UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 12b-25
Commission File Number 0-21006
NOTIFICATION OF LATE FILING
(Check One): [ ] Form 10-K and Form 10-KSB [ ] Form 20-F
[ ] Form 11-K
[ x] Form 10-Q and Form 10-QSB [ ] Form N-SAR
For Period Ended: March 31, 1997
[ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ]
Transition Report on form 10-Q [ ] Transition Report on Form N-SAR [ ]
Transition Report on Form 11-K
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: Not Applicable
Part I. Registrant Information
Full name of registrant: Continental Health Affiliates, Inc.
Former name if applicable: Not applicable
Address of principal executive
office (street and number): 910 Sylvan Avenue,
City, State and Zip Code: Englewood Cliffs, NJ 07036
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 appropriate box.)
[X] (a) The reasons described in reasonable detail in Part
III of this form could not be eliminated without
unreasonable effort or expense;
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[X] (b) The subject annual report, semi-annual report,
transition report on Form 10-K, 20-F, 11-K or Form N-SAR,
or portion thereof will be filed on or before the 15th
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.
Part III. Narrative
State below in reasonable detail the reasons why Form 10-K and Form
10-KSB, 20-F, 11-K, 10-Q and Form 10-QSB, N-SAR or the transition report portion
thereof could not be filed within the prescribed time period. (Attach extra
sheets if necessary).
The preparation of the Registrant's Quarterly Report on Form 10-Q for
the quarterly period ended March 31, 1997 could not be completed by the
prescribed filing date of May 15, 1997 without unreasonable effort or expense as
a result of the following:
Additional time was needed to accumulate billing data at one of the
Company's larger facilities due to a computer crash. An outside consulting firm
was engaged to generate the data necessary to determine revenue. The closing of
this facilities books was delayed by approximately two weeks.
For the above-stated reason, the preparation of the Registrant's
Quarterly Report on Form 10-Q for the quarterly period ended March 30, 1997,
including the condensed consolidated financial statements to be included
therein, could not be completed by the prescribed filing date of May 15, 1997
without unreasonable effort or expense.
Part IV. Other Information
(1) Name and telephone number of person to contact in regard to this
notification:
S. Colin Neill 201 567-4600 265
(Name) (Area Code) (Telephone Number) (Ext.)
(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 also fiscal year will be
reflected by the earnings statements to be included in the subject report or
portion thereof?
[ X ] Yes [ ] No
A net operating loss before an extraordinary item will be offset by
an extraordinary gain of $1,192,000 due to the conversion of certain
liabilities into common stock. After the extraordinary gain, the
company will report positive earnings.
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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.
Continental Health Affiliates, Inc.
(Name of registrant as specified in charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: May 16, 1997 By /S/ COLIN NEILL
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Vice President and
Chief Financial Officer
ATTENTION
Intentional misstatements or omissions of fact constitue Federal Criminal
Violations (SEE 18 U.S.C. 1001).
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