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 September 30, 1999.

         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.)


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


3333 S. Wadsworth Blvd., Suite D-216
Lakewood, Colorado                                              80227
------------------                                              -----
                                                              (Zip Code)

                                 (303) 980-1880
                                 --------------
                (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 November  12, 1999 the  Registrant  had  outstanding  2,228,850  shares of
common stock, per value $.001.

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

                                        1
<PAGE>


                   AMERIVEST PROPERTIES INC. AND SUBSIDIARIES
                                   FORM 10-QSB
                               SEPTEMBER 30, 1999



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

                                                                        Page No.
Part I

Item 1.    Financial Statements
               Balance Sheets as of December 31, 1998 and
                  September 30, 1999                                       3
               Statements of Operations for the Three Month and
                  Nine Months Ended September 30, 1998 and 1999            4
               Statements of Cash Flows for the Nine Months Ended
                  September 30, 1998 and 1999                              5
               Notes to Financial Statements                               6


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



Part II


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




                                        2
<PAGE>
<TABLE>
<CAPTION>

                     AMERIVEST PROPERTIES INC. AND SUBSIDIARIES
                             CONSOLIDATED BALANCE SHEETS

                                                        December 31,    September 30,
                                                            1998            1999
                                                        ------------    ------------
                            ASSETS                                       (Unaudited)

ASSETS
<S>                                                     <C>             <C>
  Investment in real estate
    Land                                                $  4,745,754    $  6,325,104
    Buildings and improvements                            22,363,656      28,721,814
    Furniture, fixtures and equipment                        284,993         318,770
    Tenant improvements                                      541,058         612,103
      Less accumulated depreciation and amoritization     (5,837,264)     (6,583,790)
                                                        ------------    ------------
         Net Investment in Real Estate                    22,098,197      29,394,001

    Cash and cash equivalents                                441,316         511,977
    Tenant accounts receivable                                48,615          66,682
    Deferred financing costs, net                            624,917         588,107
    Prepaid expenses and other assets                        501,889         545,262
                                                        ------------    ------------

                                                        $ 23,714,934    $ 31,106,029
                                                        ============    ============

             LIABILITIES AND STOCKHOLDERS' EQUITY

LIABILITIES
    Mortgage loans payable                              $ 18,861,599    $ 23,913,756
    Accounts payable and accrued expenses                    121,327         194,722
    Accrued interest                                         108,810         149,969
    Accrued real estate taxes                                558,745         546,473
    Prepaid rents and security deposits                      214,912         342,817
    Dividends payable                                        199,052         267,462
                                                        ------------    ------------

      Total Liabilities                                   20,064,445      25,415,199
                                                        ------------    ------------

STOCKHOLDERS' EQUITY
  Preferred stock, $.001 par value
     Authorized - 5,000,000 shares
     Issued and outstanding - none                              --              --
  Common stock, $.001 par value
     Authorized - 15,000,000 shares
     Issued and outstanding - 1,658,770 shares (1998)          1,659           2,229
     and 2,228,850 shares (1999)
  Capital in excess of par value                           5,607,725       8,179,723
  Distribution in excess of accumulated earnings          (1,958,895)     (2,491,122)
                                                        ------------    ------------

       Total Stockholders' Equity                          3,650,489       5,690,830
                                                        ------------    ------------

                                                        $ 23,714,934    $ 31,106,029
                                                        ============    ============

                                          3

</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                       AMERIVEST PROPERTIES INC. AND SUBSIDIARIES
                          Consolidated Statement of Operations


