AMB PROPERTY LP
8-K, 1999-10-15
REAL ESTATE
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                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549



                                    FORM 8-K
                                 CURRENT REPORT
     Pursuant to Section 13 or 15(D) of the Securities Exchange Act of 1934


Date of Report (Date of Earliest Event Reported):  September 30, 1999


                               AMB PROPERTY, L.P.
             (Exact Name of Registrant as Specified in its Charter)

<TABLE>

<S>                                         <C>                         <C>
                Delaware                          001-14245                         94-3285362
    (State or Other Jurisdiction of         (Commission File No.)       (IRS Employer Identification No.)
     Incorporation or Organization)
</TABLE>


                 505 Montgomery Street, San Francisco, CA 94111
               (Address of Principal Executive Offices) (Zip Code)


                                 (415) 394-9000
              (Registrant's Telephone Number, Including Area Code)



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ITEM 5.  OTHER EVENTS.

     As of the date of this Current Report on Form 8-K, AMB Property, L.P. (the
"Operating Partnership") has invested approximately $377 million since January
1, 1999 to acquire 112 industrial buildings aggregating approximately 6.2
million rentable square feet (collectively, the "1999 Property Acquisitions").

     The properties covered by this Current Report on Form 8-K were acquired by
the Operating Partnership and certain subsidiaries of the Operating Partnership
from unrelated third parties in unrelated transactions between February 1, 1999
and September 30, 1999. As of September 30, 1999, the Operating Partnership's
general partner, AMB Property Corporation (the "Company"), owns an approximate
95% general partnership interest in the Operating Partnership. The Company is
the sole general partner of the Operating Partnership and has full, exclusive
and complete responsibility and discretion in the management and control of the
Operating Partnership. None of the acquisitions were individually material.

     In assessing our investment in the 1999 Property Acquisitions, we
considered current operations, including occupancy levels, rental rates,
expenses and on-going capital requirements. We also considered the rental market
for the location of the 1999 Property Acquisitions and, if applicable, the cost
of building improvements. The 1999 Property Acquisitions were acquired using
proceeds from the divestiture of properties, drawings under our unsecured debt
facility and proceeds from the issuance of limited preferred and common
partnership units in the Operating Partnership and its affiliate, AMB
Property II, L.P.

         PROPERTY ACQUISITIONS:
<TABLE>
<CAPTION>

    DATE OF ACQUISITION          PROPERTY ACQUIRED                              RENTABLE SQUARE FEET
    -------------------          -----------------                              --------------------
<S>                           <C>                                               <C>
          02/01/99            Manekin Portfolio                                         1,303,294
                              Maryland

          03/26/99            Shawnee Industrial                                          350,000
                              Georgia

          04/30/99            Technology Park II                                          381,074
                              Maryland

          05/21/99            Boston Industrial Portfolio                                  35,139
                              Massachusetts

          05/26/99            WOCAC Portfolio                                           1,255,421
                              California and Washington

          06/23/99            Junction Industrial Park                                    439,845
                              California

          06/28/99            Miami Airport Business Center                               530,657
                              Florida

</TABLE>

<PAGE>   3
<TABLE>

<S>                           <C>                                                         <C>
          06/30/99            Sylvan Industrial                                           415,676
                              Georgia

          08/11/99            Wilmington Avenue Warehouse                                 353,400
                              California

          08/26/99            Pardee Drive                                                 33,411
                              California

          09/15/99            Murray Hill Parkway                                          51,500
                              New Jersey

          09/29/99            East Valley Warehouse                                       654,310
                              Washington

          09/29/99            Pioneer - Alburtis                                          192,108
                              California

          09/30/99            William & Burroughs                                         242,631
                              California
</TABLE>


ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

         (a)      FINANCIAL STATEMENTS OF PROPERTIES ACQUIRED.

     We have not included the required financial statements related to the 1999
Property Acquisitions at the time of the filing of this Current Report on Form
8-K. The required financial statements will be filed by amendment to this
Current Report on Form 8-K as soon as they are available, but in any event no
later than 60 days after the date hereof.

         (b)      PRO FORMA FINANCIAL INFORMATION.

     We have not included the required pro forma financial information of the
Company pertaining to the 1999 Property Acquisitions at the time of the filing
of this Current Report on Form 8-K. The required pro forma financial information
will be filed by amendment to this Current Report on Form 8-K as soon as it is
available, but in any event no later than 60 days after the date hereof.

         (c)      EXHIBITS.

     We have not included the required exhibits at the time of the filing of
this Current Report on Form 8-K. The required exhibits will be filed by
amendment to this Current Report on Form 8-K as soon as they are available, but
in any event no later than 60 days after the date hereof.



<PAGE>   4



                                    SIGNATURE

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

Dated:  September 30, 1999          AMB PROPERTY, L.P.
                                      By:  AMB Property Corporation,
                                                its General Partner



                                    By: /s/  Michael A. Coke
                                        --------------------------------------
                                        Michael A. Coke
                                        Senior Vice President and Chief
                                        Financial Officer


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