SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB


[  X  ]  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934.

         For the quarterly period ended March 31, 1998.

         OR

[    ]   TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934.

         For the transition period from                to
                                        --------------    -----------------

         Commission file number 1-14462

                           AmeriVest Properties, Inc.
        ---------------------------------------------------------------
       (Exact name of small business issuer as specified in its charter.)


             Delaware                                   84-1240264
   ------------------------------                   ------------------
  (State or other jurisdiction of                    (I.R.S. Employer 
   incorporation or organization)                   Identification No.)


7100 Grandview Avenue, Suite 1
Arvada, Colorado                                            80002
------------------------------                            ----------
                                                          (Zip Code)
                                 (303) 421-1224
                 ----------------------------------------------
                (Issuer's telephone number, including area code)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports),  and (2) has been
subject to such filing requirements for the past 90 days. Yes   X   No
                                                              -----    -----

As of May 11, 1998 the Registrant  had  outstanding  1,438,070  shares of common
stock, per value $.001.

Transitional Small Business Disclosure Format (check one):
                                 Yes         No    X
                                     -----       -----

<PAGE>



                   AMERIVEST PROPERTIES INC. AND SUBSIDIARIES
                                   FORM 10-QSB
                                 March 31, 1998



                                Table of Contents
                                -----------------

                                                                       Page No.
                                                                       --------
Part I

Item 1. Financial Statements
            Balance Sheets as of December 31, 1997 and
               March 31, 1998                                             3
            Statements of Operations for the Three Months
               Ended March 31, 1997 and 1998                              4
            Statements of Cash Flows for the Three Months Ended
               March 31, 1997 and 1998                                    5
            Notes to Financial Statements                                 6


Item 2. Management's Discussion and Analysis of
               Financial Condition and Results of Operations              7



Part II

Item 5. Other Information                                                 9

Item 6. Exhibits and Reports on Form 8-K                                  9








                                       -2-


<PAGE>
<TABLE>
<CAPTION>

                             AMERIVEST PROPERTIES INC. AND SUBSIDIARIES
                                     CONSOLIDATED BALANCE SHEETS


                                                                  December 31,                March 31,
                                                                      1997                      1998
                                                                  ------------              ------------
                                                                                            (Unaudited)
<S>                                                               <C>                        <C>  
ASSETS
  Investment in real estate
   Land                                                           $  2,668,758              $  2,680,098
   Buildings and improvements                                       13,064,287                13,109,690
   Furniture, fixtures and equipment                                   248,667                   249,650
   Tenant improvements                                                 519,945                   524,506
     Less accumulated depreciation and amortization                 (5,118,271)               (5,258,862)
                                                                  ------------              ------------

        Net Investment in Real Estate                               11,383,386                11,305,082

   Cash and cash equivalents                                            99,334                   122,457
   Tenant accounts receivable                                           34,625                    54,387
   Deferred financing costs, net                                        85,956                    79,661
   Prepaid expenses and other assets                                    38,767                   315,074
                                                                  ------------              ------------

                                                                  $ 11,642,068              $ 11,876,661
                                                                  ============              ============

                  LIABILITIES AND STOCKHOLDERS' EQUITY

LIABILITIES
   Mortgage loans and notes payable                               $  7,413,077              $  7,752,331
   Accounts payable and accrued expenses                                48,543                    49,388
   Accrued interest                                                     56,219                    57,590
   Accrued real estate taxes                                           298,074                   304,347
   Prepaid rents and security deposits                                 120,799                   126,211
   Dividends payable                                                   160,801                   160,771
                                                                  ------------              ------------

     Total Liabilities                                               8,097,513                 8,450,638
                                                                  ------------              ------------

STOCKHOLDERS' EQUITY
   Common stock, $.001 par value
     Authorized - 10,000,000 shares
     Issued and outstanding - 1,429,070 shares (1997)
           and 1,438,070 shares (1998)                                   1,429                     1,438
   Capital in excess of par value                                    4,463,955                 4,504,446
   Distribution in excess of accumulated earnings                     (920,829)               (1,079,861)
                                                                  ------------              ------------