                                                  Three Months Ended           Nine Months Ended
                                                     September 30,               September 30,
                                                  -------------------          ------------------
                                                  1998           1999          1998          1999
                                                  ----           ----          ----          ----
                                                      (Unaudited)                  (Unaudited)
REAL ESTATE OPERATING REVENUE
<S>                                           <C>            <C>           <C>            <C>
    Rental revenue
      Commercial Properties                   $   800,756    $ 1,294,684   $ 1,461,757    $ 3,254,198
      Storage Properties                          368,732        377,343     1,089,870      1,057,981
                                              -----------    -----------   -----------    -----------
                                                1,169,488      1,672,027     2,551,627      4,312,179
                                              -----------    -----------   -----------    -----------
REAL ESTATE OPERATING EXPENSES
   Property operating expenses
     Operating expenses                           303,286        409,108       605,377      1,002,394
     Real estate taxes                            120,343        163,429       269,946        430,488
     Management fees                               60,465         39,464       135,957         83,688
  General and administrative                      113,511        274,742       310,820        704,112
  Interest                                        309,603        464,571       666,130      1,185,215
  Expenses associated with debt refinancing       337,000           --         337,000           --
  Depreciation and amortization                   236,790        293,908       531,544        782,102
                                              -----------    -----------   -----------    -----------
                                                1,480,998      1,645,222     2,856,774      4,187,999
                                              -----------    -----------   -----------    -----------
OTHER INCOME
  Interest income                                     898          3,784         2,640          9,160
                                              -----------    -----------   -----------    -----------

NET (LOSS) INCOME                             $  (310,612)   $    30,589   $  (305,147)   $   133,340
                                              ===========    ===========   ===========    ===========


NET (LOSS) INCOME PER COMMON SHARE            $     (0.19)   $      0.02   $     (0.20)   $      0.08
                                              ===========    ===========   ===========    ===========

NET (LOSS) INCOME PER COMMON SHARE
ASSUMING DILUTION                             $     (0.19)   $      0.02   $     (0.20)   $      0.08
                                              ===========    ===========   ===========    ===========

WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING                              1,618,703      1,988,202     1,498,281      1,768,581
                                              ===========    ===========   ===========    ===========

WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING ASSUMING DILUTION            1,618,703      1,992,702     1,498,281      1,773,081
                                              ===========    ===========   ===========    ===========


                                                4
</TABLE>
<PAGE>
<TABLE>
<CAPTION>


                      AMERIVEST PROPERTIES INC. AND SUBSIDIARIES
                         CONSOLIDATED STATEMENT OF CASH FLOWS


                                                                 Nine Months Ended
                                                                    September 30,
                                                                --------------------
                                                                1998            1999
                                                                ----            ----
                                                                    (Unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES
<S>                                                        <C>             <C>
  Net (Loss) Income                                        $   (302,507)   $    133,340
  Adjustments to reconcile net (loss) income to net cash
   provided by operating activities
    Depreciation and amortization                               531,544         782,102
    Write off of loan fees                                       33,348
    Other                                                                        16,203
  Changes in assets and liabilities
    (Increase) in receivables                                  (113,317)        (18,067)
    (Increase) in prepaids                                     (404,458)        (44,488)
    Increase in accounts payable                                161,132           1,158
    Increase in accruals                                        146,338         297,439
                                                           ------------    ------------

  Net cash provided by operating activities                      52,080       1,167,687
                                                           ------------    ------------

CASH FLOWS FROM INVESTING ACTIVITIES
  Additions to investments in real estate                    (8,297,923)       (283,612)
  Proceeds from sale of vacant land                                --            54,997
                                                           ------------    ------------

  Net cash (used) by investing activities                    (8,297,923)       (228,615)
                                                           ------------    ------------

CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds from short term borrowings                           980,000
  Repayments of short term borrowings                        (1,130,000)
  Proceeds from mortgage loans                               15,700,000
  Payments on mortgage loans                                 (6,137,216)       (202,844)
  (Increase) in loan costs                                     (551,537)
  Dividends paid                                               (483,354)       (665,567)
                                                           ------------    ------------

  Net cash provided (used) by financing activities            8,377,893        (868,411)
                                                           ------------    ------------

NET INCREASE IN CASH AND CASH EQUIVALENTS                       132,050          70,661

CASH AND CASH EQUIVALENTS,
  BEGINNING OF PERIOD                                            99,334         441,316
                                                           ------------    ------------

CASH AND CASH EQUIVALENTS,
  END OF PERIOD                                            $    231,384    $    511,977
                                                           ============    ============



                                       5

</TABLE>
<PAGE>


                            AMERIVEST PROPERTIES INC.
                          NOTES TO FINANCIAL STATEMENTS
                      NINE MONTHS ENDED SEPTEMBER 30, 1999


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  31,1998.  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 nine months ended  September 30, 1999 are
not  necessarily  indicative  of the results  that may be expected  for the year
ending December 31, 1999.

