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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                 ______________

                                    FORM 8-K

                                 CURRENT REPORT
     PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

       Date of Report (Date of earliest event reported): November 10, 2003


                                SPAR Group, Inc.
- --------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)



          Delaware                  0-27824                  33-0684451
          --------                  -------                  ----------
(State or Other Jurisdiction      (Commission               (IRS Employer
      of Incorporation)            File No.)             Identification No.)
- --------------------------------------------------------------------------------



580 White Plains Road, Tarrytown, New York                         10591
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices)                           (Zip Code)


       Registrant's telephone number, including area code: (914) 332-4100







- --------------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)







Item 7.     Financial Statements, Pro Forma Financial Information and Exhibits.
- -------     -------------------------------------------------------------------

(c)         Exhibits:

            99.1      Press Release of the Registrant dated November 10, 2003.


Item 12.    Results of Operations and Financial Condition.
- --------    ----------------------------------------------

On November 10,  2003,  SPAR Group,  Inc.  (the  "Registrant")  issued the press
release  attached to this Current  Report on Form 8-K (the  "Report") as Exhibit
99.1  reporting its financial  results for the three months ended  September 30,
2003, which is incorporated herein by reference.

The information in this Report, including the exhibit, shall not be deemed to be
"filed" for the purposes of Section 18 of the  Securities  Exchange Act of 1934,
as amended,  or otherwise  subject to the liabilities of that Section.  It shall
not be deemed  incorporated  by reference in any filing under the Securities Act
of 1933,  as  amended,  except  as  shall be  expressly  set  forth by  specific
reference in such a filing.





                                   SIGNATURES
                                   ----------

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                                     SPAR Group, Inc.

Date:    November 13, 2003                      By:  /s/ CHARLIE CIMITILE
                                                     ---------------------------
                                                     Charlie Cimitile
                                                     Chief Financial Officer





                                  EXHIBIT INDEX
                                  -------------

Exhibit
Number               Description
- ------               -----------

99.1                 Press Release of the Registrant dated November 10, 2003.





                                                                    EXHIBIT 99.1

CONTACTS:                  Charles Cimitile
                           Chief Financial Officer
                           SPAR Group, Inc.
                           (914) 332-4100

                           Roger S. Pondel
                           PondelWilkinson MS&L
                           (323) 866-6060

              SPAR GROUP REPORTS THIRD QUARTER, NINE-MONTHS RESULTS

         TARRYTOWN,  NY -- NOVEMBER 10, 2003 -- SPAR Group,  Inc.  (NASDAQ:SGRP)
today  reported  financial  results for the third  quarter and nine months ended
September 30, 2003.

         The company sustained a net loss for the quarter of $345,000,  equal to
$0.02 per share, compared with net income of $1.2 million, or $0.06 per share, a
year ago. Net revenue for the 2003 third  quarter  amounted to $16.6 million vs.
$17.8 million last year.

         Net income for the 2003 year-to-date period was $1.5 million,  equal to
$0.08 per share,  compared with $2.8 million,  or $0.15 per share, for the first
nine months of 2002.  Net revenue rose to $52.7  million from $51.4 million last
year.

         "A  lower  level  of  sales  reflecting  an  increasingly   competitive
environment  had a  disproportionate  impact on earnings for the third quarter,"
said Bob Brown,  SPAR Group's  chairman  and chief  executive  officer.  "Higher
selling,  general and administrative expenses, along with increased field costs,
also affected the quarter.

         "While we are currently  implementing  cost  reductions  throughout the
company,  we will  continue  to invest in  systems,  technology  and a number of
growth  programs that we believe will enhance returns over the long term," Brown
said.  "Domestically,  we plan to  expand  our  merchandising  services  through
development of new products as well as the  development of attractive  sales and
marketing programs. We also plan to expand our in-store  demonstration  business
through both acquisition and organic growth.  Internationally,  we will focus on
acquisitions, as well as joint ventures in various countries.

                                     (more)


SPAR Group, Inc.
2


          "SPAR's  merchandising  expertise has proven to enhance our customers'
sales and  profitability,"  Brown said.  "We believe SPAR is well  positioned to
attract new customers and increase  business  with our existing  customer  base.
While the  investments  we are  currently  making may have a short term negative
impact on operating  results,  and not all of the cost  reductions  will have an
immediate  impact,  we believe the actions we are taking now will improve SPAR's
profitability in the future."

