FORM 12b-25

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

MOTORCAR PARTS OF AMERICA, INC

Full Name of Registrant

 

Former Name if Applicable

2929 California Street

Address of Principal Executive Office (Street and Number)

Torrance, CA 90503

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 Registrant's filing of its Report on Form 10-Q is delayed due to the Registrant's inability to timely process the financial information for the quarter and present it to the Registrant's independent registered public accounting firm for review and comment prior to the filing deadline. The Registrant does not anticipate filing its quarterly report within the additional time provided by this filing. The delay in processing is a result of the Registrant's acquisition of (i) all of the outstanding equity of Fenwick Automotive Products Limited, a corporation incorporated under the laws of Ontario (“FAPL”), (ii) all of the outstanding equity of Introcan Inc., a Delaware corporation (“Introcan”), and (iii) 1% of the outstanding equity of Fapco S.A. de C.V., a Mexican variable capital company (“Fapco”) (collectively, “Fenco”).

Part IV - Other Information

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

   David Lee	(310)	972-5141
   (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).

   The Registrant's Report on Form 10-Q for the quarter ended September 30, 2011 has not been filed.

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.

   The results of operations for the fiscal quarter ended December 31, 2011 are expected to show significant changes when compared to the same period for the last fiscal year. These changes reflect, among other things, the acquisition of Fenco and the restatement of Fenco’s financials to reflect Fenco’s adoption of US GAAP (rather than Canadian GAAP), net-of-core accounting, the establishment of various reserves, conversion from Canadian dollar to US dollar, and the adoption of various accounting policies related to inventory and accounts receivable. As the Registrant is currently still processing its financial information for the fiscal quarter ended December 31, 2011, a reasonable quantitative estimate of the results for such fiscal quarter cannot be made at this time.