U.S.
SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
12b-25
NOTIFICATION
OF LATE FILING
SEC FILE NO.
1-32639
CUSIP NUMBER
563118207
(Check One):
o Form 10-K
o Form 20-F
oForm
11-K x
Form 10-Q
o Form N-SAR oForm N-CSR
For Period Ended: March 31,
2010
o Transition Report on Form
10-K
o Transition Report on Form
20-F
o Transition Report on Form
11-K
o Transition Report on Form
10-Q
o Transition Report on Form
N-SAR
For the Transition Period Ended:
____________________
Read Instruction (on back page) 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: Manhattan Pharmaceuticals, Inc.
Former
Name if Applicable: N/A
Address
of Principal Executive Office: 48 Wall Street, New York, New York
10005
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;
|
|
þ
|
(b)
|
The
subject annual report, semi-annual report, transition report on Form10-K,
Form 20-F, Form 11-K, Form N-SAR, or Form N-CSR, 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 subsequent distribution report on Form 10-D, 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 Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition
report or portion thereof, could not be filed within the prescribed time
period.
Manhattan
Pharmaceuticals, Inc. (the "Registrant") is unable to file its quarterly report
on Form 10-Q for the three month period ended March 31, 2010, within the time
period prescribed for such report without unreasonable effort or
expense. Completion of the Registrant's recent merger with Ariston
Pharmaceuticals, Inc. delayed the Registrant’s completion of its financial
statements and, as a result, its quarterly report on Form 10-Q cannot be filed
within the prescribed time period.
Part
IV -- Other Information
(1) Name and telephone
number of person to contact in regard to this notification.
|
Michael
McGuinness
Chief
Financial and Operating Officer
|
212-582-3950
|
| (Name and Title) | (Area Code) (Telephone Number) |
(2) Have all other periodic
reports required under Sections 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).
þ
Yes
o 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 þ 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.
Manhattan
Pharmaceuticals, Inc.
(Name of
Registrant as Specified in Charter)
has
caused this notification to be signed on its behalf by the undersigned hereunto
duly authorized.
|
Date:
May 17, 2010
|
By:
/s/ Michael
McGuiness
Name: Michael McGuinness
Title:
Chief Financial and Operating
Officer
|
INSTRUCTION: The form may be
signed by an executive officer of the registrant or by any other duly authorized
representative. The name and title of the person signing the form
shall be typed or printed beneath the signature. If the statement is
signed on behalf of the registrant by an authorized representative (other than
an executive officer), evidence of the representative's authority to sign on
behalf of the registrant shall be filed with the form.
-----------------------------------------------ATTENTION---------------------------------------------
Intentional
misstatements or omissions of fact constitute Federal Criminal Violations (See
18 U.S.C. 1001)