WASHINGTON, DC 20549

                                   FORM 12b-25

                        Commission File Number: 000-27269

                           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:  MARCH 31, 2001
/ / 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:_________________________

         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:  BREAKAWAY SOLUTIONS, INC.

Former name if applicable:  NOT APPLICABLE.

Address of principal executive office (STREET AND NUMBER): 1000 RIVER ROAD,

City, State and Zip Code: CONSHOHOCKEN, PENNSYLVANIA 19428

                                     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 box if appropriate.)

   / /       (a)  The reasons 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, 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

         State below in reasonable detail the reasons why form 10-K, 11-K, 20-F,
10-Q, N-SAR or the transition report portion thereof could not be filed within
the prescribed time period. (Attach extra sheets if needed.)

                  Breakaway Solutions, Inc., a Delaware corporation (the
                  "Registrant"), did not timely file its Quarterly Report on
                  Form 10-Q for the fiscal quarter ended March 31, 2001 (the
                  "Form 10-Q") because management of the Registrant has been
                  dedicating substantial efforts to financing, corporate
                  restructuring and operational activities.

                                     PART IV
                                OTHER INFORMATION

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

                  Joanna Bolles               (978)             823-1644
                  (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).

                                                          / /  Yes   /X/ No

                  The Registrant has not filed its Annual Report on Form 10-K
                  for the fiscal year ended December 31, 2001.

         (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?

                                                          /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.

                  During the first quarter 2001, Breakaway Solutions announced
                  additional restructuring plans, which will significantly
                  reduce costs. These restructuring plans will include staff
                  reductions and closing and consolidation of facilities. This
                  is in addition to estimated fourth quarter of 2000 asset
                  impairment and one time restructuring charges relating to
                  intangibles from acquisitions due to deterioration in market
                  conditions. There have been substantial changes in the
                  Company's business between the first quarter of 2000 and the
                  first quarter of 2001. Additionally, the Company has not yet
                  completed and filed its 10 K for the year ended December 31,
                  2000. Due to the above noted factors, the Company's 10 Q for
                  the first quarter 2001 is not complete. The Company
                  anticipates that for the first quarter of 2001 revenue will be
                  significantly less than the comparable prior period and the
                  operating loss will be significantly higher than the
                  comparable prior year period.

                            Breakaway Solutions, Inc.
                  (Name of Registrant as Specified in Charter)

Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized:

Date:  MAY 16, 2001        By:  /S/ WILLIAM P. LOFTUS
       ------------           -----------------------
                               Name:  William P. Loftus
                               Title: President and Chief Executive Officer


         Intentional misstatements or omissions of fact constitute Federal
criminal violations (SEE 18 U.S.C. 1001).