Subsequent Events
-----------------

     On  November  1, 1999,  the  Company  entered  into a contract  to sell its
industrial warehouse building in Denver,  Colorado for $2,070,000.  This sale is
expected to close on December 15, 1999 and the preliminary expected gain on this
sale is approximately $750,000.


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 prior,  and subsequent to, the Company's  acquisitions in June 1998,
July 1998, August 1998 and July 1999.


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

Three  Months  Ended  September  30,  1999,  Compared  With Three  Months  Ended
September 30, 1998.
--------------------------------------------------------------------------------

     The Company's  results of operations  for the three months ended  September
30, 1999 include 25 operating properties, whereas the September 30, 1998 results
of operations include 24 operating  properties.  Revenues for third quarter 1999
increased  approximately  $500,000,  and operating expenses,  real estate taxes,
general  and  administrative,   interest,   and  depreciation  and  amortization
increased  approximately  $106,000,  $43,000,  $161,000,  $155,000  and  $57,000
respectively,  for a total  increase of $522,000 as compared with  September 30,
1998. These increases resulted primarily from inclusion of the operations of the
four bank office buildings acquired in August 1998, for the full period, and the
Keystone  Property which was acquired  effective July 1, 1999.  Management  fees
decreased  by  approximately  $21,000 due  primarily  to bringing  the  property
management  and  accounting  functions in house on January 1, 1999. The $337,000

                                       6
<PAGE>


one-time charge in 1998 for a debt prepayment  penalty, as part of the Company s
debt restructuring,  did not recur in 1999. The Company also had interest income
of $3,784  for the 1999  period,  as  compared  with  $898 for the 1998  period,
primarily as a result of investment funds being held for working capital.

     The net income for the three months ended  September  30, 1999 was $30,589,
or $.02 per share, as compared to a net loss of $(310,612), or $(.19) per share,
for the three months ended September 30, 1998.

Nine Months Ended September 30, 1999,  Compared With Nine Months Ended September
30, 1998.
--------------------------------------------------------------------------------

     The Company's results of operations for the nine months ended September 30,
1999 include 25 operating  properties  for the last three months of this period,
whereas  the  September  30, 1998  results of  operations  include 24  operating
properties.  Revenues for 1999 increased approximately $1,760,500, and operating
expenses,   real  estate  taxes,  general  and  administrative,   interest,  and
depreciation  and  amortization  increased  approximately  $397,000,   $160,500,
$393,000, $519,000 and $251,000 respectively, for a total increase of $1,720,500
as compared with September 30, 1998.  These  increases  resulted  primarily from
inclusion of the operations of the four bank office buildings acquired in August
1998,  for the  full  period,  and the  Keystone  Property  which  was  acquired
effective July 1, 1999.  Management fees decreased by approximately  $52,000 due
primarily to bringing the property management and accounting  functions in house
on January 1, 1999. The $337,000  one-time  charge in 1998 for a debt prepayment
penalty, as part of the Company's debt restructuring, did not recur in 1999. The
Company also had interest income of $9,160 for the 1999 period, as compared with
$2,640 for the 1998 period, primarily as a result of investment funds being held
for working capital.

     The net income for the nine months ended September 30, 1999 was $133,340 or
$0.08 per share,  as  compared  with a net loss of  $(302,507),  or $(0.20)  per
share, for the nine months ended September 30, 1998.


