(PAGE) UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
OMB APPROVAL
OMB NUMBER: 3235-0058
EXPIRES: MAY 31, 1997
Estimated average burden
hours per response ....2.50
FORM 12b-25
SEC FILE NUMBER
000-25306
NOTIFICATION OF LATE FILING
CUSIP NUMBER
294929104
(Check One:) X Form 10-K Form 20-F Form 11-K Form 10-Q Form N-SAR
For Period Ended: December 31, 1997
-------------------------
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:
----------------------------
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
Equus Gaming Company L.P.
- - - ---------------------------------------------------------------------------
Full Name of Registrant
- - - ---------------------------------------------------------------------------
Former Name if Applicable
650 Munoz Rivera Avenue, Doral Building 7th Floor
- - - ---------------------------------------------------------------------------
Address of Principal Executive Office (Street and Number)
Hato Rey, Puerto Rico 00918-4149
- - - ---------------------------------------------------------------------------
City, State and Zip Code
PART II - RULES 12b-25(b) AND (c)
If 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 appropiate)
SEC 1344 (6/94)
(PAGE)
(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, 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 of 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 Forms 10-K, 20-F, 11-K 10-
Q, N-SAR, or the transition report or portion thereof, could not be filed
within the prescribed time period.
As explained in the attached letter, the auditors report from our
independent accountants, Arthur Andersen LLP, was not available as
of March 31, 1998, 5:30 PM, EST.
(Attach Extra Sheets if Needed)
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Gretchen Gronau 787 753-0676
------------------------------- ------------ --------------------
(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 answer is no, identify report(s).
X Yes No
-------------------------------------------------------------------
(3) It is 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?
Yes X 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.
___________________________________________________________________________
Equus Gaming Company L.P.
-----------------------------------------------
(Name of Registrant as Specified in Charter)
(PAGE)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: April 1, 1998 By: /s/ Gretchen Gronau
----------------------------- --------------------------------
Gretchen Gronau
Vice 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).
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 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 or Regulation S-T (Sec.
232.201 or Sec. 232.202 of this chapter) or apply for an adjustment
in filing date pursuant to Rule 13(b) of Regulations S-T (Sec.
232.13(b) of this chapter).
(PAGE) Arthur Andersen LLP
American International Plaza
12th Floor
250 Munoz Rivera Avenue, Hato Rey
P.O. Box 362260
San Juan, PR 00936-2260
787 754 3905
April 1, 1998
Ms. Gretchen Gronau
Vice President and Chief Financial Officer
Equus Gaming Company, L.P.
Doral Building, Floor 7
650 Munoz Rivera Avenue
Hato Rey, Puerto Rico 00918
Re: Delayed filing of 1997 Annual Report on Form 10K
Dear Ms. Gronau:
Please be advised that we were unable to complete our audit of
the financial statements of Equus Gaming Company L.P. as of and
for the year ended December 31, 1997, and therefore, we were
unable to issue our report thereon. Consequently, this prevented
the Company from completing the above referenced filing before
5:30 p.m. EST on March 31, 1998.
We hereby consent to the filing of this letter with the Company's
Notification of Late Filing on Form 12b-25.
Very truly yours,
ARTHUR ANDERSEN LLP
By /s/ Alina Herrera
---------------------
Alina Herrera
Audit Partner
FM/tlfiling10K40a
