FORM 12b-25
[As last amended in Release No. 34-31905,
February 23, 1993, 58 F.R. 14628.]
U. S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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: 12/31/96
[ ] 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: Not Applicable
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
Full Name of Registrant: LDP-III
Address of Principal Executive Office:
P. O. Box 130, Carbondale, CO 81623
(970) 963-8007
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.
(a) The reasons described in reasonable detail
in Part III of this form could not be
eliminated without unreasonable effort or
expenses;
(b) The subject annual report, semi-annual
report, transition report on Form 10-K, form
20-F, 11-K or Form N-SAR, or portion thereof
will be filed on or before the fifteenth
(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
(5th) calendar day following the prescribed
due date; and
(c) The accountant's statement or other exhibit
required by Rule 12b-25c has been attached if
applicable.
Part III - Narrative
State below in reasonable detail the reasons why
Form 10-K or portion thereof could not be filed
within the prescribed time period:
The Financial Audit of the Partnership's books by
independent outside accountants is not yet
complete. In order to file an accurate and
complete report, additional time is needed to
complete the audit.
Part IV - Other Information
(1) Name and telephone number of person to
contact in regard to this notification:
Greg Mohl, Controller (970) 963-8007, ext. 221
(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
LDP-III has caused this notification to be signed
on its behalf by the undersigned thereunto duly
authorized.
Date: 03/28/97 By: /s/ Greg Mohl, Controller
ATTENTION
Intentional misstatements or omissions of fact
constitute Federal Criminal Violations (See 18
U.S.C. 1001).