         SPAR Group, Inc. is a diversified marketing services company, providing
a broad array of  productivity  enhancing  products and services to help Fortune
1000  companies  improve  their sales,  operating  efficiency  and profits.  The
company provides in-store merchandising,  in-store  demonstration,  database and
research services to general retail, mass market, drug, and grocery chains both,
throughout the United States and internationally.

Certain statements in this news release are forward-looking,  including, but not
limited to, benefits to be derived from cost reductions, new products, sales and
marketing  programs and international  expansion.  The company's actual results,
performance  and trends could differ  materially from those indicated or implied
by  such  statements  as  a  result  of  various  factors,   including  (without
limitation)  the  continued   strengthening  of  SPAR's  selling  and  marketing
functions,  continued  customer  satisfaction and contract renewal,  new product
development, continued technological superiority over its competitors, continued
availability of capable  dedicated  personnel,  continued cost  management,  the
success of its  international  efforts success and availability of acquisitions,
and other  factors,  as well as by factors  applicable to most companies such as
general   economic,   competitive  and  other  business  and  civil  conditions.
Information  respecting  certain of these and other  factors  that could  effect
future  results,  performance  or trends are  discussed in SPAR  Group's  annual
report on Form 10-K, quarterly reports on Form 10-Q, and other filings made with
the Securities and Exchange Commission from time to time.

                                      # # #


                                 (Tables Follow)








                                SPAR Group, Inc.
                      Consolidated Statements of Operations
                                   (unaudited)
                     (in thousands, except per share data)

Three Months Ended Nine Months Ended ----------------------------------- --------------------------------- September 30, September 30, September 30, September 30, 2003 2002 2003 2002 ----------------------------------- --------------------------------- Net revenues $ 16,615 $ 17,775 $ 52,704 $ 51,363 Cost of revenues 11,380 10,760 33,777 31,102 ----------------------------------- --------------------------------- Gross profit 5,235 7,015 18,927 20,261 Selling, general and administrative expenses 5,334 4,571 15,044 14,212 Depreciation and amortization 385 467 1,162 1,345 ----------------------------------- --------------------------------- Operating (loss) income (484) 1,977 2,721 4,704 Interest expense 69 144 209 231 Other expense - 32 28 166 ----------------------------------- --------------------------------- (Loss) income before provision for income taxes (553) 1,801 2,484 4,307 (Benefit) provision for income taxes (208) 588 943 1,544 ----------------------------------- --------------------------------- Net (loss) income $ (345) $ 1,213 $ 1,541 $ 2,763 =================================== ================================= Net (loss) income per common share: Basic $ (0.02) $ 0.06 $ 0.08 $ 0.15 Diluted $ (0.02) $ 0.06 $ 0.08 $ 0.14 Weighted average common shares - basic 18,859 18,696 18,853 18,700 =================================== ================================= Weighted average common shares - diluted 18,859 19,103 19,508 19,118 =================================== =================================
SPAR Group, Inc. Consolidated Balance Sheets (unaudited) (in thousands, except share and per share data)
September 30, December 31, 2003 2002 ---------------- ---------------- ASSETS Current assets: Cash and cash equivalents $ - $ - Accounts receivable, net 15,002 16,458 Prepaid expenses and other current assets 1,055 783 Deferred income taxes 707 903 ---------------- ---------------- Total current assets 16,764 18,144 Property and equipment, net 2,166 1,972 Goodwill 8,157 7,858 Deferred income taxes 648 705 Other assets 664 121 ---------------- ---------------- Total assets $ 28,399 $ 28,800 ================ ================ LIABILITIES & STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 1,219 $ 422 Accrued expenses and other current liabilities 2,700 5,140 Accrued expense due to affiliates 1,628 958 Restructuring charges, current 772 1,354 Line of credit, short-term 4,673 - Due to certain stockholders - 3,951 ---------------- ---------------- Total current liabilities 10,992 11,825 Line of credit, long-term - 148 Restructuring charges, long-term - 235 Commitments and contingencies Stockholders' equity: Preferred stock, $.01 par value: Authorized shares - 3,000,000 Issued and outstanding shares - none Common stock, $.01 par value: Authorized shares - 47,000,000 Issued and outstanding shares - 18,858,972 - September 30, 2003 18,824,527 - December 31, 2002 189 188 Treasury stock (710) (30) Additional paid-in capital 10,872 10,919 Retained earnings 7,056 5,515 ---------------- ---------------- Total stockholders' equity 17,407 16,592 ---------------- ---------------- Total liabilities and stockholders' equity $ 28,399 $ 28,800 ================ ================