UNITED STATES

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 12b-25

 

NOTIFICATION OF LATE FILING

 

Commission File Number 000-51372 I.R.S. Employer Identification No. 23-1948942

 

(Check one):

( )

Form 10-K

( ) Form 20-F

(X) Form 11-K

( ) Form 10-Q

( ) Form 10-D

( ) Form N-SAR

( ) Form N-CSR

 

For Period Ended: _______December 31, 2006______

( ) 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: ________________________________________________________

 

Read Instruction (on back page) 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

 

 

OMEGA FLEX, INC.

_________________________________________________________________________________________________

Full Name of Registrant

 

_________________________________________________________________________________________________

Former Name if Applicable

 

 

451 CREAMERY WAY

_________________________________________________________________________________________________

Address of Principal Executive Office (Street and Number)

 

 

EXTON, PENNSYLVANIA 19341-2504

_________________________________________________________________________________________________

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 reason 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, Form 20-F, Form 11-K, Form

 

(X)

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.

 

 

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.

 

Due to delays in completing the Form 5500 and associated discrimination testing of the Omega Flex, Inc. 401(k) Profit Sharing Plan (the “Plan”), the audited financial statements of the Plan are not ready for final review and audit by the Plan’s independent auditors. The registrant represents that (i) the reasons causing the inability to timely file the Form 11-K could not be eliminated without unreasonable effort or expense, and (ii) the Annual Report on Form 11-K will be filed no later than the fifteenth calendar day following the prescribed due date.

 

(Attach extra Sheets if Needed)

PART IV — OTHER INFORMATION

 

(1)

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

 

E. Lynn Wilkinson

 

(610)

 

524-7272

(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 answer is no, identify report(s). 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 ?

 

Yes

( )

No (X)

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.

 

 

OMEGA FLEX, INC.

 

(Name of Registrant as Specified in Charter)

 

has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

 

 

Date:

6/29/07

By:

/s/ E. Lynn Wilkinson