AMERICAN ELECTROMEDICS CORP
NT 10-K, 1997-10-29
ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS
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                       U.S. SECURITIES AND EXCHANGE COMMISSION

                                WASHINGTON, D.C. 20549

                                     FORM 12B-25

                             NOTIFICATION OF LATE FILING

                                                                SEC FILE NUMBER
                                                                         0-9922

                                                                   CUSIP NUMBER
                                     (Check One):                        025569

               [X] Form 10-K and Form 10-KSB  [ ] Form 20-F 
               [ ] Form 11-K [ ] Form 10-Q and Form 10-QSB [ ] Form N-SAR
               For Period Ended:   July 31, 1997
               [ ] 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:


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           Read Attached Instruction Sheet Before Preparing Form. Please Print
      or Type.
           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 Item(s) to which the notification relates:  Not 
      Applicable.

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                           PART I - REGISTRANT INFORMATION

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      Full Name of Registrant:      American Electromedics Corp.
                                    ----------------------------

      Former Name If Applicable:              N/A
                                    -----------------------------

              13 Columbia Drive, Suite 18, Amherst, New Hampshire 03031
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                        Address of Principal Executive Office
                    (Street and Number), City, State and Zip Code


                          PART II - RULES 12b-25(b) AND (c)

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      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)

      [x]    (a)  The reasons described in reasonable detail in Part III of
                  this form could not be eliminated without unreasonable effort
                  or expense;

      [x]    (b)  The subject annual report, semi-annual report, transition
                  report on Form 10-K, Form 20-F, 11-K or Form N-SAR, 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

      [ ]    (c)  The accountant's statement or other exhibit required by Rule
                  12b-25(c) has been attached if applicable.

<PAGE> 

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                                 PART III - NARRATIVE
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      State below in reasonable detail the reasons why Form 10-K and 10-KSB,
      20-F, 11-K, 10-Q and 10-QSB, N-SAR, or the transition report or portion
      thereof could not be filed within the prescribed period.  

                                                (Attach Extra Sheets if Needed)

           Registrant is amending its bank documents to modify financial 
      covenants and to receive waivers under prior financial covenant 
      compliance. 

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                             PART IV - OTHER INFORMATION
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      (1)  Name and telephone number of person to contact in regard to this
           notification

             Michael T. Pieniazek              (603)          880-6300
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                  (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?  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?

                                                             [X] 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.


                         American Electromedics Corp.
                         -----------------------------
                  (Name of Registrant as specified in charter)

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

      Date:  October 28, 1997      By:  /s/ Michael T. Pieniazek
                                      ---------------------------------
                                       Name:  Michael T. Pieniazek
                                       Title:  President

      INSTRUCTION:  The form may be signed by an executive officer of the
      registrant or by any other duly authorized representative.  The name and
      title of the person signing the form shall be typed or printed beneath
      the signature.  If the statement is signed on behalf of the registrant by
      an authorized representative (other than an executive officer), evidence
      of the representative's authority to sign on behalf of the registrant
      shall be filed with the form.

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                                      ATTENTION

           Intentional misstatements or omissions of fact constitute Federal
      Criminal Violations (See 18 U.S.C.) 1001).

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<PAGE> 
                             AMERICAN ELECTROMEDICS CORP.


                              Attachment to Form 12b-25


           Part IV(3)-    For fiscal 1997, the Registrant experienced a 
      signficant decrease in sales and an increase in general and adminstrative
      expenses along with valuation adjustments for certain of the Registrant's
      assets as compared with fiscal 1996.

           The Registrant expects to report a net loss of from $900,000 to
      $950,000 for fiscal 1997 as compared with net income of $442,000 for 
      fiscal 1996.



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