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, 2002
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[  ] 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 Commissions 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 1--REGISTRANT INFORMATION (Official Text)

  CryoLife, Inc.
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Full Name of Registrant

  N/A
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Former Name if Applicable

  1655 Roberts Boulevard, N.W.
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Address of Principal Executive Office (Street and Number)

 Kennesaw, Georgia 30144
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City, State and Zip Code

PART II--RULES 12b-25(b) AND (c) (Official Text)

If the subject  report could not be filed without  reasonable  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 reasonable effort or expense;

     (b)  The subject annual report,  semi-annual  report,  transition report on
          Form 10-K, Form 20-F,  11-K, 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 the Form 10-K,  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 Company is evaluating  the potential  impact of the FDA order it received on
August 13, 2002, as detailed in its Press Release dated August 14, 2002.

PART IV--OTHER INFORMATION

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

         David Ashley Lee                (770)                  419-3355
     ------------------------- ------------------------  -----------------------
              (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).
       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 statement to be included in the subject report or portion thereof?
           Yes         No*
     -----        -----

* The Company is unable to  determine  at this time whether or not there will be
any significant  change in results of operations from the  corresponding  period
for the last fiscal year.

     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.

     The impact can not yet be determined due to the fact that the FDA order was
only received in the afternoon of August 13, 2002.


                                 CryoLife, 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: August  14, 2002               By:  /s/ David Ashley Lee
           -----------------------------     -----------------------------------
                                             David Ashley Lee, Vice President
                                             and Chief Financial Officer