CAPITA PREFERRED TRUST
NT 10-K, 1997-04-01
FINANCE SERVICES
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                                  UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

(Check one):

[X] Form 10-K   [ ] Form 20-F   [ ] Form 11-K   [ ] Form 10-Q   [ ] Form N-SAR

        For Period Ended: December 31, 1996

        [ ] 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:_______________________

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:

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PART I - REGISTRANT INFORMATION

Capita Preferred Trust

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Full Name of Registrant

Not applicable

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Former Name if Applicable

44 Whippany Road

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Address of Principal Executive Office (Street and Number)

Morristown, New Jersey, 07962-1983

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City, State and Zip Code

PART II - RULES 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) [X]

               (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, 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 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.

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PART III - NARRATIVE

Capita Preferred Trust, a Delaware statutory business trust (the "Trust"), has
requested by letter dated March 12, 1997 (the "no-action request") to the Office
of Chief Counsel, Division of Corporation Finance, Securities and Exchange
Commission (the "SEC"), an exemption from the periodic reporting requirements of
Section 13(a) and 15(d) of the Securities Exchange Act of 1934 ("Exchange Act").
On March 31, 1997, AT&T Capital Corporation, the parent company of the Trust
(the "parent"), was advised by outside counsel that the SEC would not be able
to make a decision on the no-action request prescribed filing date fo the
Trust's Annual Report on Form 10-K for its fiscal year ended December 31, 1996.
Accordingly, if the SEC has not granted the no-action request by the fifteenth
calendar day following the prescribed due date for such Form 10-K, the Trust
will file such Form 10-K on such date.

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PART IV - OTHER INFORMATION

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

        Robert J. Ingato                    201-397-3065
        Regular Trustee
        Capita Preferred Trust

(2)     Have all other periodic reports required under Section 13 or 15(d) of
        the Securities and 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 reports been filed?

        If answer is no, identify report(s).

                                                 Yes [X]    No

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(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    No [X]

        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.

Capita Preferred Trust

has  caused  this  notification  to be signed on its  behalf by the  undersigned
hereunto duly authorized.

Date April 1, 1997    By Robert J. Ingato

                         Robert J. Ingato
                         Regular Trustee
                         Capita Preferred Trust

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 (Se 18 U.S.C. 1001).




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