QUEST HEALTH CARE FUND VII LP
NT 10-Q, 1995-05-12
REAL ESTATE
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                                UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549


                                 FORM 12b-25

                                                                SEC FILE NUMBER
                         NOTIFICATION OF LATE FILING                0-15693


(Check One):  / / Form 10-K  / / Form 20-F  / / Form 11-K         CUSIP NUMBER
              /X/ Form 10-Q  / / Form N-SAR

                  For Period Ended:        March 31, 1995
                                     --------------------------
                  / / 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:

  N/A
- - - - -------------------------------------------------------------------------------

PART I -- REGISTRANT INFORMATION
  Quest Health Care Fund VII, L.P.
- - - - -------------------------------------------------------------------------------
Full Name of Registrant

  Southmark/CRCA Health Care Fund VII, L.P.
- - - - -------------------------------------------------------------------------------
Former Name if Applicable

  1355 Peachtree Street, Suite 1900
- - - - -------------------------------------------------------------------------------
Address of Principal Executive Office (Street and Number)

  Atlanta, Georgia 30309
- - - - -------------------------------------------------------------------------------
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;

        (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 calendar day following the
/X/          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 Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period.

The accounting staff of the Registrant has not completed its reviews of the
financial records of the Registrant necessary to prepare the financial
statements for this filing.

                                                (ATTACH EXTRA SHEETS IF NEEDED)
                                                                SEC 1344 (6/94)



<PAGE>   2

PART IV -- OTHER INFORMATION

(1)  Name and telephone number of person to contact in regard to this
     notification
       Stuart C. Berry                  (404)                607-1950
     ---------------------------  ------------------  -------------------------
                (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 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.


================================================================================

                       Quest Health Care Fund VII, L.P.
                 -------------------------------------------
                 (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 12, 1995                            By  /s/ Stuart C. Berry
      ---------------------------------------       ----------------------------
                                                    Stuart C. Berry, 
                                                    Executive Vice President

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


                             GENERAL INSTRUCTIONS


1. This form is required by Rule 12b-25 (17 CFR 240.12b-25) of the General
   Rules and Regulations under the Securities Exchange Act of 1934.

2. One signed original and four conformed copies of this form and amendments
   thereto must be completed and filed with the Securities and Exchange
   Commission, Washington, D.C. 20549, in accordance with Rule 0-3 of the
   General Rules and Regulations under the Act. The information contained in or
   filed with the form will be make a matter of public record in the Commission
   files.

3. A manually signed copy of the form and amendments thereto shall be filed
   with each national securities exchange on which any class of
   securities of the registrant is registered.

4. Amendments to the notifications must also be filed on form 12b-25 but need
   not restate information that has been correctly furnished. The Form
   shall be clearly identified as an amended notification.

5. Electronic Filers. This form shall not be used by electronic filers
   unable to timely file a report solely due to electronic difficulties. Filers
   unable to submit a report within the time period prescribed due to
   difficulties in electronic filing should comply with either Rule 201 or Rule
   202 of Regulation S-T (Section 232.201 or Section 232.202 of this chapter)
   or apply for an adjustment in filing date pursuant to Rule 13(b) of
   Regulations S-T (Section 232.13(b) of this chapter).







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