UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 12b-25

                           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:  June 30, 2000
                    / / 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 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.
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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

    HORIZON Pharmacies, Inc.
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Full Name of Registrant

    N/A
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Former Name if Applicable

    531 W. Main St.
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Address of Principal Executive Office (Street and Number)

    Denison, Texas 75020
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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, 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
                           of 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 Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period. (ATTACH EXTRA SHEETS IF NEEDED)

The registrant could not file the referenced 10-Q without unreasonable effort
or expense because, as publicly announced on July 31, 2000, it is currently
moving its accounting operations from Princeton, Texas to Denison, Texas. The
attendant disruptions caused by the move have delayed the registrant's
ability to finalize its second quarter numbers.

PART IV -- OTHER INFORMATION

(1)      Name and telephone number of person to contact in regard to this
         notification.

           John Stogner          903                465-2397
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          (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) has 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

         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.

PART IV (3) EXPLANATION

         The registrant will report a net loss of $3,126,000 for the second
         quarter of 2000 versus net income of $239,000 for the second quarter of
         1999. The primary reasons for this change in operating results are the
         decline in gross margins on prescription drug sales from 1999 to
         2000 due to higher sales and lower margins on third party prescription
         plans, a decline in the gross margin on other revenues due to markdowns
         associated with an inventory reduction plan, an impairment provision
         for a under-performing store, the expenses associated with the sale of
         several under-performing stores, and certain e-commerce start up and
         development costs.

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                            HORIZON Pharmacies, 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 hereunto duly authorized.


         Date:   August 14, 2000              By:     /s/ John Stogner
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                                                     John Stogner, CFO

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
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   INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL
                        VIOLATIONS (SEE 18 U.S.C. 1001).
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                              GENERAL INSTRUCTIONS

1.       This form is required by Rule 12b-25 (17 CFR 240, 12b-25) of the
         General Rules and Regulations under the Securities Exchange Act of
         1934.

2.       One signed original and four conformed copies of this form and
         amendments thereto must be completed and filed with the Securities and
         Exchange Commission, Washington, D.C. 20549, in accordance with Rule
         0-3 of the General Rules and Regulations under the Act. The information
         contained in or filed with the form will be made a matter of public
         record in the Commission files.

3.       A manually signed copy of the form and amendments thereto shall be
         filed with each national securities exchange on which any class of
         securities of the registrant is registered.

4.       Amendments to the notifications must also be filed on form 12b-25 but
         need not restate information that has been correctly furnished. The
         form shall be clearly identified as an amended notification.

5.       ELECTRONIC FILERS. This form shall not be used by electronic filers
         unable to timely file a report solely due to electronic difficulties.
         Filers unable to submit a report within the time period prescribed due
         to difficulties in electronic filing should comply with either Rule 201
         or Rule 202 of Regulation S-T (Section 232.201 or Section 232.202 of
         this chapter) or apply for an adjustment in filing date pursuant to
         Rule 13(b) of Regulation S-T (Section 232.13(b) of this chapter).


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