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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
September 18, 1998
Date of report (Date of earliest event reported)
PACIFIC REAL ESTATE INVESTMENT TRUST
(Exact Name of Registrant as Specified in Charter)
California 0-8725 94-1572930
(State or Other Jurisdiction (Commission (IRS Employer Identification
of Incorporation) File Number) No.)
1010 El Camino Real, Suite 210
Menlo Park, California 94025
(Address of Executive Offices)
(650) 327-7147
Registrant's telephone number, including area code
N/A
(Former Name or Former Address, If Changed Since Last Report)
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Item 2. ACQUISITION OR DISPOSITION OF ASSETS
At a Special Meeting of Shareholders in Lieu of the Annual Meeting of
Shareholders of Pacific Real Estate Investment Trust, a California real
estate investment trust ("PREIT"), held on February 4, 1998, the shareholders
of PREIT (the "Shareholders") voted in favor of a resolution approving the
dissolution of PREIT, the orderly liquidation of the balance of PREIT's
assets, and the distribution of the net proceeds to the Shareholders.
Pursuant to such approval by the Shareholders, PREIT entered into the
transactions described below.
PREIT is a general partner of Kingsco, a California general partnership
("Kingsco"). On August 24, 1998, Kingsco assigned to PREIT and the other
general partners of Kingsco, as tenants in common, all its right, title and
interest, claim and estate in and to that certain Amended and Restated Lease
dated February 1, 1982 between Kingsco and Carolyn Sue Jett, Trustee of the
Carolyn Sue Jett Revocable Trust, Richard C. Conger and Ester R. Rice,
Trustee of the Esther R. Rice Revocable Trust (collectively, the "Landlord")
as amended by: (i) that certain First Amendment to the Amended and Restated
Lease Dated February 1, 1982 between Landlord and Kingsco dated effective
August 30, 1982; and (ii) that certain Second Amendment to Amended and
Restated Lease Dated February 1, 1992 between Landlord and Kingsco dated June
1, 1994, and as evidenced by that certain Short Form Lease recorded December
13, 1982 in Book H200, page 244 of the Official Records of Santa Clara
County, California and re-recorded February 2, 1983 in Book H317, page 491 of
the Official Records of Santa Clara County, California (collectively referred
to herein as the "LEASE"). Immediately subsequent to the foregoing transfer,
PREIT transferred to Federal Realty Partners, L.P., a Delaware limited
partnership, all of its right title and interest in and to the Lease in
exchange for the consideration of the purchase price in the amount of Four
Million Two Hundred Sixty Thousand Dollars ($4,260,000) (the "Purchase
Price"). In determining the Purchase Price, the parties to the
above-referenced transfer estimated the income stream from future rents
payable on the Lease.
On May 5, 1998, PREIT transferred to Edward Margherlo certain real
property located in San Pablo, California, described as Parcel C, as shown on
the Map of MS 776-86, filed February 27, 1987, Book 126 of Parcel Maps, Page
36, Contra Costa County Records, for consideration in the amount of $40,000.
The consideration was determined based on residual land value, access to the
land and certain other factors.
On August 14, 1998, PREIT assigned to Neptune Investment Company a Note
Receivable, for consideration in the amount of $145,000. The consideration
was determined based on negotiations between the parties and certain
valuations by Deloitte & Touche in 1991.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
PREIT has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: September 18, 1998
PACIFIC REAL ESTATE INVESTMENT TRUST
By: /s/ Robert C. Gould
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Robert C. Gould, Vice President