairment of Federal Home Loan Mortgage preferred investment securities; and a charge of $450,000 related to a retirement agreement with a former executive officer. The losses for the quarters ended March 31, 2008 and June 30, 2008 result from a significant decrease in net interest income due to increased non-performing loans in the Company’s portfolio and the continuation of OREO foreclosures during the quarters. The increase in non-performing assets during the quarters ended March 31, 2008 and June 30,2008 has resulted in a reduction of interest income and a reversal of accrued interest on loans now classified as non-performing loans. Increases in the provision for loan losses and OREO related expenses also contribute to the losses for the first two quarters of 2008.