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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
===========================
(Check One): ___ Form 10-K ___ Form 20-F ___ Form 11-K
___ Form 10-Q _X_ Form N-SAR
For Period Ended: February 28, 1995
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[ ] 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:_________________________
Read Instruction (on back page) 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
Heritage Capital Appreciation Trust
__________________________________________________________________________
Full Name of Registrant
__________________________________________________________________________
Former Name if Applicable
880 Carillon Parkway
__________________________________________________________________________
Address of Principal Executive Office (Street and Number)
St. Petersburg, FL 33733-8022
__________________________________________________________________________
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)
(a) The reasons described in reasonable detail in Part III of
this form could not be eliminated without unreasonable
effort or expense;
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____ (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 of 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 the Form 10-K, 10-Q, N-
SAR, or the transition report or portion thereof, could not be filed
within the prescribed time period. (ATTACH EXTRA SHEETS IF NEEDED)
The Trust's adviser and administrator did not receive certain
necessary information to file Form N-SAR via EDGAR.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Donald H. Glassman (813) 573-3800 (x 3543)
___________________________________________ _____________________
(Name) (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 reports) been filed? If 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.
__________________________________________________________________________
Heritage Capital Appreciation Trust
________________________________________________________
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date May 2, 1995 By /s/ Donald H. Glassman
________________________________ __________________________________
