COLUMBUS REALTY TRUST
NT 10-Q, 1997-05-15
REAL ESTATE INVESTMENT TRUSTS
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<PAGE>
 

                                                            --------------------
                                 UNITED STATES              |   OMB APPROVAL   |
                      SECURITIES AND EXCHANGE COMMISSION    --------------------
                            Washington, D.C. 20549          |   OMB Number:    |
                                                            |    3235-0058     |
                                  FORM 12b-25               | Expires:         |
                                                            |    June 30, 1994 |
                          NOTIFICATION OF LATE FILING       | Estimated        |
                                                            | average burden   |
                                                            | hours per        |
(Check One):  [_] Form 10-K  [_] Form 20-F  [_] Form 11-K   | response....2.50 |
                     [X] Form 10-Q  [_] Form N-SAR          --------------------
                                                            --------------------
     For Period Ended:                                      | SEC FILE NUMBER  |
                      ------------------------------------  |    001-12684     |
     [_]  Transition Report on Form 10-K                    --------------------
     [_]  Transition Report on Form 20-F                    --------------------
     [_]  Transition Report on Form 11-K                    |   CUSIP NUMBER   |
     [_]  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
- --------------------------------------------------------------------------------
Full Name of Registrant

                             COLUMBUS REALTY TRUST
- --------------------------------------------------------------------------------
Former Name if Applicable


- --------------------------------------------------------------------------------
Address of Principal Executive Office (Street and Number)

                        15851 DALLAS PARKWAY, SUITE 855
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City, State and Zip Code

                              DALLAS, TEXAS 75248
- --------------------------------------------------------------------------------

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, Form N-SAR, or portion thereof, will 
[X] |       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

The Registrant is unable to file its quarterly report on Form 10-Q for the three
months ended March 31, 1997, within the prescribed period without unreasonable
effort and expense due to its desire to comply with and respond to the
Commission staff's review of and comments to the Company's annual report on Form
10-K for the year ended December 31, 1996. The Company desires to make
disclosures in the Form 10-Q consistent with those that are required pursuant to
the review of the Form 10-K. The Company desires to conform the Form 10-Q
disclosures to comparable disclosures on Form 10-K which are currently being
prepared by the Company for submission to and review by the Commission.

                                                 (ATTACH EXTRA SHEETS IF NEEDED)

                                                                SEC 1344 (11-91)
<PAGE>

PART IV--OTHER INFORMATION

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

              RICHARD R. REUPKE               (972)             770-5168
     ------------------------------------  ----------- -------------------------
                  (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 reports) 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?       [X] Yes  [_] 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.

                             COLUMBUS REALTY TRUST
                                  (Unaudited)
                (In thousands, except share and per share data)
<TABLE> 
<CAPTION> 
                                                    Three Months Ended March 31,
                                                        1997           1996
                                                    ---------------------------
<S>                                                 <C>            <C>
     Revenue:
      Rental                                         $12,861        $10,301
      Property management                                 33             75
      Interest and other                                 594            558
                                                    ---------------------------
     Total revenue                                    13,488         10,934

     Expenses:
      Repairs and maintenance                            914            790
      Other property operating                           617            590
      Advertising                                        236            113
      General and administrative - properties            842            811
      General and administrative - corporate             646            508
      Real estate taxes                                1,976          1,421
      Interest                                         2,152          1,495
      Interest related to amortization of deferred
       financing costs                                   102             67
      Depreciation and amortization                    2,956          2,443
                                                    ---------------------------
     Total expenses                                   10,441          8,238
                                                    ---------------------------
     Income from operations                            3,047          2,696
      Gain on sale of real estate                        285              -
                                                    ---------------------------
     Net income                                      $ 3,332         $2,696
                                                    ===========================

     Net income per common share, primary and
      fully diluted:
       Income from operations                          $0.23          $0.23
       Gain on sale of real estate                      0.02              -
                                                    ---------------------------
     Net income                                        $0.25          $0.23
                                                    ===========================
</TABLE> 
     
     THE COMPANY'S NET INCOME INCREASED APPROXIMATELY $636,000 TO APPROXIMATELY
     $3.3 MILLION OR $0.25 PER COMMON SHARE FOR THE THREE MONTHS ENDED MARCH 31,
     1997, COMPARED WITH NET INCOME OF APPROXIMATELY $2.7 MILLION OR $0.23 PER
     COMMON SHARE IN THE THREE MONTHS ENDED MARCH 31, 1996, PRIMARILY AS A
     RESULT OF NET GAINS FROM THE SALES OF TEN CONDOMINIUM UNITS IN TWO OF THE
     COMPANY'S PROPERTIES AND NET INCOME PROVIDED FROM OPERATIONS OF FIVE
     DEVELOPMENT PROJECTS COMPLETED IN 1996. THE FIVE DEVELOPMENT PROJECTS WERE
     COMPLETED IN THE SECOND AND THIRD QUARTERS OF 1996. DURING THE THREE MONTHS
     ENDED MARCH 31, 1997, RENTAL REVENUE TOTALED APPROXIMATELY $12.9 MILLION,
     AN INCREASE OF APPROXIMATELY $2.6 MILLION OR 24.8% OVER RENTAL REVENUE OF
     APPROXIMATELY $10.3 MILLION IN 1996. THE FIVE DEVELOPMENT PROJECTS
     COMPLETED IN 1996 GENERATED COMBINED RENTAL REVENUE OF APPROXIMATELY $2.2
     MILLION IN THE FIRST QUARTER OF 1997. THE REMAINING $383,000 INCREASE IN
     RENTAL REVENUE IS THE RESULT OF RENTAL RATE INCREASES AND HIGHER AVERAGE
     OCCUPANCY RATES AT SEVERAL OF THE COMPANY'S PROPERTIES, AND ADDITIONAL
     RENTAL REVENUE FROM A PROPERTY ACQUIRED IN FEBRUARY 1997. PROPERTY
     MANAGEMENT INCOME DECREASED $42,000 OR 56.0% IN THE FIRST QUARTER OF 1997
     FROM THE COMPARABLE PRIOR PERIOD DUE TO A DECREASE IN APARTMENT UNITS
     MANAGED FOR THIRD-PARTY OWNERS. INTEREST AND OTHER REVENUE INCREASED
     $36,000 OR 6.5% IN 1997 OVER 1996, PARTIALLY OFFSET BY A $50,000 NON-
     RECURRING MARKETING COMMISSION EARNED IN THE FIRST QUARTER OF 1996.

