UNITED STATES                 
                             Washington, D.C.  20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING
(Check One)

      Form 10-K__   Form 20-F__   Form 11-K__  Form 10-Q_(X)_ Form N-SAR__     
                       For Period Ended: September 30, 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:
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:

Full Name of Registrant

- ---------------------------
  Former Name if Applicable

- ----------------------------------------------------
Address of Principal Executive Office (Street and Number)

          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 complected.  (Check box if appropriate)
    (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, 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.

State below in reasonable detail the reasons why the Form 10-K, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period.  (Attach Extra Sheets if Needed)
     The Company recently  completed certain material  transactions  relating to
the sale of the Company's art gallery business, and in connection with such sale
has also  refocused  its  business on the gaming  industry.  Certain  accounting
issues  remain  unresolved  in connection  with these  transactions  which could
materially affect the financial information presented in the subject report, and
the Company is  currently  seeking  advice from outside  accountants  to resolve
these issues. Unreasonable effort and expense would be required to resolve these
accounting issues and to present accurate  reporting  information in the subject
report on a timely basis.
        (1)   Name and telephone number of person to contact in regard to this 
   J. Royce Renfrow           719              520-1800
         (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  reports)  been  filed?  If answer is no,
identify report(s)

              Yes _X_      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.

                           SIERRA-ROCKIES CORPORATION
                   (Name of Registrant as Specified in Charter)

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

Date        November 13, 1996               By: /s/ J. Royce Renfrow
- -------------------------------                 -----------------------
                                           Title: Secretary and General Counsel

     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 competed 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 the Act. The information  contained in or filed with
the form will be made a matter of public record in the Commissions 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 of
Regulation  S-T or apply for an adjustment in filing date pursuant to Rule 13(b)
of Regulation S-T.