FORM 10-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 [x] ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended September 30, 1995. OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______________ to_______________. Commission file number 0-10666 NBTY, INC. (Formerly NATURE'S BOUNTY, INC.) (Exact name of registrant as specified in charter) DELAWARE 11-2228617 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 90 Orville Drive 11716 Bohemia, New York (Zip Code) (Address of principal executive office) (516) 567-9500 (Registrant's telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: Common Stock, par value $0.008 per share Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. YES X NO __ Indicate by check mark is disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment for this Form 10-K [X]. The aggregate market value of the voting stock held by nonaffiliates of the registrant, based upon the closing price of shares of Common Stock on the National Association of Securities Dealers Automated Quotation ("NASDAQ") National Market System at November 29, 1995 was approximately $82,683,644. The number of shares of Common Stock of the registrant outstanding at November 29, 1995 was approximately 19,477,676. Documents Incorporated by Reference: None Item 13. Certain Relationships and Related Transactions. The Company has had, and in the future may continue to have, business transactions with firms affiliated with certain of the Company's directors. Each such transaction is at arm's length and in the ordinary course of the Company's business. For the fiscal year ended September 30, 1995, no such transaction resulted in compensation in excess of $60,000.00 directly or indirectly to any director, with the exception of insurance premium commissions of approximately $104,370.00 paid to Cafiero, Cuchel & Owen, Inc. for various business insurance policies. Bernard G. Owen, a director, owns a minority interest in said insurance agency. Additionally, Mr. Owen's wife is the owner of a travel agency which received commissions of less than $20,000.00 from Company related travel during the fiscal year ended September 30, 1995. SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Dated: March 19, 1996 By: /s/ SCOTT RUDOLPH Scott Rudolph President, Chief Executive Officer Dated: March 19, 1996 By: /s/ HARVEY KAMIL Harvey Kamil Executive Vice President and Chief Financial Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Dated: March 19, 1996 By: /s/ SCOTT RUDOLPH Scott Rudolph Chairman, President and Chief Executive Officer Dated: March 19, 1996 By: /s/ ARTHUR RUDOLPH Arthur Rudolph, Director Dated: March 19, 1996 By: /s/ ARAM GARABEDIAN Aram Garabedian, Director Dated: March 19, 1996 By: /s/ BERNARD G. OWEN Bernard G. Owen, Director Dated: March 19, 1996 By: /s/ ALFRED SACKS Alfred Sacks, Director Dated: March 19, 1996 By: /s/ MURRAY DALY Murray Daly, Director Dated: March 19, 1996 By: /s/ GLENN COHEN Glenn Cohen, Director Dated: March 19, 1996 By: /s/ BUD SOLK Bud Solk, Director Dated: March 19, 1996 By: /s/ NATHAN ROSENBLATT Nathan Rosenblatt, Director