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

     On August 12, 1999 the Company  completed the  acquisition  of three office
buildings,  Keystone  Office  Park  (Keystone  Property),  a  commercial  office
property  consisting of three office  buildings in  Indianapolis,  Indiana.  The
effective date of this transfer was July 1, 1999. The Keystone Property contains
an aggregate  of  approximately  95,836  square  feet.  The  purchase  price for
Keystone  Property  was  $7,944,000,  which was paid by  assuming  approximately
$5,255,000  of  existing  debt and  $116,400 of related  escrow  balances on the
properties  and issuing  approximately  541,600  shares of the Company's  common
stock at the rate of $4.75 per share. In conjunction  with the assumption of the
Debt, the Company also assumed the  obligations  and liabilities of the original
guarantors  of the Debt with an  indemnification  back for any  obligations  and
liabilities accruing prior to the acquisition.

     The Company  sold two vacant lots  adjacent to its bank  buildings in Texas
with aggregate cash proceeds of approximately $55,000.

     From December 31, 1998 to September 30, 1999, net investment in real estate
increased approximately $7,296,000.  This increase was due to the acquisition of
the Keystone  Property less the sale of the two lots described  above and normal
depreciation.

     Tenants accounts receivable increased  approximately  $18,000 due to normal
fluctuation in the  collections  cycle.  Deferred  financing  costs decreased by
approximately  $37,000 as a result of normal amortization.  Prepaid expenses and
other  assets  increased  by  approximately  $43,400  due  primarily  to  normal
fluctuations  in  tax,  maintenance  and  insurance  escrow  reserves,  and  the
acquisition of Keystone Property.

                                       7
<PAGE>


     Mortgage Property loans payable  increased by approximately  $5,052,000 due
primarily to the acquisition of the Keystone Property.

     Accounts  payable and accrued expenses  increased by approximately  $73,400
during the period,  all of which resulted from timing  differences in the course
of normal  operations  and the addition of the Keystone  Property.  Accrued real
estate  taxes  decreased  approximately  $12,000  as a result of the  normal tax
payment cycle.  Accrued interest,  prepaid rents and security deposits increased
in total by  approximately  $169,000.  This increase was primarily the result of
the addition of the Keystone Property.

     At September 30, 1999, the Company had  approximately  $512,000 of cash and
cash equivalents,  including approximately $267,500 of cash to be utilized for a
stockholder dividend distribution which was paid on October 15, 1999.

     The Company  desires to acquire  additional  properties and, in order to do
so, it will need to raise additional equity capital, and perhaps also additional
debt 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  its  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 capital resources in
excess of the  Company's  operating  cash flow are not  anticipated  in order to
upgrade the facilities in the near future.

     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 no contractual  restraints  against  increasing
rents to  attempt  to respond to  inflationary  pressures,  if any  inflationary
pressures should materialize.

Year 2000 Compliance.
---------------------

     Year 2000  compliance  is the ability of computer  hardware and software to
respond to the problems posed by the fact that computer  programs  traditionally
have used two digits rather than four digits to define an applicable  year. As a
consequence,  any of the Company's  computer  programs that have  date-sensitive
software  may  recognize a date using "00" as the year 1900 rather than the year
2000.  This  could  result  in  a  system  failure  or  miscalculations  causing
interruption of operations,  including  temporary  inability to send invoices or
engage in normal business  activities or to operate  equipment such as elevators
and air conditioning units installed in the Company's buildings. The Company has
received   assurances  from  its  service  contractors  that  the  operation  of
elevators,  air  conditioners,  and other  equipment  installed in the Company's
buildings are Year 2000 compliant.  The Company  installed new computer hardware
and software  that is year 2000  compliant at the beginning of 1999 at a cost of
approximately  $25,000. The Company does not expect to incur additional material
expenses for year 2000 compliance.

     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

                                       8
<PAGE>


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, operating costs, interest rates,
maintenance and  construction  costs,  that could cause actual results to differ
materially from the Company's expectations.


Part II. Other Information

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  September 30, 1999, the  registrant  filed a
          Current Report on Form 8-K reporting an event  occurring on August 12,
          1999,  which was filed on August 12, 1999.  These  Current  Reports on
          Form  8-K  concerned  the  Registrant's  acquisition  of the  Keystone
          Property during the quarter ended September 30, 1999.




                                   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.

November 15, 1999

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




                                       9