U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING 				 ----------------- 				SEC File Number ---------------- CUSIP Number (Check One): [X] Form 10-KSB [ ] Form 20-F [ ] Form 11-K [ ] Form 10-QSB [ ] Form N-SAR 	For The Period Ended: September 1, 1996 	[ ] 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: - - ---------------------------------- 	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 The AppleTree Companies, Inc. - - ---------------------------- Full Name of Registrant - - ---------------------------- Former Name if Applicable 5732 Curlew Drive, - - ---------------------------- Address of Principal Executive Office (Street and Number) Norfolk, Virginia 23502 - - ----------------------------- City, State and Zip Code 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) [ X ]	(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, or 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 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 State below in reasonable detail the reasons why Form 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. The Company recently relocated its corporate headquarters from Florida to Virginia, which resulted in delays in preparing records by the Company and additional time is required to complete the audit of the Company's consolidated financial statements. Part IV - Other Information 	(1) Name and telephone number of person to contact in regard to this notification: Charles E. Sweeney (757) 459-9779 - - ------------------- --------------- ------------------ (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 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. 	The Company's fourth quarter net sales declined by approximately 34 % in 1996 and its fourth quarter net loss is expected to be approximately 50 % less than the net loss for the corresponding period in the prior year. The Company's fiscal year 1996 net sales increased by approximately 7 % from 1995 and its fiscal year 1996 net loss is expected to decline approximately 20 % from the prior year. THE APPLETREE COMPANIES, INC. (Name of Registrant as Specified in Charter) has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized. Date: November 30, 1996 By: /s/ Justin A. DiMacchia --------------------------- ------------------------------ 					 	Its: Vice President -- CFO ------------------------------ 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.