U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING SEC File Number:
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CUSIP Number:
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[X] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K
[ ] Form 10-Q and Form 10-QSB [ ] Form N-SAR
For Period Ended: December 31, 1996
[X] 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
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Nothing in this form shall be construed to imply that the
Commission has verified any information contained herein.
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If the notification relates to a portion of the filing checked
above, identified Item(s) to which the notification relates: Not
Applicable
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PART I--REGISTRANT INFORMATION
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Full name of Registrant:
Healthcare Investors of America, Inc.
Former Name if Applicable:
Harbor American Healthcare Trust, Inc.
Address of Principal Executive Office (Street and Number):
2990 N. Swan Road, Suite 228
City, State and Zip Code:
Tucson, Arizona 85712
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PART II--RULES 12b-25(b) and (c)
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If the subject report could not be filed without unreasonable
effort or expense and the registrant seeks relief pursuant to
Rule 12b-25, the following should be completed. (Check box if
appropriate.)
X (a) The reasons described in reasonable detail in Part III
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of this form could not be eliminated without unreasonable effort
or expense;
X (b) The subject annual report, semi-annual report,
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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
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
X (c) The accountant's statement or other exhibit required by
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Rule 12b-25(c) has been attached if applicable.
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PART III--NARRATIVE
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State below in reasonable detail the reasons why Form 10-K and
Form 10-KSB, 20-F, 11-K, 10-Q and Form 10-QSB, N-SAR, or the
transition report or portion thereof could not be filed within
the prescribed period.
See EXHIBIT A attached hereto and incorporated herein by
reference.
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PART IV--OTHER INFORMATION
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(1) Name and telephone number of person to contact in regard to
this notification:
Thomas F. Clarke 413 448-2111
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(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.
Healthcare Investors of America, Inc.
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(Name of Registrant as specified in charter)
has caused this notification to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: March 31, 1997 By: /s/ Thomas F. Clarke
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Thomas F. Clarke, 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 registration shall be filed
with the form.
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ATTENTION
Intentional misstatements or omissions of fact constitute
Federal Criminal Violations (See 18 U.S.C. 1001).
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<PAGE>
EXHIBIT A
With the change in independent auditors and the
unavailability of certain information necessary to complete the
financial statements of the Registrant, Arthur Andersen LLP as
indicated in the attached letter is unable to complete their
audit of the financial statements of the Registrant for the year
ended December 31, 1996 in time for the Form 10-KSB filing date
with the Securities and Exchange Commission (the "Commission").
The Registrant intends to file with the Commission by April 15,
1997, the Form 10-KSB of the Registrant for the year ended
December 31, 1996.
<PAGE>
ARTHUR ANDERSEN LLP
424 Church Street, Suite 1000
Nashville, Tennessee 37219
March 31, 1997
Securities & Exchange Commission
450 Fifth Street, NW
Washington, DC 20549
Dear Gentlemen:
We have been retained by Healthcare Investors of America, Inc. as
independent public accountants to audit and report on the
Company's financial statements for the year ended December 31,
1996.
We have not received certain essential data necessary to complete
our audit tests and procedures in time to issue our report by
March 31, 1997, which is the required filing date for the
Company's annual report.
Very truly yours,
/s/ ARTHUR ANDERSEN LLP
WRC
