FORM 8-A

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

                     PURSUANT TO SECTION 12(b) OR (g) OF THE

                         SECURITIES EXCHANGE ACT OF 1934


                            AmeriVest Properties Inc.
              ---------------------------------------------------
             (Exact Name of registrant as specified in its charter)



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


              1800 Glenarm Place, Suite 500, Denver, Colorado 80202
              -----------------------------------------------------
               (Address of principal executive officer) (Zip Code)



Securities to be registered pursuant to Section 12(b) of the Act:

     Title of each class                         Name of each exchange on which
     to be so registered                         each class is to be registered

Common Stock, $.001 par value                      American Stock Exchange
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Securities to be registered pursuant to Section 12(g) of the Act:

                                      None*
                                (Title of class)



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*The  Registrant  previously  registered its common stock and redeemable  common
stock purchase warrants under Section 12(g).






Item 1. Description of Registrant's Securities to be Registered.
        --------------------------------------------------------

Common Stock

     Each share of the Common Stock, par value $.001, is entitled to share
equally with each other share of Common Stock in dividends from sources legally
available therefor, when, as, and if declared by the Company's Board Of
Directors (the "Board") and, upon the liquidation, dissolution or winding up of
the Company, whether voluntary or involuntary, to share equally in the assets of
the Company that are available for distribution to the holders of the Common
Stock. Each holder of Common Stock of the Company is entitled to one vote per
share for all purposes, except that in the election of directors, each holder
shall have the right to vote such number of shares for as many persons as there
are directors to be elected. Cumulative voting is not allowed in the election of
directors or for any other purpose, and the holders of Common Stock have no
preemptive rights, redemption rights or rights of conversion with respect to the
Common Stock. Because voting rights are not cumulative, the holders of more than
50% of the shares of Common Stock of the Company could, if they chose to do so,
elect all the directors of the Company.

     All outstanding shares of Common Stock are, and all shares that may be sold
and issued upon exercise, if any, of the Company's outstanding options and
common stock purchase warrants will be, fully paid and nonassessable by the
Company. The Board is authorized to issue additional shares of Common Stock
within the limits prescribed by the Company's Articles Of Incorporation and
without stockholder action.

     The Company has reserved a sufficient number of shares of Common Stock for
issuance in the event that all the outstanding options and warrants are
exercised.

Item 2.           Exhibits
- -------           --------

                  1.       All exhibits  required by the  Instruction  to Item 2
                           will be supplied to the American  Stock  Exchange and
                           hereby are incorporated into this Form 8-A.

                                    SIGNATURE

     Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the Registrant has duly caused this registration statement to be signed
on its behalf by the undersigned, thereto duly authorized.

                                               AMERIVEST PROPERTIES INC.


Date:  January 24, 2000                         By:  /s/ James F. Etter
                                                     ---------------------------
                                                     James F. Etter, President


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