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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): May 3, 1996 (December 11,
1995)
BRESLER & REINER, INC.
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(Exact name of registrant as specified in its charter)
Delaware 0-6201 52-0903424
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
401 M Street, S.W., Waterside Mall, Washington, DC 20024
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (202) 488-8800
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Index to Exhibits begins on page 4.
Page 1 of 5 pages.
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Item 1. Changes in Control of Registrant.
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(b) On August 1, 1988, the Registrant entered into a Shareholders
Agreement (the "Agreement") with Charles S. Bresler, Chief Executive Officer and
Chairman of the Board of Directors of the Registrant, and Burton J. Reiner,
President and a director of the Registrant. The terms of the Agreement were
described in a report on Form 8-K filed by the Registrant on August 25, 1988.
On December 11, 1995, the parties to the Agreement entered into a
Termination Agreement, terminating the Agreement effective immediately.
Item 7. Financial Statements and Exhibits.
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(c) Exhibits. The Index to Exhibits begins on page 4.
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SIGNATURES
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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.
BRESLER & REINER, INC.
(Registrant)
By: /S/ Charles S. Bresler
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Charles S. Bresler,
Chief Executive Officer
DATE: May 3, 1996
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INDEX TO EXHIBITS
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Exhibit 28 - Additional Exhibits Page
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A. Termination Agreement by
and between Charles S. Bresler,
Burton J. Reiner and Bresler &
Reiner, Inc. dated December 11,
1995. 5
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TERMINATION AGREEMENT
AGREEMENT, dated this 11th day of December, 1995, by and among CHARLES S.
BRESLER ("Bresler"), BURTON J. REINER ("Reiner") and BRESLER & REINER, INC. (the
"Corporation").
W I T N E S S E T H
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WHEREAS, Bresler, Reiner and the Corporation are the parties to a
Shareholders Agreement dated August 11, 1988; and
WHEREAS, the parties hereto have determined that it no longer is in their
respective best interests to be subject to the provisions of the Shareholders
Agreement;
NOW, THEREFORE, the parties hereto, intending to be legally bound hereby,
agree as follows:
1. The Shareholders Agreement is hereby terminated, effective
immediately, and no party thereto shall have any further rights, privileges,
duties or obligations thereunder.
2. Bresler and Reiner shall be entitled to tender to the Corporation's
transfer agent certificates evidencing shares of the Corporation's common stock
bearing the restrictive endorsement required by Paragraph 12 of the Shareholders
Agreement in exchange for certificates without such endorsement, and the
Corporation shall instruct its transfer agent to issue such replacement
certificates.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day
and year first above written.
WITNESS:
/s/ Edwin Horowitz /s/ Charles S. Bresler
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Charles S. Bresler
/s/ Edwin Horowitz
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Burton J. Reiner
ATTEST: BRESLER & REINER, INC.
/s/ Edwin Horowitz /s/ Burton J. Reiner
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Edwin Horowitz, Secretary Burton J. Reiner, President
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