HEALTHCARE PROPERTIES L P
NT 10-Q, 1997-08-15
REAL ESTATE
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                              UNITED STATES                   OMB APPROVAL
                   SECURITIES AND EXCHANGE COMMISSION     OMB Number:  3235-0058
                         Washington, D.C. 20549           Expires:  May 31, 1997
                                                  Estimated average burden: 
                               FORM 12b-25
                                                               SEC FILE NUMBER
                        NOTIFICATION OF LATE FILING                0-17695

                                                                 CUSIP NUMBER
                                                                     N/A
(Check One):  Form 10-K   Form 20-F   Form 11-K |X| Form 10-Q   Form N-SAR
                  For Period Ended:  June 30, 1997
                                     -------------
                  [  ]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
Healthcare Properties, L.P.
- --------------------------------------------------------------------------------
Full Name of Registrant

- --------------------------------------------------------------------------------
Former Name if Applicable
14160 Dallas Parkway, Suite 300
- --------------------------------------------------------------------------------
Address of Principal Executive Office (Street and Number)
Dallas, Texas  75240
- --------------------------------------------------------------------------------
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
   [X]         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  prescribed  due date;  or the  subject  quarterly  report of
               transition  report on Form 10-W, 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 Registrant  experienced  unavoidable  delays in the preparation of
          financial information.
- --------------------------------------------------------------------------------
                                                 (Attach Extra Sheets if Needed)
                                                                 SEC 1344 (6/94)

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<PAGE>


PART IV - OTHER INFORMATION


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

          Scott  Shamblin  (972) 770-5600
     --------------------------------------------------------------------------
           (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 Properties, 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     August 14, 1997                By  /s/ David R. Brickman
     --------------------------------       -----------------------------------
                                            David R. Brickman, Vice President of
                                            General Partner
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  misstatement  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 made 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  (ss.232.201  or ss.232.202 of this chapter) or
     apply for an adjustment in filing date pursuant to Rule 13(b) of Regulation
     S-T (ss.232.13(b) of this chapter).

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