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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 12b-25
NOTIFICATION OF LATE FILING
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SEC File Number: 0-20316
[X] Form 10-K and Form 10-KSB [ ] Form 11-K [ ] Form 20-F [ ] Form 10-QSB
[ ] Form N-SAR
For Period Ended: September 30, 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.
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
Full Name of Registrant: AVITAR, INC.
Former Name if Applicable:
65 Dan Road
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(Address of Principal Executive Office - Street and Number)
Canton, MA 02021
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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)
[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, Form 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.
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 transition report or portion thereof
could not be filed within the prescribed time period.
The Registrant sold substantially all of the assets of its Managed Health
Benefits Division on October 27, 1997. As a result of that subsequent event, the
Registrant will be reporting the operations of the Managed Health Benefits
Division as discontinued operations. In addition, the evaluation, and any
resulting write-off, of the value of the Registrant's good-will resulting from a
merger, consummated in 1995, could not be completed in time to file the Annual
Report on Form 10-KSB by December 29, 1997 without unreasonable effort or
expense.
PART IV - Other Information
(1) Name and telephone number of person to contact in regard to
this notification: Jay C. Leatherman (203) 265-3594
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(Name) (Area Code) (Telephone Number)
(2) Have all other period 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
The evaluation of the ongoing value of the Registrant's good-will
resulting from the merger, to which the Registrant was a party, will most
likely result in a write-off of $4.2 million. This material adjustment will
be reflected in the statement of operations to be included in the Registrant's
Form 10-KSB.
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AVITAR, INC.
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(Name of Registrant as specified in charter)
has caused this notification to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: December 30, 1997 /s/ JAY C. LEATHERMAN
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Jay C. Leatherman, Chief Financial Officer
ATTENTION
Intentional misstatements or omissions of fact constitute
Federal Criminal Violations (See 18 U.S.C. 1001).