SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
DUKE REALTY LIMITED PARTNERSHIP
(Name of Issuer)
LIMITED PARTNERSHIP UNITS
(Title of Class of Securities)
N/A
(CUSIP Number)
EDWARD T. BAUR
635 MARYVILLE CENTRE DRIVE
ST. LOUIS, MISSOURI 63141
(314) 434-3700
(Name, Address and Telephone Number of
Person Authorized to Receive Notices and Communications)
October 2, 1997
(Date of Event Which Requires
Filing of this Statement)
Page 1 of 5 pages
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CUSIP NO.: N/A
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(1) Names of reporting persons .................Lindbergh-Warson
Properties, Inc.
S.S. or I.R.S. Identification Nos. of
above persons .................................43-0857896
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(2) Check the appropriate box if a member of a group (a) x
(see instructions) ------------
(b)
------------
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(3) SEC use only ..................................
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(4) Source of Funds (see instructions) ............ OO
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(5) Check if disclosure of legal proceedings is
required pursuant to Items 2(d) or 2(e)........
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(6) Citizenship or place of organization .......... Missouri
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Number of shares beneficially owned by each reporting
person with:
(7) Sole voting power ....................... 303,048
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(8) Shared voting power ..................... 1,408,367
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(9) Sole dispositive power .................. 303,048
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(10) Shared dispositive power ................ 1,408,367
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(11) Aggregate amount beneficially owned by each
reporting person .............................. 1,711,415
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(12) Check if the aggregate amount in Row (11) excludes
certain shares (see instructions) .............
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(13) Percent of class represented by amount in Row (11) 19.54%
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(14) Type of reporting person (see instructions) .. CO
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Page 2 of 5 pages
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ITEM 1(a) SECURITY AND ISSUER
Name of issuer: Duke Realty Limited Partnership
Address of issuer's principal
executive offices: 8888 Keystone Crossing, Suite 1200
Indianapolis, Indiana 46240
Title of class of securities: Limited Partnership Units
ITEM 2 IDENTITY AND BACKGROUND
(a) Name of person filing: Lindbergh-Warson Properties, Inc.
(b) Residence or business address: 635 Maryville Centre Drive, Suite 200
St. Louis, Missouri 63141
(c) Present principal occupation and name,
principal business and address where
employment is conducted: Lindbergh-Warson Properties, Inc.
635 Maryville Centre Drive, Suite 200
St. Louis, Missouri 63141
(d) During the last five years the person filing this statement
has not been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors).
(e) During the last five years the person filing this statement
has not been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction as a result of
which the person filing this statement was or is subject to a
judgment, decree or final order enjoining future violations of,
or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to
such laws.
(f) Citizenship: Missouri
ITEM 3 SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The limited partnership units were acquired as a result of the
contribution of assets to the Issuer. The consideration provided
was the reporting person's ownership interest in such assets.
ITEM 4 PURPOSE OF TRANSACTION.
On October 2, 1997, entities affiliated with and partially owned
by the reporting person contributed certain assets, subject to
certain liabilities, to the Issuer. The reporting person received
303,048 limited partnership units in return for the contribution.
Maryville Land Partnership, which is 55.0% owned by the reporting
person, received 1,408,367 limited partnership units in return
for the contribution. The reporting person has no plans or
proposals of the types described in the instructions to Item 4 of
Schedule 13D.
ITEM 5 INTEREST IN SECURITIES OF THE ISSUER.
(a) Amount beneficially owned: 1,711,415
Percent of class: 19.54%
Page 3 of 5 pages
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(b) Number of shares as to which such person has:
(i) Sole power to vote or direct the vote: 303,048
(ii) Shared power to vote or direct the vote: 1,408,367*
(iii) Sole power to dispose or to direct the
disposition of: 303,048
(iv) Shared power to dispose or to direct the
disposition of: 1,408,367*
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*Consists of securities owned by Maryville Land Partnership.
(c) On October 2, 1997, the reporting person acquired a direct
and indirect beneficial interest in 1,711,415 limited partnership
units as a result of the contribution of assets to the Issuer.
(d) As shareholders of the reporting person, Edward T. Baur,
Birch M. Mullins and James D. Eckhoff have the right to receive
and the power to direct the receipt of dividends from, or the proceeds
from the sale of, such securities. No other person is known to have the
right to receive or the power to direct the receipt of dividends
from, or the proceeds from the sale of, such securities.
(e) Not applicable.
ITEM 6 CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
The reporting person is a 51% member in 625 Building L.L.C. The
Issuer owns the remaining 49% interest in this LLC. Upon the
occurrence of certain events, the Issuer has the option to
purchase the reporting person's membership interest in this LLC
at a price based on the fair market value of such interest. The
reporting person has the right, upon the occurrence of certain
events, to sell its 51% interest in this LLC to the Issuer at a
price based on the fair market value of the interest. The three
shareholders of the reporting person (Edward T. Baur, Birch M.
Mullins and James D. Eckhoff) became officers of Duke Realty
Investments, Inc., the general partner of the Issuer, as of the
date of the contribution of the reporting person's assets to the
Issuer. The shareholders of the reporting person also have the
right to receive additional units of limited partnership of the
Issuer based on the operating performance of certain real
property contributed by the shareholders to the Issuer. Other
than as noted herein, none of these relationships involve any
contracts, arrangements or understandings with respect to the
acquisition, ownership, voting or disposition of the securities
of the Issuer.
Page 4 of 5
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ITEM 7 MATERIAL TO BE FILED AS EXHIBITS.
None.
SIGNATURE.
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.
Dated: October 10, 1997 /s/ Edward T. Baur
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Lindbergh-Warson Properties, Inc.
By: Edward T. Baur, Chairman
Page 5 of 5 pages
