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                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 12b-25


                                                  Commission File Number 0-27308


                           NOTIFICATION OF LATE FILING

(Check One): [ ] Form 10-K  [ ] Form 11-K   [ ] Form 20-F
             [X] Form 10-Q  [ ] Form N-SAR

For Period Ended:  June 29, 2002
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[ ] 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:            Not Applicable
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      Read attached instruction sheet 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:      Not Applicable
                                                       ------------------------


                         PART I. REGISTRANT INFORMATION

Full name of registrant: Aavid Thermal Technologies, Inc.
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Former name if applicable: Not Applicable
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Address of principal executive office  (Street and number):
One Eagle Square, Suite 509
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City, State and Zip Code: Concord, NH 03301
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                        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 appropriate box.)

[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, 20-F, 11-K or Form N-SAR, or portion thereof will be filed on
      or before the 15th 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 the Form 10-K, 11-K, 20F,
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, on Form 8-K, announced on July 10, 2002 that it had changed its
independent public accountants from Arthur Andersen LLP to Ernst & Young LLP.
The Registrant changed accountants because of the well-publicized circumstances
surrounding Arthur Andersen LLP. In addition, the Registrant, by press release
on July 31, 2002, announced that it had refinanced its senior debt. The
Registrant could not file its Form 10-Q for the quarter ending June 29, 2002,
within the prescribed time period because of the impact of these events on the
preparation of it its filing.


                           PART IV. OTHER INFORMATION

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

       John W. Mitchell                               (603) 224-1117
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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) 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

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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.



                        AAVID THERMAL TECHNOLOGIES, 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
thereunto duly authorized.

Date: August 13th, 2002              By: /s/ John W. Mitchell
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                                             John W. Mitchell
                                             Vice President and
                                             Secretary


            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).


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