SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING
                        Commission File Number: 333-75818

 (Check One): [x]Form 10-K [ ]Form 20-F [ ]Form 11-K [ ]Form 10-Q [ ]Form N-SAR

            For Period Ended: For fiscal year ended December 31, 2002
                                                    -----------------
                           (Special Financial Report)

                           [  ]  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

                          Hanover Equipment Trust 2001B
                          -----------------------------
                             Full Name of Registrant

                                       N/A
                                       ---
                            Former Name if Applicable

                          c/o Wilmington Trust Company

                               Rodney Square North

                            1100 North Market Street
                            ------------------------
            Address of Principal Executive Office (Street and Number)

                           Wilmington, Delaware 19890
                           --------------------------
                            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 applicable)

           |      (a)      The reasons described in reasonable detail in Part
           |               III of this form could not be eliminated without
           |               unreasonable effort or expense;
           |
           |      (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
     [X]   |               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 Form 10-K, 11K, 20-F, 10-Q,
N-SAR, or the transition report portion thereof, could not be filed within the
prescribed time period.

Due to the recent enactment of the Sarbanes-Oxley Act of 2002 (the "Act"),
additional time is needed to comply with the new disclosure and certification
requirements set forth under the Act, and the related rules promulgated by the
Securities and Exchange Commission. The Registrant expects to file the special
financial report under cover of an Annual Report on Form 10-K pursuant to Rule
15d-2 promulgated under the Securities Exchange Act of 1934, as amended, within
the extension period.

PART IV - OTHER INFORMATION

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

              David A. Vanaskey, Jr.          (302) 651-1000
              ----------------------          --------------
              (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 reports(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?

                                                               [ ]  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.

- --------------------------------------------------------------------------------




                          Hanover Equipment Trust 2001B
                          -----------------------------
                  (Name of Registrant as Specified in Charter)

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

                            HANOVER EQUIPMENT TRUST 2001B

                            By: Wilmington Trust Company, not in its individual
                            capacity but solely as Trustee for the Hanover
                            Equipment Trust 2001B



Date:  May 13, 2003         /s/ DAVID A. VANASKEY, JR.
                            --------------------------------------
                            David A. Vanaskey, Jr., Vice President



Note: Because the registrant is a trust without officers, directors or
employees, only the signature of an officer of the trustee of the registrant is
available and has been provided.