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 [X] Form 10-Q
[ ] Form N-SAR
For the Period Ended: September 30, 2000
[ ] 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:
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PART I - REGISTRANT INFORMATION
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PEGASUS AIRCRAFT PARTNERS, L.P.
Four Embarcadero Center, 35th Floor,
San Francisco, California 94111
Telephone - (415) 434-3900
Commission File No. 0-17712
State of Organization: Delaware
IRS Employer Identification No. 84-1099968
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PART II - RULES 12b-25 (b) AND (c)
| (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 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
An extension is necessary to resolve an accounting issue which is not
expected to have a material effect on the financial position nor net income of
the Partnership.
<PAGE>
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Clifford B. Wattley, President and Director, Air Transport Leasing, Inc.
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(201) 352-3118
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(2) Have all other periodic reports required under 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 that the
registrant was require 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 operation from
the corresponding period for the last fiscal year will be reflected by the
earning statements to be included in the subject report or portion
thereof? [ ] Yes [X] No
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PEGASUS AIRCRAFT PARTNERS, L.P.
(Name of registrant as specified in its charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
By: Air Transport Leasing, Inc.
Administrative General Partner
Date: November 14, 2000 By: /S/Clifford B. Wattley
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Clifford B. Wattley
President and Director
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