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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
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NOTIFICATION OF LATE FILING SEC FILE NUMBER
0-19472
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CUSIP NUMBER
15115610
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(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: June 30, 1998
[ ] 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
CELLPRO, INCORPORATED
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Full Name of Registrant
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Former Name if Applicable
22215 26TH AVENUE SE
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Address of Principal Executive Office (Street and Number)
BOTHELL, WA 98021
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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 ] (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, 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.
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PART III - NARRATIVE
State below in reasonable detail the reasons why the Form 10-K and Form 10-KSB,
20F, 11-K, 10-Q and Form 10-QSB, N-SAR, or the transition report or portion
thereof, could not be filed within the prescribed period. (Attach Extra Sheets
if Needed)
On August 11, 1998, the United States Court of Appeals for the Federal Circuit
issued an opinion in that certain litigation captioned The Johns Hopkins
University, Baxter Healthcare Corporation and Becton Dickinson and Company v.
CellPro, Incorporated. The opinion will have the effect of severely restricting
the Company's ability to operate its business as currently conducted. As a
result, the Company requires additional time to determine the effect of the
opinion on the Company's operations and additional time to determine the
appropriate disclosures required to report the impact of the opinion in the
Quarterly Report on Form 10-Q.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
MARK HANDFELT (425) 485-7644
(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? [ ] Yes [X] 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.
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CellPro, Incorporated
(Name of Registrant as specified in charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: August 14, 1998 By /s/ Richard D. Murdock
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Richard D. Murdock
President, Chief Executive
Officer and Director
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