SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 12b-25
Commission File Number: 1-9646
NOTIFICATION OF LATE FILING
(X) Form 10-K ( ) Form 11-K ( ) Form 20-F ( ) Form 10-Q ( ) Form N-SAR
For Period Ending: December 31, 1997
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( ) Transition Report on Form 10-K ( ) Transition Report on Form 10-q
( ) Transition Report on Form 20-F ( ) Transition Report on Form N-SAR
( ) Transition Report on Form 11-K
For the Transition Period Ended:
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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:_________________________
________________________________________________________________________________
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Part I. Registrant Information
Full name of registrant ASR Investments Corporation
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Former name if applicable
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335 N. Wilmot, Suite 250
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Address of principal executive office (street and number)
Tucson, Arizona 85711
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City, State and Zip Code
Part II. Rule 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, the following
should be completed.
[ X ] (a) The reasons described in reasonable detail in Part III of this form
could not be eliminated without unreasonable effort or expense;
[ X ] (b) The subject annual report, semi-annual report, transition report on
Form 10-K, 20-F, 11-K or Form N-SAR, or portion thereof will be filed
on or before the 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 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 Form 10-K, 11-K, 20-F, 10-Q,
N-SAR or the transition report portion thereof could not be filed within the
prescribed time period.
On December 19, 1997, ASR Investments Corporation and a wholly owned subsidiary
of United Dominion Realty Trust, Inc. executed an Agreement and Plan of Merger
pursuant to which all stock of ASR would be exchanged for stock of United
Dominion. On March 27, 1998, the merger was consummated. Due to the approval of
the merger by ASR's shareholders just before the due date of the Form 10-K, ASR
did not know whether the merger would take place. The occurrence of the merger
will require changes to the Form 10-K, which could not be made prior to the due
date of the Form 10-K. Therefore, ASR respectfully requests an extension of 15
days to file the Form 10-K pursuant to Rule 12b-25.
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Part IV. Other Information
(1) Name and telephone number of person to contact in regard to this
notification:
Joseph C. Chan (520) 748-2111
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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 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?
NOT APPLICABLE. See Part III
[ ] Yes [ ] No
ASR Investments Corporation
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(Name of registrant as specified in charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date 3/30/98 By /s/ Joseph C. Chan
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Joseph C. Chan
Executive Vice President, Chief Operating
Officer, and Secretary
