AMERIVEST PROPERTIES INC
NT 10-Q, 1998-11-12
REAL ESTATE INVESTMENT TRUSTS
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                   UNITED STATES                           SEC FILE NUMBER      
        SECURITIES AND EXCHANGE COMMISSION                     1-14462          
              Washington, D.C. 20549                 ---------------------------
                                                     ---------------------------
                    FORM 12b-25                             CUSIP NUMBER        
                                                              03071L101
            NOTIFICATION OF LATE FILING              ---------------------------
                                                                                
                                                     
                   (Check One):
[ ] Form 10-KSB  [ ] Form 20-F   [ ] Form 11-K   [X] Form 10-QSB  [ ] Form N-SAR

                  FOR PERIOD ENDED:   September 30, 1998
                                      ------------------

                  [ ] Transition Report on Form 10-KSB
                  [ ] Transition Report on Form 20-F
                  [ ] Transition Report on Form 11-K
                  [ ] Transition Report on Form 10-QSB
                  [ ] 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

AmeriVest Properties Inc.
- --------------------------------------------------------------------------------
Full Name of Registrant

N/A
- --------------------------------------------------------------------------------
Former Name if Applicable

2801 Youngfield Street, Suite 300 
- --------------------------------------------------------------------------------
Address of Principal Executive Office (Street and Number)

Golden, CO  80401
- --------------------------------------------------------------------------------
City, State and Zip Code


<PAGE>




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;

[X]      (b)        The subject annual report,  semi-annual  report,  transition
                    report on Form 10-KSB,  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  of  transition  report  on  Form
                    10-QSB,  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 the Form  10-KSB,  Form 20-F,
Form 11-K, Form 10-QSB, Form N-SAR, or the transition report or portion thereof,
could not be filed within the  prescribed  time period.  (Attach extra sheets if
needed.)

Due to the  complexities  of  integrating  the  accounting  records  for  the 15
properties  acquired by the Company during the quarter ended  September 30, 1998
into the Company's  accounting  system, the Company is unable to timely file its
Quarterly Report on Form 10-QSB for the quarter ended September 30, 1998 without
unreasonable effort and expense.

PART IV - OTHER INFORMATION

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

       James F. Etter                (303)                  205-7870
- --------------------------------------------------------------------------------
           (Name)                 (Area Code)          (Telephone Number)

                                  -2-

<PAGE>

         (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?

                  [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.

Due to the increase in the number of properties owned by the Company as a result
of the  acquisition of 15 properties in the quarter ended September 30, 1998, as
indicated in the pro forma financial  information included in the Company's Form
8-K/A1  filed on  November  2, 1998 (the "Pro Forma  Information"),  the Company
anticipates  that its results of operations  for the three and nine months ended
September  30, 1998 will reflect  increases in revenues and expenses  associated
with these  additional  properties  as compared  with the year earlier  periods.
Although  the final  results  have not yet been  determined  for the reasons set
forth in Part III above,  the increases in revenues and expenses are expected to
be in accordance with the Pro Forma Information.


                            AmeriVest Properties Inc.
                   ------------------------------------------
                  (Name of Registrant as specified in charter)

has caused this notification  to be  signed  on its  behalf  by the undersigned 
hereunto duly authorized.


Date:   November 12, 1998                   By: /s/  James F. Etter
        -----------------                       --------------------------------
                                                James F. Etter, 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 registrant shall be filed with the form.


                               ATTENTION

       Intentional misstatements or omissions of fact constitute
           Federal Criminal Violations (See 18 U.S.C. 1001).




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