     TOTAL EXPENSES DURING THE THREE MONTHS ENDED MARCH 31, 1997, WERE
     APPROXIMATELY $10.4 MILLION, AN INCREASE OF APPROXIMATELY $2.2 MILLION OR
     26.7% OVER TOTAL EXPENSES OF APPROXIMATELY $8.2 MILLION IN 1996. THE
     INCREASE IN TOTAL EXPENSES IS PRIMARILY DUE TO THE GROWTH IN THE SIZE OF
     THE COMPANY'S RESIDENTIAL OPERATING PORTFOLIO AS A RESULT OF ITS
     ACQUISITION AND DEVELOPMENT ACTIVITIES. THE INCREASE IN THE NUMBER OF
     STABILIZED APARTMENT UNITS WAS THE PRIMARY REASON FOR THE $124,000 OR 15.7%
     INCREASE IN REPAIRS AND MAINTENANCE EXPENSES DURING THE FIRST QUARTER OF
     1997 COMPARED WITH 1996. THE $27,000 OR 4.6% INCREASE IN OTHER PROPERTY
     OPERATING EXPENSES AND THE $123,000 OR 108.8% INCREASE IN ADVERTISING COSTS
     IN 1997 OVER 1996 IS DUE THE ADDITIONAL APARTMENTS OWNED AND OPERATED IN
     1997. PROPERTY ADMINISTRATIVE EXPENSES INCREASED $31,000 OR 3.8% IN THE
     THREE MONTHS ENDED MARCH 31, 1997, OVER 1996 DUE TO SALARIES AND BENEFITS
     FOR PERSONNEL MANAGING THE NEWLY COMPLETED DEVELOPMENT PROPERTIES AND AS A
     RESULT OF ANNUAL SALARY INCREASES. GENERAL AND ADMINISTRATIVE EXPENSES
     INCURRED FOR THE COMPANY'S CORPORATE ACTIVITIES INCREASED $138,000 OR 27.2%
     IN 1997 OVER 1996 PRIMARILY AS A RESULT OF HIGHER SALARY AND BENEFITS
     EXPENSES. REAL ESTATE TAX EXPENSE INCREASED $555,000 OR 39.1% IN THE FIRST
     QUARTER OF 1997 OVER THE RESPECTIVE PRIOR PERIOD PRIMARILY DUE TO THE
     ADDITIONAL PROPERTIES OPERATED IN 1997.

     INTEREST EXPENSE INCREASED $657,000 OR 43.9% IN THE FIRST THREE MONTHS OF
     1997 COMPARED WITH THE FIRST THREE MONTHS OF 1996 AS A RESULT OF THE
     INCREASE IN NON-DEVELOPMENT DEBT OUTSTANDING IN THE TWO PERIODS. INTEREST
     RELATED TO AMORTIZATION OF DEFERRED FINANCING COSTS INCREASED $35,000 OR
     52.2% IN 1997 FROM 1996 AS A RESULT OF LOAN FEES PAID IN THE FIRST QUARTER
     OF 1997.

     THE $513,000 OR 21.0% INCREASE IN DEPRECIATION AND AMORTIZATION EXPENSES IN
     1997 OVER 1996 RELATES PRIMARILY TO THE FIVE DEVELOPMENT PROPERTIES ADDED
     TO THE COMPANY'S OPERATING PORTFOLIO IN 1996, A 1997 PROPERTY ACQUISITION,
     AND AN INCREASE IN DEPRECIABLE ASSETS AFTER CAPITAL IMPROVEMENT PROGRAMS AT
     CERTAIN OF THE OTHER PROPERTIES.

- --------------------------------------------------------------------------------

                             COLUMBUS REALTY TRUST
          ----------------------------------------------------------
                 (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 15, 1997                      By  /s/ RICHARD R. REUPKE  
    ----------------------------------    --------------------------------------
                                            CHIEF FINANCIAL OFFICER

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 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 or apply for an adjustment in filing date 
     pursuant to Rule 13(b) of Regulation S-T.


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