SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
SEC File Number: 000-28324
CUSIP Number: 09066Y107
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: September 30, 2002
[ ] Transition Report on Form 10-K [ ] Transition Report on Form 10-Q
[ ] Transition Report on Form 20-F [ ] Transition Report on Form N-SAR
[ ] Transition Report on Form 11-K
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.
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: BioTransplant Incorporated
Former name if applicable: Not applicable.
Address of principal executive office (Street and number): Building 75, Third
Avenue
City, state and zip code: Charlestown Navy Yard, Charlestown, Massachusetts
02129
PART II
RULE 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;
|
| (b) The subject annual report, semi-annual report, transition report
[X] | on Form 10-K, 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.
PART III
NARRATIVE
State below in reasonable detail the reasons why Form 10-K, 20-F, 11-K,
10-Q, N-SAR or the transition report portion thereof could not be filed within
the prescribed time period. (Attach extra sheets if needed.)
The Registrant was unable to file its Quarterly Report on Form 10-Q for
the quarter ended September 30, 2002 within the prescribed time period
because, due to recent executive - level and other personnel changes within
the Registrant and a material change to a corporate partnering relationship
during the week preceding November 14, 2002, certain information and data
relating to and necessary for the completion of the Registrant's financial
statements and the analysis of its financial condition, results of
operations, liquidity and capital resources could not be obtained by the
Registrant within such time period without unreasonable effort or expense.
The Registrant anticipates filing the Form 10-Q no later than the fifth
calendar day following the prescribed date.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification: Donald B. Hawthorne, President, Chief Executive Officer
and Chief Financial Officer, (617) 241-5200.
(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?
[ ] 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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BioTransplant Incorporated
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Dated: November 15, 2002 By: /s/ DONALD B. HAWTHORNE
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Name: Donald B. Hawthorne
Title: President, Chief Executive
Officer and Chief Financial
Officer
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