        Total Stockholders' Equity                                   3,544,555                 3,426,023
                                                                  ------------              ------------

                                                                  $ 11,642,068              $ 11,876,661
                                                                  ============              ============


                                                      -3-
</TABLE>


<PAGE>

                   AMERIVEST PROPERTIES INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENT OF OPERATIONS

                                                          Three Months Ended
                                                               March 31
                                                     --------------------------
                                                        1997             1998
                                                     --------------------------
                                                             (unaudited)

REAL ESTATE OPERATING REVENUE
   Rental revenue
     Commercial properties                           $  290,669       $  336,409
     Storage properties                                 313,094          361,896
                                                     ----------       ----------
                                                        603,763          698,305
                                                     ----------       ----------

REAL ESTATE OPERATING EXPENSES
   Property operating expenses
     Operating expenses                                 120,997          154,119
     Real estate taxes                                   60,182           74,543
     Management fees                                     31,839           38,679
   General and administrative                            87,632          104,798
   Interest                                             171,347          176,726
   Depreciation and amortization                        142,495          147,702
                                                     ----------       ----------

                                                        614,492          696,567
                                                     ----------       ----------

OTHER INCOME
   Interest income                                       12,947

NET INCOME                                           $    2,218       $    1,738
                                                     ==========       ==========

INCOME PER COMMON SHARE                              $     .002       $     .001
                                                     ==========       ==========

INCOME PER COMMON SHARE
ASSUMING DILUTION                                    $     .002       $     .001
                                                     ==========       ==========

WEIGHTED AVERAGE COMMON
     SHARES OUTSTANDING                               1,382,870        1,438,070
                                                     ==========       ==========

WEIGHTED AVERAGE COMMON SHARES
     OUTSTANDING - ASSUMING DILUTION                  1,382,870        1,443,070
                                                     ==========       ==========





                                       -4-


<PAGE>
<TABLE>
<CAPTION>


                                    AMERIVEST PROPERTIES INC. AND SUBSIDIARIES
                                       CONSOLIDATED STATEMENT OF CASH FLOWS


                                                                             Three Months Ended
                                                                                   March
                                                                   -------------------------------------
                                                                        1997                    1998
                                                                   -----------               -----------
                                                                                (unaudited)

<S>                                                                <C>                       <C>   
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income                                                       $     2,218               $     1,738
  Adjustments to reconcile net income to net cash
          provided (used) by operating activities
     Depreciation and amortization                                     142,495                   147,702
     Changes in assets and liabilities
       (Increase) in receivables                                       (22,707)                  (19,762)
       (Increase) in prepaids                                          (13,366)                 (276,600)
       (Decrease) increase in accounts payable                         (10,325)                      844
       Increase in accruals                                             11,698                    12,534
                                                                   -----------               -----------

   Net cash provided (used) by operating activities                    110,013                  (133,544)
                                                                   -----------               -----------

CASH FLOWS FROM INVESTING ACTIVITIES
   Additions to investments in real estate                              (3,008)                  (21,787)
                                                                   -----------               -----------

   Net cash (used) by investing activities                              (3,008)                  (21,787)
                                                                   -----------               -----------

CASH FLOWS FROM FINANCING ACTIVITIES
   Proceeds from short term borrowings                                    --                     375,000
   Payments on mortgage loans                                          (32,557)                  (35,746)
   Dividends paid                                                         --                    (160,800)
                                                                   -----------               -----------

   Net cash (used) provided by financing activities                    (32,557)                  178,454
                                                                   -----------               -----------

NET INCREASE IN CASH AND
    CASH EQUIVALENTS                                                    74,448                    23,123

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                       1,230,640                    99,334
                                                                   -----------               -----------

CASH AND CASH EQUIVALENTS, END OF PERIOD                           $ 1,305,088               $   122,457
                                                                   ===========               ===========



