SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                   FORM 12b-25


                                                 Commission File Number  0-26463


   (Check One):  | | Form 10-K    | | Form 11-K   | | Form 20-F   |X| Form 10-Q

| |  Form N-SAR

     For Period Ended: June 30, 2004
                       ---------------------------------------------------------

|_| 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 From 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 related to a portion of the filing check above,
identify the item(s) to which the notification relates:

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                                     PART I
                             REGISTRANT INFORMATION

Full name of registrant         MILITARY RESALE GROUP, INC.

Former name if applicable

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Address of principal executive office (Street and number)
                         2180 Executive Circle
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City, state and zip code         Colorado Springs, Colorado 80906
                         -------------------------------------------------------




PART II

         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 appropriate box.)

         |X|  (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 quarterly report on Form 10-QSB will be filed on
                    or before the fifth calendar day following the prescribed
                    due date;

         |_|  (c)   The accountant's statement or other exhibit required by
                    Rule 12b-25(c) has been attached if applicable.

PART III

         State below in reasonable detail the reasons why Form 10-QSB could not
be filed within the prescribed period.

                  We have not had sufficient resources available to complete our
         financial statements for the quarter ended June , 2004 on a timely
         basis. As a result, we are unable to file our Quarterly Report on Form
         10-QSB for the quarter ended June 30, 2004 within the prescribed time
         period without unreasonable effort and expense. We intend to file our
         Quarterly Report on Form 10-QSB within the extension period provided
         for under Rule 12b-25.


PART IV

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

                       Eric M. Hellige                      (212) 421-4100
                  --------------------------------------------------------------


         (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 twelve
                  months or for such shorter period that the registrant was
                  required to file such report(s) been filed? If the answer is
                  no, identify such reports.

                           Yes |X|                   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? 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.

                           Yes |_|                   No |X|




         MILITARY RESALE GROUP, INC.. has caused this notification to be signed
on its behalf by the undersigned thereunto duly authorized.



Date:  August 17, 2004                  By     /s/Ethan D. Hokit
                                           ----------------------------
                                           Name:   Ethan D. Hokit
                                           Title:  President