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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One) [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q
[ ] Form N-SAR
For Period Ended: January 31, 1997
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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
For the Transition Period Ended: ______________________
If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates: _______________________
PART I - REGISTRANT INFORMATION
Health Management, Inc.
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Full Name of Registrant
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Former Name if Applicable
1371-A Abbott Court
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Address of Principal Executive Office (Street and Number)
Buffalo Grove, Illinois 60089
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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)
(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 of 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.
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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, or the transition report or portion thereof, could not be filed within
the prescribed time period.
The registrant was unable to file its quarterly report on Form 10-Q
for the period ended January 31, 1997 within the prescribed time
period. The delay is due to the fact that the registrant has recently
discovered certain errors in its quarterly reports on Form 10-Q for
the two prior quarters of the 1997 fiscal year and is currently
preparing restatements for such quarters. These restated financial
statements are required in order for the registrant to properly
prepare its third quarter financial statements.
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PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Cheryl V. Reicin 212 547-5522
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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 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.
A $13 million charge will be recorded in the quarter ending
January 31, 1997, which includes a charge of approximately
$2.8 million in goodwill and other costs associated with the
sale or discontinuation of retail pharmacies and an
additional allowance of approximately $10 million related to
accounts receivable.
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SIGNATURES
Health Management, Inc. has caused this notification to be signed on
its behalf by the undersigned hereunto duly authorized.
HEALTH MANAGEMENT, INC.
Date: March 17, 1997 By: /s/ W. James Nicol
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Name: W. James Nicol
Title: Chief Executive Officer,
President, Treasurer and Secretary
