SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES AND EXCHANGE ACT OF 1934
Urban Improvement 1973-II Limited Partnership
(Name of Issuer)
Limited Partnership Units
(Title of Class of Securities)
Not Applicable
(CUSIP Number)
Eggert Dagbjartsson
c/o Equity Resources Group, Incorporated, 14 Story Street,
Cambridge, Massachusetts 02138 (617) 876-4800
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
JULY 1, 1997
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
NOTE: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are to
be sent.
- ---------------------
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
(Continued on following page(s))
<PAGE>
CUSIP No. Not Applicable 13D
1. NAMES AND IDENTIFICATION NO. OF REPORTING PERSONS:
Equity Resource Brattle Fund Limited Partnership I.R.S.# 04-3280004
Equity Resources Bay Fund Limited Partnership I.R.S.# 04-3293645
James E. Brooks
Eggert Dagbjartsson
Mark S. Thompson
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(A) |X|
(B) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS (SEE INSTRUCTIONS)
WC $29,550
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(D) OR 2(E) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Equity Resource Brattle Fund Limited Partnership is a Massachusetts
limited partnership.
Equity Resource Bay Fund Limited Partnership is a Massachusetts limited
partnership.
James E. Brooks is a United States citizen.
Eggert Dagbjartsson is a United States citizen.
Mark S. Thompson is a United States citizen.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7. SOLE VOTING POWER
None
8. SHARED VOTING POWER
531 Units are held by Equity Resource Bay Fund Limited Partnership, a
Massachusetts limited partnership, of which James E. Brooks, Eggert
Dagbjartsson and Mark S. Thompson are the general partners (the "Bay Fund
General Partners"). Voting power with respect to such Units is shared by
the Bay Fund General Partners as reporting persons in their capacities as
general partners of such limited partnership.
<PAGE>
CUSIP No. Not Applicable 13D
60 Units are held by Equity Resource Brattle Fund Limited Partnership, a
Massachusetts limited partnership, of which James E. Brooks, Eggert
Dagbjartsson and Mark S. Thompson are the general partners (the "Brattle
Fund General Partners"). Voting power with respect to such Units is
shared by the Brattle Fund General Partners as reporting persons in their
capacities as general partners of such limited partnership.
See Item 2 below for other required information.
9. SOLE DISPOSITIVE POWER
None
See Item 2 below for other required information.
10. SHARED DISPOSITIVE POWER
531 Units are held by Equity Resource Bay Fund Limited Partnership, a
Massachusetts limited partnership. Dispositive power with respect to such
Units is shared by the Bay Fund General Partners as reporting persons in
their capacities as general partners of such limited partnership.
60 Units are held by Equity Resource Brattle Fund Limited Partnership, a
Massachusetts limited partnership. Dispositive power with respect to such
Units is shared by the Brattle Fund General Partners as reporting persons
in their capacities as general partners of such limited partnership.
See Item 2 below for other required information.
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
531 Units are held by Equity Resource Bay Fund Limited Partnership, a
Massachusetts limited partnership, of which the reporting persons James
E. Brooks, Eggert Dagbjartsson and Mark S. Thompson are the general
partners.
60 Units are held by Equity Resource Brattle Fund Limited Partnership, a
Massachusetts limited partnership, of which the reporting persons James
E. Brooks, Eggert Dagbjartsson and Mark S. Thompson are the general
partners.
See Item 2 below for other required information.
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES(SEE INSTRUCTIONS) [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.6% are held by Equity Resource Bay Fund Limited Partnership, a
Massachusetts limited partnership, of which the reporting persons James
E. Brooks, Eggert Dagbjartsson and Mark S. Thompson are the general
partners.
<PAGE>
CUSIP No. Not Applicable 13D
.5% are held by Equity Resource Brattle Fund Limited Partnership, a
Massachusetts limited partnership, of which the reporting persons James
E. Brooks, Eggert Dagbjartsson and Mark S. Thompson are the general
partners.
See Item 2 below for other required information.
14. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
Equity Resource Brattle Fund Limited Partnership PN
Equity Resource Bay Fund Limited Partnership PN
James E. Brooks IN
Eggert Dagbjartsson IN
Mark S. Thompson IN
Item 1. Security and Issuer
This statement relates to certain limited partnership units (the "Units")
of Urban Improvement 1973-II Limited Partnership, a California limited
partnership with its principal executive office at 1 Insignia Financial Plaza,
Box 909, Greenville, South Carolina 29602.
Item 2. Identity and Background.
(a) The names of the persons filing this statement are Equity Resource
Brattle Fund Limited Partnership, Equity Resource Bay Fund Limited Partnership
(the "Limited Partnerships"), James E. Brooks, Eggert Dagbjartsson and Mark S.
Thompson, (collectively, the "Reporting Persons"). James E. Brooks, Eggert
Dagbjartsson and Mark S. Thompson are the general partners of Equity Resource
Bay Fund Limited Partnership and Equity Resource Brattle Fund Limited
Partnership. This statement on Schedule 13D is filed on behalf of each such
reporting person.
(b) The business address of each of Equity Resource Brattle Fund Limited
Partnership, Equity Resource Bay Fund Limited Partnership, James E. Brooks,
Eggert Dagbjartsson and Mark S. Thompson, respectively, is 14 Story Street,
Cambridge, Massachusetts 02138.
(c) Each of Equity Resource Brattle Fund Limited Partnership and Equity
Resource Bay Fund Limited Partnership is a Massachusetts limited partnership
formed to acquire and hold interests in other limited partnerships involved in
all facets of the real estate business as long-term investments with a view to
long-term appreciation and not to resale. Mr. Brooks' principal occupation is
Chairman of the Board of Directors of Equity Resources Group, Incorporated, a
Massachusetts corporation. Mr. Thompson's principal occupation is President of
Equity Resources Group, Incorporated, a Massachusetts corporation. Mr.
