**UNITEDSTATESSECURITIES AND EXCHANGE COMMISSION**

**Washington, D.C. 20549**

 

**FORM 10-Q/A**

 

**ý****QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934**

 

**For the quarterly period ended June 30,2005**

 

**Commission File No. 1-12248**

 

**KAISERGROUP HOLDINGS, INC.**

(successor issuer to Kaiser Group International, Inc.)

(Exact name of registrant as specified in itscharter)

 
| **Delaware**                                                     | ** ** | **54-2014870**                        |
|------------------------------------------------------------------|------------|---------------------------------------|
| (State or other jurisdiction  of  incorporation or organization) |       | (I.R.S. Employer  Identification No.) |
|                                                             |       |                                  |
| **9300 Lee Highway, Fairfax,  Virginia**                         | ** ** | **22031-1207**                        |
| (Address of principal  executive offices)                        |       | (Zip Code)                            |

 

Registrant’s telephone number including areacode: **(703) 934-3413**

 

Indicateby check mark whether the Registrant (1) has filed all reports required tobe filed by Section 13 or 15(d) of the Securities Exchange Act of1934 during the preceding 12 months (or for such shorter period that theRegistrant was required to file such reports), and (2) has been subject tosuch filing requirements for the past 90 days. Yes ý No o

 

Indicateby check mark whether the registrant is an accelerated filer (as defined inExchange Act Rule 12b-2).  Yes o No ý

 

**Applicable only to issuer’s involved in bankruptcy proceedings duringthe preceding five years:**

 

Indicateby check mark whether the registrant has filed all documents and reportsrequired to be filed by Section 12, 13 or 15(d) of the SecuritiesExchange Act of 1934 subsequent to the distribution of securities under a planconfirmed by a court.  Yes ý No o

 

ThePlan of Reorganization of Kaiser Group International, Inc. under Chapter11 of the Bankruptcy Code became effective on December 18, 2000.  The Plan provides, among other things, thatholders of shares of common stock of Kaiser Group International, Inc. receivedshares of common stock of Kaiser Group Holdings, Inc. and that holders ofspecified outstanding debt obligations and other specified claimants receivedcash and shares of preferred stock and common stock of Kaiser Group Holdings, Inc.,all in accordance with the terms set forth in the Plan. The initialdistribution of securities occurred as of April 17, 2001.

 

**Applicable only to corporate issuers:**

 

Indicatethe number of shares outstanding of each of the issuer’s classes of commonstock as of the latest practicable date.

 

Asof August 10, 2005, there were **1,613,270**shares of Kaiser Group Holdings, Inc. Common Stock, par value $0.01 pershare, outstanding.

 

 

----

 

Explanationfor correction of cover sheet.

 

The Company is refiling the cover sheet of its June 30,2005 Form 10-Q indicating the correct number of outstanding shares as of August 10,2005.

 

2

----

 

**SIGNATURES**

 

Pursuantto the requirements of the Securities Exchange Act of 1934, the registrant hasduly caused this Quarterly Report on Form 10-Q/A to be signed on itsbehalf by the undersigned thereunto duly authorized.

 
|                       | **KAISER GROUP HOLDINGS, INC.**                |   |
|----------------------------|------------------------------------------------|--------|
|                       | (Registrant)                                   |   |
|                       |                                           |
| Date: August 15, 2005 |                                           |
|                       |                                           |
|                       | /s/ Marian P. Hamlett                          |   |
|                       | Marian P. Hamlett                              |
|                       | Executive Vice President and Chief Financial   |
|                       | Officer (Duly authorized officer and principal |
|                       | financial officer)                             |
|                            |                                                |        |  |

 

3

----