Form 12b-25
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25 Commission File No. 0-19844
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NOTIFICATION OF LATE FILING
(Check One):
[X] Form 10-K and 10-KSB [ ]Form 20-F [ ] Form 11-K
[ ] Form 10-Q and 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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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:
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PART I - REGISTRANT INFORMATION
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Full name of Registrant PARACELSIAN, INC.
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Former name if applicable N/A
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Address of principal executive office 22 LANGMUIR LABORATORIES
(street and number) CORNELL TECHNOLOGY PARK
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City, State and Zip Code ITHICA, NEW YORK 14850
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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.
[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 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.
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PART III - NARRATIVE
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Due to recent changes in senior management and other staff, the
Registrant was unable to dedicate sufficient time to allow its personnel to
prepare its annual report on Form 10-K for the Registrant's fiscal year ended
September 30, 1997 on a timely basis. On September 17, 1997, Keith Rhodes
resigned from his position as Chairman of the Board, President and acting Chief
Financial Officer. On that same date, Thomas Tachovsky was elected by
Registrant's Board of Directors as President and acting Chief Executive Officer
and Chief Financial Officer. The Registrant expects to file its Form 10-K for
the fiscal year ended September 30, 1997 by January 13, 1998, 15 calendar days
after December 29, 1997, the due date of such Report.
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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
Thomas G. Tachovsky 607-257-4224
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(Name) (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
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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.
Paracelsian, Inc.
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has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date December 29, 1997 By /s/ Thomas G. Tachovsky
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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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PART IV (3)
The significant changes in the results of operations from the
corresponding period for the last fiscal year are the write-off of intangible
assets, including the Traditional Chinese Medicines library, the Licensing
Agreement with the Chinese Institute of Traditional Medicine and patent and
trademarks. This reflects a right off of $1,400,000 of the net assets of the
Company.
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