AMERIVEST PROPERTIES INC
8-K, 1998-08-21
REAL ESTATE INVESTMENT TRUSTS
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                       SECURITIES AND EXCHANGE COMMISSION


                             Washington, D.C. 20549



                                    FORM 8-K

                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934



        Date of Report (Date of earliest event reported): August 18, 1998



                            AmeriVest Properties Inc.
                            -------------------------
             (Exact name of registrant as specified in its charter)



          Delaware                        1-14462                 84-1240264
          --------                        -------                 ----------
(State or other jurisdiction         (Commission File           (IRS Employer
 of incorporation)                    Number)                Identification No.)



             7100 Grandview Avenue, Suite 1, Arvada, Colorado 80002
             ------------------------------------------------------
              (Address of principal executive offices) (Zip Code)



        Registrant's telephone number, including area code (303) 421-1224


<PAGE>


Item 2. Acquisition or Disposition of Assets
        ------------------------------------

On August 18, 1998,  the  Registrant  completed the  acquisition  of four office
buildings  (the  "Acquired  Buildings")  in the  State of  Texas.  The  Acquired
Buildings  contain  an  aggregate  of  approximately  60,200  square  feet.  The
aggregate purchase price for the Acquired  Buildings  consisted of approximately
$1,953,000 in cash and the  assumption of  approximately  $1,672,000 of existing
debt.  The cash portion of the  purchase  price was made  available  through the
refinancing  of  Registrant's  four  self-storage   facilities.   Three  of  the
self-storage facilities were refinanced by ARCHON Financial,  L.P., an affiliate
of Goldman, Sachs & Co., and the fourth was refinanced by First National Bank of
Arvada, Colorado.

     The Acquired Buildings were purchased from Five N-B Properties, L.P. ("Five
N-B"),  a Delaware  limited  partnership.  The  purchase  price of the  Acquired
Buildings was determined  through  negotiations  between the Registrant and Five
N-B. There are no material relationships between Five N-B and any of Registrant,
Registrant's  directors or officers, or associates of Registrant's  directors or
officers.

Item 5. Other Events.
        -------------

     Press Release.  The press release of the Registrant  dated August 19, 1998,
which is filed as Exhibit 99.1 to this Form 8-K, is incorporated  into this Item
5 by this reference.
        

Item 7. Financial Statements And Exhibits.
        ----------------------------------

     (a) Financial Statements Of Business Acquired

     The  financial  statements  required  by  this  section  will be  filed  by
amendment.

     (c) Exhibits.

                                  Exhibit Index
                                  -------------

Exhibit
Number            Description
- ------            -----------

99.1              Press release dated August 19, 1998.

                                       2
<PAGE>




                                    SIGNATURE

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.


Date:  August 21, 1998                       AMERIVEST PROPERTIES INC.
     -------------------



                                             By: /s/ James F. Etter
                                                --------------------------------
                                                James F. Etter
                                                President


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                                                                    EXHIBIT 99.1


On August 19, 1998 the Registrant issued the following press release:

"AmeriVest Properties Inc. Acquires Additional Office Buildings

ARVADA, Colo., Aug.  19/PRNewswire/ -- AmeriVest Properties Inc. (Nasdaq:  AMVP)
today  announced  that it has  completed  the  acquisition  of four bank  office
buildings in Texas. The total purchase price was $3,625,000.  The purchase price
included the assumption of existing debt of approximately $1,672,000 and cash of
approximately  $1,953,000 which was received from refinancing the Company's four
self-storage  facilities.  The  refinance  of  three  of the  four  self-storage
facilities was provided by an affiliate of Goldman,  Sachs & Co., and the fourth
was refinanced by a bank.

The four buildings,  with a total square footage of approximately  60,200 square
feet,  are leased  primarily to NationsBank  under  long-term  leases.  James F.
Etter,  CEO of AmeriVest  Properties,  stated,  "These four  properties will add
approximately  $280,000  or $.17 per  share,  in  funds  from  operations  on an
annualized  basis  to the  overall  operations  of  the  Company.  These  office
buildings were acquired  effective  August 18 and will contribute  positively to
our operations in the 3rd and 4th quarters." These  acquisitions bring the total
number of properties  acquired by AmeriVest this summer to 15,  covering a total
of 260,000  square feet and  estimated  to add  $560,000  or $.37 per share,  in
aggregate funds from operations, which is prior to payment of debt service.

Certain matters  discussed in this release are  forward-looking  statements that
are subject to risks and uncertainties that could cause actual results to differ
materially from those projected.  Such risks and  uncertainties are disclosed in
the Company's past and concurrent filings with the U.S.  Securities And Exchange
Commission.  They include, but are not limited to, the risks and of locating and
acquiring properties on favorable terms to the company.

AmeriVest Properties Inc., with its principal office in Arvada,  Colorado,  owns
19 small office buildings,  a commercial industrial showroom building,  and four
self-storage properties. Its common stock and warrants trade on the Nasdaq Small
Cap Market under the symbols 'AMVP' and 'AMVPW.'

                                    # # # #"

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