UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                   FORM 12b-25
                           NOTIFICATION OF LATE FILING

                           SEC File Number: 000-15291
                              CUSIP Number: 913378



  (CHECK ONE):      |_| Form 10-K     |_| Form 20-F     |_| Form 11-K

                    |X| Form 10-Q     |_| Form N-SAR

                     For Period      March 31, 2005
                     Ended:          -------------------------------------------


                     |_| 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 Transaction 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

  Arlington Hospitality, Inc.
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  Full Name of Registrant

  n/a
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  Former Name if Applicable

  2355 S. Arlington Heights Rd., Suite 400
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  Address of Principal Executive Office (Street and Number)

  Arlington Heights, IL 60005
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  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, transition report on
            Form 10-K, Form 20-F, Form 11-K, Form N-SAR, or Form N-CSR 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, N-CSR or the transition report or portion thereof, could not be filed
  within the prescribed time period.

  The Company is unable to file its Quarterly Report on Form 10-Q for the
  quarter ended March 31, 2005 by the deadline for the filing of such Quarterly
  Report without unreasonable effort or expense. The Company believes that it
  will be able to file the Quarterly Report on or before the fifth calendar day
  following the due date of the Quarterly Report.

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                           PART IV - OTHER INFORMATION

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

               Stephen K. Miller                (847)              228-5400
       ---------------------------------- ------------------ -------------------
                    (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

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  (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 Registrant's total revenues for the three months ended March 31, 2005
       is expected to decrease by approximately $4.5 million to $12.4 million
       when compared to the three months ended March 31, 2004. The Registrant's
       net income (loss) from continuing operations for the first quarter of
       2005 is expected to be approximately ($1.48 million) as compared to
       ($1.57 million) for the first quarter of 2004.
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                           Arlington Hospitality, Inc.
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                  (Name of Registrant as Specified in Charter)

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

  Date   May 16, 2005                    By    /s/ Stephen K. Miller
         --------------------------        -------------------------------------
                                             Stephen K. Miller, Interim Chief
                                             Executive Officer

  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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