UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
12b-25
Commission
File Number 000-50307
NOTIFICATION
OF LATE FILING
(Check
One) [ ] Form 10-K [ ] Form
20-F [ ] Form 11-K [X] Form
10-Q [ ]
Form N-SAR [ ] Form N-CSR
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For
Period Ended:
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September
29, 2007
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[ ]
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
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For
the Transition Period Ended:
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Read
Instruction (on back page) Before Preparing Form. Please Print
or Type.
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Nothing
in this form shall be construed to imply that the Commission has
verified
any information contained
herein.
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If
the notification relates to a portion of the filing checked above,
identify the
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Item(s)
to which the notification relates:
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PART
I - REGISTRANT INFORMATION
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FormFactor,
Inc.
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Full
Name of Registrant
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Former
Name if Applicable
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7005
Southfront Road
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Address
of Principal Executive Office (Street and
number)
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Livermore,
CA 94551
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City,
State and Zip Code
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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)
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[X]
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(a)
The reason described in reasonable detail in Part III of this form
could
not be eliminated without unreasonable effort or
expense;
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[X]
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(b)
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 portion thereof, will be filed on or before the
fifth
calendar day following the prescribed due date;
and
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[ ]
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(c)
The accountant's statement or other exhibit required by Rule 12b-25(c)
has
been attached if applicable.
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PART
III - NARRATIVE
State
below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q, N-SAR,
N-CSR, or the transition report or portion thereof, could not be filed with
the
prescribed time period. (Attach Extra Sheets if Needed)
The
registrant was unable, on or before November 8, 2007, to file its Quarterly
Report on Form 10-Q for the quarter ended September 29, 2007, without
unreasonable effort or expense, due to the ongoing review of the registrant’s
historical practices in respect of inventory valuation and the restatement
of
financial statements for the fiscal year ended December 30, 2006, for each
of
the fiscal quarters for that year, and for the fiscal quarters ended March
31
and June 30, 2007.
PART
IV - OTHER INFORMATION
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(1)
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Name
and telephone number of person to contact in regard to this
notification
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Ronald
C. Foster
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925
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290-4000
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(Name)
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(Area
Code)
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(Telephone
Number)
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(2)
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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 reports been filed? If
answer is no, identify report(s). [X]
Yes [ ] No
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(3)
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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? [X] Yes [ ]
No
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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
registrant hereby incorporates by reference the press release furnished as
an
exhibit to the Company’s Form 8-K furnished on November 9, 2007 announcing the
Company’s preliminary financial results for the third quarter of fiscal year
2007 and the anticipated effect of the restatement of financial statements
announced in such press release.
FormFactor,
Inc.
(Name
of
Registrant as Specified in Charter)
has
caused
this notification to be signed on its behalf by the undersigned hereunto duly
authorized.
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Date:
November 9, 2007
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By:
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/s/
Ronald C. Foster
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Ronald
C. Foster
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Chief
Financial Officer
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