                                                   -5-

</TABLE>

<PAGE>
                            AMERIVEST PROPERTIES INC.
                          NOTES TO FINANCIAL STATEMENTS
                        THREE MONTHS ENDED MARCH 31, 1998


General

     The unaudited  financial  statements included herein were prepared from the
records  of  the  Company  in  accordance  with  Generally  Accepted  Accounting
Principles and reflect all adjustments  which are, in the opinion of management,
necessary to provide a fair statement of the results of operations and financial
position for the interim periods. Such financial statements generally conform to
the  presentation  reflected  in  the  Company's  Form  10-KSB  filed  with  the
Securities  and Exchange  Commission for the year ended  December  31,1997.  The
current interim period  reported  herein should be read in conjunction  with the
Company's Form 10-KSB subject to independent audit at the end of the year.

     The results of operations for the three months ended March 31, 1998 are not
necessarily  indicative  of the results that may be expected for the year ending
December 31, 1998.


























                                       -6-


<PAGE>


                            AMERIVEST PROPERTIES INC.


Item 2. Management's Discussion and Analysis of Financial Condition and
        Results of Operations.
        ---------------------------------------------------------------

     The  following  discussion  and  analysis  of  the  consolidated  financial
condition  and  results of  operations  should be read in  conjunction  with the
Consolidated  Financial  Statements and notes thereto  included in the Company's
Form 10-KSB and elsewhere.  These financial statements present the operations of
the Company  subsequent  to the  consummation  of the Company's  initial  public
offering on October 29, 1997 (the "IPO") and its  acquisition of five properties
on October 30,  1997,  effective  as of July 1, 1997,  and of three  properties,
effective August 1, 1997.

                              Results Of Operations
                              ---------------------

Three Months Ended March 31,  1998,  Compared  With Three Months Ended March 31,
1997.
--------------------------------------------------------------------------------

     The Company's  results of  operations  for the three months ended March 31,
1998 include nine  operating  properties,  whereas the March 31, 1997 results of
operations  include six  operating  properties.  Revenues for first quarter 1998
increased approximately $95,000 or 15%, and operating expenses, management fees,
interest,  and depreciation and amortization  increased  approximately  $33,000,
$7,000,  $5,000 and $5,000  respectively,  as compared with March 31, 1997.  All
increases  resulted  primarily  from  including  the  operations  of  three  new
properties as of August 1, 1997. Real estate taxes increased $14,000 ($57,000 on
an annualized  basis) when  compared  with prior year's  taxes.  The general and
administrative  expenses increased  approximately $17,000 due primarily to costs
associated with public relations and travel.

     The net income for the three  months  ended March 31,  1998 was $1,738,  or
$.001 per share, as compared to a net income of $2,218,  or $.002 per share, for
the three months ended March 31, 1997.


              Financial Condition, Liquidity And Capital Resources
              ----------------------------------------------------

     The consolidated financial condition of the Company evidenced the following
changes from December 31, 1997 to March 31, 1998.  Net Investment in Real Estate
decreased  approximately  $78,000, due primarily to depreciation of $140,000 for
the three month period.  Deferred financing costs, net, decreased  approximately
$6,000 due to amortization  for the three months ended March 31, 1998.  Mortgage
loans and notes payable increased by approximately  $339,000.  This increase was
primarily due to an additional $375,000 of borrowing against lines of credit, of
this amount  $55,000  was paid as earnest  money  deposits  on the eleven  Texas
properties  that the Company has contracted to purchase and $190,000 was paid as

                                      -7-

<PAGE>


a deposit for certain advance costs related to the proposed  refinancing and new
acquisition  financing described below. On April 1, 1998 the Company's bank line
of credit was increased from $400,000 to $650,000.  Accounts payable and accrued
expenses,  prepaid  rents and accrued real estate taxes all remained  relatively
constant for the period.

