HIGHLANDS BANKSHARES INC /VA/
NT 10-Q, 1996-05-15
STATE COMMERCIAL BANKS
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 12b-25

                                              Commission File Number    0-27622

                                            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, 1996

[  ] 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:

   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:

                         Part I. Registrant Information

Full name of Registrant HIGHLANDS BANKSHARES, INC.

Former name if applicable

Address of principal executive office (Street and number)
         340 West Main Street

City, State and Zip Code      Abingdon, Virginia  24210
                        -------------------------------------

<PAGE>

                        Part II. Rules 12b-25(b) and (c)

         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 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,  Form 20-F,  Form 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 Form 10-K, 11-K, 20-F,
10-Q, N-SAR, or the transaction report or portion thereof could not be filed
within the prescribed period. (Attach extra sheets if needed.)

          The  Registrant is a first-time 10-Q filer and is experiencing
     difficulty in gathering the requisite data to complete the filing. It is
     anticipated such information will be produced and that the filing will
     be made whithin the prescribed 5 day time period.  Such information
     cannot be produced any sooner  without  unreasonable  effort and
     expense,  including hiring (if available) additional professional
     staff on a short-term basis.

                           Part IV. Other Information

          (1) Name and  telephone  number of person to contact in regard to this
              notification
              Robert M. Little,  Jr.         540            628-9181
                    (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

                  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.


<PAGE>


                           HIGHLANDS BANKSHARES, 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 14, 1996                           By /s/ SAMUEL L. NEESE
                                                    Samuel L. Neese
                                                    Executive Vice President and
                                                    Chief Executive Officer

         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  omissions  of fact  constitute
Federal criminal violations (see 18 U.S.C. 1001.)



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