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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D
(Amendment No. 8)
Under the Securities Exchange Act of 1934
BLUE RIDGE REAL ESTATE COMPANY
BIG BOULDER CORPORATION
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(Name of Issuer)
Common Stock without par value, stated value $.30 per combined share
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(Title of Class of Securities)
096005 4 20 2 (common)
096005 4 10 3 (unit)
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(CUSIP Number)
Milton Cooper
Kimco Realty Services, Inc.
3333 New Hyde Park Road
New Hyde Park, NY 11042-0020
(516) 869-9000
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
Copies to:
Raymond Y. Lin, Esq.
Latham & Watkins
885 Third Avenue
New York, New York 10022-4802
December 14, 2000
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(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 subject of this Schedule 13D, and is filing
this statement because of Rule 13d-1(b)(3) or (4), check the following box: [ ]
Page 1 of 8
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SCHEDULE 13D
CUSIP No. 096005 4 20 2 (common), 096005 4 10 3 (unit)
1. Name of Reporting Person
Kimco Realty Services, Inc.
2. Check The Appropriate Box If A Member of Group |_|
3. SEC Use Only
4. Source of Funds
OO, WC
5. Check Box If Disclosure of Legal Proceedings is
Required Pursuant to Items 2(d) or 2(e) |_|
6. Citizenship or Place of Organization
Delaware
7. Sole Voting Power
0
Number of
Shares 8. Shared Voting Power
Beneficially 724,294
Owned By
Reporting 9. Sole Dispositive Power
Person With 0
10. Shared Dispositive Power
724,294
11. Aggregate Amount Beneficially Owned By Each Reporting Person
724,294
12. Check Box if The Aggregate Amount In Row (11) Excludes Certain Shares |X|
(excludes Shares held by KC Holdings, Inc. and Milton Cooper)
13. Percent Of Class Represented By Amount In Row (11)
37.6%
14. Type of Reporting Person
CO
Page 2 of 8
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SCHEDULE 13D
CUSIP No. 096005 4 20 2 (common), 096005 4 10 3 (unit)
1. Name of Reporting Person
KC Holdings, Inc.
2. Check The Appropriate Box If A Member of Group |_|
3. SEC Use Only
4. Source of Funds
WC
5. Check Box If Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e) |_|
6. Citizenship or Place of Organization
Delaware
7. Sole Voting Power
67,803
Number of
Shares 8. Shared Voting Power
Beneficially 0
Owned By
Reporting 9. Sole Dispositive Power
Person With 67,803
10. Shared Dispositive Power
0
11. Aggregate Amount Beneficially Owned By Each Reporting Person
67,803
12. Check Box if The Aggregate Amount In Row (11) Excludes Certain Shares |X|
(excludes Shares held by KC Holdings, Inc.)
13. Percent Of Class Represented By Amount In Row (11)
3.5%
14. Type of Reporting Person
CO
Page 3 of 8
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SCHEDULE 13D
CUSIP No. 096005 4 20 2 (common), 096005 4 10 3 (unit)
1. Name of Reporting Person
Milton Cooper
2. Check The Appropriate Box If A Member of Group |_|
3. SEC Use Only
4. Source of Funds
OO
5. Check Box If Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e) |_|
6. Citizenship or Place of Organization
U.S.A.
7. Sole Voting Power
153,893
Number of
Shares 8. Shared Voting Power
Beneficially 792,097
Owned By
Reporting 9. Sole Dispositive Power
Person With 153,893
10. Shared Dispositive Power
792,097
11. Aggregate Amount Beneficially Owned By Each Reporting Person
945,930
12. Check Box if The Aggregate Amount In Row (11) Excludes Certain Shares |_|
13. Percent Of Class Represented By Amount In Row (11)
49.1%
14. Type of Reporting Person
IN
Page 4 of 8
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This Amendment No. 8 amends and supplements the Schedule 13D filed on
January 21, 1986, as amended by Amendment No. 1 thereto filed on April 21,
1986, Amendment No. 2 thereto filed on October 16, 1986, Amendment No. 3
thereto filed on November 18, 1986, Amendment No. 4 filed on July 3, 1997,
Amendment No. 5 filed on August 25, 1997, Amendment No. 6 filed on October
27, 1997 and Amendment No. 7 filed on November 25, 1997 (as amended, the
"Schedule 13D") by Milton Cooper, KC Holdings, Inc. and Kimco Realty
Services, Inc. as follows (unless otherwise indicated, all capitalized terms
used herein shall have the meanings given to them in the Schedule 13D and
unless amended or supplemented hereby, all information previously filed
remains in effect):
Item 3. Source and Amount of Funds or Other Consideration
On December 14, 2000 Services purchased 68,830 Shares for $10.50 per
share in cash from three related parties in a privately negotiated transaction.
The funds to purchase the 68,830 Shares totaling $722,715 were
obtained from (i) Services' working capital and (ii) a loan from Kimco Realty
Corporation.
Item 5. Interest in Securities of the Issuer
(a)-(b) Services beneficially owns an aggregate of 724,294
Shares, or approximately 37.6% of the outstanding Shares.
KC Holdings beneficially owns an aggregate of 67,803 Shares, or
approximately 3.5% of the outstanding Shares.
Mr. Cooper beneficially owns an aggregate of 153,893 Shares, or
approximately 8% of the outstanding Shares. By virtue of his ownership of
approximately 7.7% of the capital stock of KC Holdings and his being the
President and a Director of KC Holdings and President, Director and the holder
of a majority of the common stock of Services, Mr. Cooper may be deemed to also
be the beneficial owner of the 67,803 and 724,294 Shares held by KC Holdings and
Services, respectively.
The percentages stated in this section are based on 1,925,758 Shares
reported by the Companies to be outstanding as of September 30, 2000 in the
Companies' Quarterly Report (Form 10-Q) filed November 13, 2000.
Each Reporting Person has sole power to vote, or direct the vote,
and to dispose of, or direct the disposition of, all Shares reported as
beneficially owned by it or him, except that Mr. Cooper, as President, a
Director and the holder of a majority of common stock of Services and 7.7%
stockholder of KC Holdings, may be deemed to have the power to direct the vote
or the disposition of all Shares reported as beneficially owned by Services and
KC Holdings.
Neither the filing of this statement nor any of its contents shall
be deemed to constitute an admission that any of the Reporting Persons is the
beneficial owner of any securities owned by the other Reporting Person, or that
such Reporting Persons constitute a "group" either for purposes of Section 13(d)
of the Securities Exchange Act of 1934, as amended, or for any other purpose,
and such beneficial ownership and "group" designation are expressly disclaimed.
Page 5 of 8
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SIGNATURE
After reasonable inquiry and the best of its knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
Kimco Realty Services, Inc.
By: /s/ Milton Cooper
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Name: Milton Cooper
Title: President
Dated: December 21, 2000
Page 6 of 8
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SIGNATURE
After reasonable inquiry and the best of its knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
KC Holdings, Inc.
By: /s/ Milton Cooper
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Name: Milton Cooper
Title: President
Dated: December 21, 2000
Page 7 of 8
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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.
/s/ Milton Cooper
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Milton Cooper
Dated December 21, 2000
Page 8 of 8