     At March 31, 1998, the Company had approximately $122,000 of cash available
for  working   capital.   Prepaid   expenses  and  other  assets   increased  by
approximately  $276,000  primarily as a result of deposits on proposed  property
acquisitions of $242,000.  Tenant receivables increased by approximately $20,000
in March as a  result  of  additional  billings  to  tenants  for  prior  year's
operating costs. Approximately $161,000 was distributed as dividends on April 9,
1998.

     In November 1997, the Company entered into purchase and sale agreements for
the acquisition of eleven  commercial real estate  properties  located in Texas.
The  aggregate  purchase  price  for  the  eleven  properties  is  approximately
$7,316,000, comprised of $6,103,000 cash, 204,300 shares of the Company's common
stock  and  a  promissory  note  in  the  amount  of  $192,000.   The  financing
arrangements  for these  acquisitions  are in  process  and are  expected  to be
finalized during the second quarter of 1998.

     In addition,  the Company is in the process of refinancing its current real
estate  portfolio  at terms  the  Company  believes  favorable  to its long term
operating and growth  strategies.  The Giltedge  Office  Building is expected to
complete its  refinancing  during May 1998. The terms of the loan commitment are
for a loan of $3,200,000 at an interest rate of 7.75%,  amortized over a term of
30 years, with a balloon payment for the balance due May 2008. The proceeds from
the loan will be used to repay the current  mortgage of $2,002,500,  pay off the
Company's  current lines of credit of $525,000 and the remaining balance will be
used for working capital.  Terms of the other  refinancing  arrangements for the
self-storage and industrial properties have not been finalized.

     The Company  desires to acquire  additional  properties and, in order to do
so, it may need to raise  additional  debt or equity  capital.  The Company also
intends to obtain  credit  facilities  for short and  long-term  borrowing  with
commercial  banks  or  other  financial  institutions.   The  issuance  of  such
securities or increase in debt for additional  properties,  of which there is no
assurance, could adversely affect the amount of dividends paid to stockholders.

     Management  believes  that  the  cash  flow  from  the  properties  will be
sufficient to meet the Company's  working  capital needs for the next year.  All
properties have been  maintained on an ongoing basis so that additional  capital
resources to upgrade the facilities in the near future are not anticipated.

     Management  believes  that  inflation  should not have a  material  adverse
effect on the Company. The Company's leases of office and showroom space require
the tenants to pay increases in operating expenses,  and the self-storage leases
are short-term so that there are not contractual  restraints  against increasing
rents to  attempt  to respond to  inflationary  pressures,  if any  inflationary
pressure should materialize.


                                      -8-

<PAGE>


     This  report  contains  forward-looking  statements  within the  meaning of
Section 27A of the  Securities  Act of 1933, and Section 21E of the Exchange Act
of 1934.  Although the Company believes that the  expectations  reflected in the
forward-looking  statements and the assumptions  upon which the  forward-looking
statements  are  based  are  reasonable,  it can  give no  assurance  that  such
expectations and assumptions will prove to have been correct.  See the Company's
Annual  Report on Form 10-KSB for  additional  statements  concerning  important
factors,  including  occupancy and rental rates and operating costs,  that could
cause actual results to differ materially from the Company's expectations.



Part II. Other Information
           

Item 5.  Other Information
         -----------------

         None



Item 6.   Exhibits And Reports On Form 8-K.
          ---------------------------------

         (a)      The  following  Exhibit  is  filed  as part of this  Quarterly
                  Report on Form 10-QSB:

                        27.   Financial Data Schedule

         (b)      During the quarter ended March 31,1998, the Registrant did not
                  file any reports on Form 8-K.






                                   SIGNATURES
                                   ----------

     Pursuant to the  requirements  of the  Securities And Exchange Act of 1934,
the  Registrant  has duly  caused  this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                       AMERIVEST PROPERTIES INC.



May 15, 1998
                                       By: /s/  James F. Etter
                                           -------------------------------------
                                           James F. Etter, President and
                                             Principal  Financial Officer

                                    
                                      -9-