Dagbjartsson's principal occupation is Executive Vice President of Equity
Resources Group, Incorporated, a Massachusetts corporation.
<PAGE>
CUSIP No. Not Applicable 13D
(d) During the past five years, none of Equity Resource Brattle Fund
Limited Partnership, Equity Resource Bay Fund Limited Partnership, James E.
Brooks, Eggert Dagbjartsson and Mark S. Thompson has been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) During the past five years, none of Equity Resource Brattle Fund
Limited Partnership, Equity Resource Bay Fund Limited Partnership, James E.
Brooks, Eggert Dagbjartsson and Mark S. Thompson has been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction as a
result of which such person was 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) Each of Equity Resource Brattle Fund Limited Partnership and Equity
Resource Bay Fund Limited Partnership is a Massachusetts limited partnership.
James E. Brooks, Eggert Dagbjartsson and Mark S. Thompson are citizens of the
United States.
Item 3. Source and Amount of Funds or Other Consideration.
Equity Resource Brattle Fund Limited Partnership and Equity Resource Bay
Fund Limited Partnership, collectively, purchased the Units hereby reported for
an aggregate of $29,550 cash. The source of such funds was the working capital
of these respective limited partnerships.
Item 4. Purpose of Transaction.
Equity Resource Brattle Fund Limited Partnership and Equity Resource Bay
Fund Limited Partnership, respectively, acquired the Units for investment
purposes and none of such limited partnerships, or any of the reporting
persons, has any present plans or proposals that relate to or would result in
any of the actions described in Item 4(a)-(j) of the instructions to Schedule
13D.
Item 5. Interest in Securities of the Issuer.
(a) James E. Brooks, Eggert Dagbjartsson and Mark S. Thompson, in their
capacities as general partners of each of Equity Resource Brattle Fund Limited
Partnership and Equity Resource Bay Fund Limited Partnership, beneficially own
an aggregate of 591 Units, representing 5.17% of the Units presently
outstanding (the percentages reported in Item 13 do not cumulate to 5.17%
because of rounding done pursuant to the instructions to Schedule 13D).
(b) James E. Brooks, Eggert Dagbjartsson and Mark S. Thompson, in their
capacities as general partners of each of Equity Resource Brattle Fund Limited
<PAGE>
CUSIP No. Not Applicable 13D
Partnership and Equity Resource Bay Fund Limited Partnership, share the power
to vote or direct the vote and to dispose of or direct the disposition of 591
Units. See Item 2 above for other required information.
(c) Not applicable.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect
to Securities of the Issuer.
None.
Item 7. Material to be Filed as Exhibits.
Exhibit 7.1 Agreement dated as of October 1, 1997, between each of
the Reporting Persons with respect to the filing of this statement
on Schedule 13D.
<PAGE>
CUSIP No. Not Applicable 13D
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, each
of the undersigned certifies that the information set forth in this Statement
is true, complete, and correct.
October 1, 1997 October 1, 1997
(Date) (Date)
EQUITY RESOURCE BRATTLE FUND
LIMITED PARTNERSHIP
/s/James E. Brooks
-------------------------------
James E. Brooks, individually
By: /s/ Eggert Dagbjartsson
----------------------------- /s/Eggert Dagbjartsson
Eggert Dagbjartsson, as general partner -------------------------------
Eggert Dagbjartsson, individually
/s/Mark S. Thompson
-------------------------------
Mark S. Thompson, individually
EQUITY RESOURCE BAY FUND
LIMITED PARTNERSHIP
By:/s/ Eggert Dagbjartsson
------------------------------
Eggert Dagbjartsson, as general partner
<PAGE>
CUSIP No. Not Applicable 13D
EXHIBIT 7.1
AGREEMENT
This Agreement, dated as of October 1, 1997, is by and among James E.
Brooks, Eggert Dagbjartsson and Mark S. Thompson, each an individual, and each
of the Limited Partnerships listed on the signature pages hereto (the "Limited
Partnerships").
Each of the Limited Partnerships may be required to file with the United
States Securities and Exchange Commission a statement on Schedule 13D with
respect to an aggregate of 591 units (the "Units") of limited partnership
interest in Urban Improvement 1973-II Limited Partnership, a California limited
partnership, held by Equity Resource Brattle Fund Limited Partnership and
Equity Resource Bay Fund Limited Partnership, respectively. James E. Brooks,
Eggert Dagbjartsson and Mark S. Thompson may be required to file by reason of
the respective parties being the general partners of each of Equity Resource
Brattle Fund Limited Partnership and Equity Resource Bay Fund Limited
Partnership.
Pursuant to Rule 13(d)(1) promulgated under the Securities Exchange Act
of 1934, as amended, the parties hereby agree to file a single statement on
Schedule 13D on behalf of each of the parties, and hereby further agree to file
this Agreement as an exhibit to such statement, as required by such rule.
Executed and delivered as of the date first above written.
EQUITY RESOURCE BRATTLE FUND
LIMITED PARTNERSHIP
/s/James E. Brooks
------------------------------
James E. Brooks, individually
By:/s/ Eggert Dagbjartsson /s/Eggert Dagbjartsson
------------------------------ ------------------------------
Eggert Dagbjartsson, as general partner Eggert Dagbjartsson, individually
/s/Mark S. Thompson
------------------------------
Mark S. Thompson, individually
EQUITY RESOURCE BAY FUND
LIMITED PARTNERSHIP
By:/s/ Eggert Dagbjartsson
------------------------------
Eggert Dagbjartsson, as general partner
