U.S. SECURITIES AND EXCHANGE COMMISSION
                      WASHINGTON, D.C. 20549

                            FORM 12B-25

                                   Commission File Number 33-18089-A

                    NOTIFICATION OF LATE FILING

                           (CHECK ONE):

[ ] Form 10-K and Form 10-KSB  [ ] Form 20-F  [ ] Form 11-K  [X] Form 10-Q
and Form 10-QSB  [ ] Form N-SAR

               For Period Ended:  MARCH 31, 1995

                [ ] 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 ATTACHED INSTRUCTION SHEET 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:    HICKORY HILLS, LTD.
          Former Name if Applicable:
          Address of Principal Executive Office (Street and Number): One Belle
Meade Place, 4400 Harding Road, Suite 500
          City, State and Zip Code:  Nashville, Tenneesse 37205




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).
 2
          [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, transition
report on Form 10-K, Form 20-F, Form 11K 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 and Form 10-KSB,
20-F, 11-K, 10-Q and Form 10-QSB, N-SAR, or the transition report or portion
thereof could not be filed within the prescribed period.

   Due to personal reasons the financial reporting manager could not
accumulate the information necessary for the preparation of the Form 10-Q
for the above named partnership by the filing date.


PART IV--OTHER INFORMATION


          (1) Name and telephone number of person to contact  in  regard to
this notification
             Mary Anne Collins                 (615)  292-1040
                (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 statement 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.


 3

                           HICKORY HILLS, LTD.
               (Name of Registrant as specified in charter)

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



Date: May 15, 1995                  By: 222 Hickory, Ltd.
                                        General Partner

                                         By: 222 Partners, Inc.
                                             General Partner

                                             By: /s/ Michael A. Hartley
                                                 ----------------------
                                                 Michael A. Hartley
                                                 Secretary/Treasurer