Washington, D.C. 20549


FORM 12b-25




                                                   NOTIFICATION OF LATE FILING        



(Check one):  Form 10-K  Form 20-F  Form 11-K Form 10-Q  Form 10-D  Form N-SAR
   Form N-CSR          
  For Period Ended: September 30, 2014  
    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:    

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:


Ohr Pharmaceutical, Inc.

Full Name of Registrant
Former Name if Applicable


800 3rd Avenue, 11th Floor,

Address of Principal Executive Office (Street and Number)


New York, NY 10022

City, State and Zip Code
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 reason 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 on Form 10-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 subject 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.





The Registrant’s Annual Report on Form 10-K could not be filed within the prescribed time period due to delays, which could not be eliminated without unreasonable effort or expense, associated with preparation of the Registrant’s financial statements. The Registrant anticipates filing its Form 10-K within the fifteen calendar day extension period provided under Rule 12b-25.




(1) Name and telephone number of person to contact in regard to this notification  
  Sam Backenroth, CFO 212   682-3545    
  (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).   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        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.
  For the fiscal year ended September 30, 2014, the Company had zero revenues and operating expenses of approximately $9.1 million for losses of approximately $9.1 million, as compared to zero revenues and operating expenses of $4,620,916 for losses of $5,652,488 for the fiscal year ended September 30, 2013.  The increased losses and expenses resulted from an increase in development activity, including clinical and preclinical studies.


Ohr Pharmaceutical, 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:   December 15, 2014 By: /s/ Sam Backenroth  
    Sam Backenroth, Chief Financial Officer
    (Principal accounting and financial officer)




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