Notification of Late Filing





Washington, D.C. 20549

FORM 12b-25



    SEC FILE NUMBER: 000-50368
    CUSIP NUMBER: 00922R105


(Check One):    


x  Form 10-K     ¨  Form 20-F     ¨  Form 11-K     ¨  Form 10-Q

¨  Form 10-D     ¨   Form N-SAR     ¨  Form N-CSR

  For Period Ended:     December 31, 2009    
  ¨  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:         


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:





    Air Transport Services Group, Inc.    

Full name of registrant

     ABX Holdings, Inc.    

Former name if applicable

    145 Hunter Drive    

Address of principal executive office (street and number)

    Wilmington, OH 45177    

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.)




The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;



The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 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 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.




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 Registrant was unable to complete and file its Annual Report on Form 10-K for the year ended December 31, 2009 within the prescribed time because it needs additional time to evaluate the appropriateness and adequacy of its financial statements and other disclosures with respect to compensation and related accruals associated with the wind-down of the operations of Registrant’s subsidiary, ABX Air, Inc. (“ABX”), under that certain ACMI Service Agreement between DHL Network Operations (USA), Inc. and ABX, dated August 15, 2003, that certain expired Hub and Line-haul Services Agreement between DHL Express (USA), Inc. and ABX, dated August 15, 2003, and that certain Severance and Retention Agreement between DPWN Holdings (USA), Inc. and ABX, dated August 15, 2008.





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


    Quint O. Turner              (937)            382-5591    
(Name)      (Area Code)    (Telephone Number)


(2) Have all other periodic reports required under Section 13 or 15(d) or 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 the answer is no, identify report(s).     x  Yes    ¨  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    x  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.





    Air Transport Services Group, Inc.    

(Name of Registrant as Specified in Charter)

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



      March 16, 2010        By:   

    /s/ W. Joseph Payne    

           W. Joseph Payne