SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________
AMENDMENT NO. 1 TO
STATEMENT ON SCHEDULE 14D-1
Amendment to Tender Offer Statement Pursuant To Section 14(d)(1) of
the Securities Exchange Act of 1934
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PS PARTNERS, LTD.
(Name of Subject Company)
_________________
Storage Equities, Inc.
(Bidder)
_________________
Units of Limited Partnership Interest
(Title of Class of Securities)
_________________
NONE
(CUSIP Number of Class of Securities)
_________________
DAVID GOLDBERG
Storage Equities, Inc.
600 North Brand Boulevard, Suite 300
Glendale, California 91203-1241
(818) 244-8080
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications on Behalf of Bidder)
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Item 11. Material to be filed as Exhibits.
---------------------------------
See Exhibit Index contained herein.
SIGNATURE
After reasonable inquiry and to the best of our knowledge and
belief, the undersigned certifies that the information set forth in this
statement is true, correct and complete.
Dated: February 13, 1995 STORAGE EQUITIES, INC.
By: /S/ HARVEY LENKIN
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Harvey Lenkin
President
Exhibit Index
Exhibit No.
a. 1 Offer to Purchase dated January 13, 1995. Previously
filed.
2 Letter of Transmittal. Previously filed.
3 Form of letters to Unitholders. Previously filed.
4 Supplement dated February 14, 1995. Attached hereto.
b. 1 Credit Agreement by and among the Company, Wells Fargo
Bank, National Association, as agent, and the financial
institutions party thereto dated as of September 2, 1994
(the "Credit Agreement"). Filed with the Company's Tender
Offer Statement on Schedule 14D-1 relating to PS Partners
II, Ltd. filed on September 26, 1994 and incorporated
herein by reference.
2 First Amendment to Credit Agreement dated as of December
22, 1994. Previously filed.
Supplement to Offer to Purchase for
Cash Limited Partnership Units of
PS Partners, Ltd. by Storage Equities, Inc.
The information contained in the Offer to Purchase dated January 13,
1995 is supplemented by the following:
Storage Equities, Inc.'s offer for limited partnership units in PS
Partners, Ltd. has been extended to 5:00 p.m. New York City time on
February 28, 1995. In the tender offer, approximately 11,261 units had
been tendered as of February 9, 1995.
Dated: February 14, 1995
