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<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 9)*
LNH REIT, INC.
-----------------------------------------------------------------------
(Name of Issuer)
Common Stock, $.50 par value per share
-----------------------------------------------------------------------
(Title of Class of Securities)
501620108000
------------------------------------------
(CUSIP Number)
N. Keith McKey
300 One Jackson Place, 188 East Capitol Street
Jackson, Mississippi 39201; (601) 948-4091
-----------------------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
April 3, 1995
-------------------------------------------------
(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 the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box / /.
Check the following box if a fee is being paid with the statement / /. (A fee
is not required only if the reporting person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are to
be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
This Document contains 9 Pages.
<PAGE> 2
CUSIP No. 501620108000 SCHEDULE 13D Page 2 of 9 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
EastGroup Properties
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [x]
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
Maryland
<TABLE>
<S> <C>
NUMBER OF
SHARES 7 SOLE VOTING POWER
BENEFICIALLY
OWNED BY 515,200
EACH
REPORTING 8 SHARED VOTING POWER
PERSON WITH
-0-
9 SOLE DISPOSITIVE POWER
515,200
10 SHARED DISPOSITIVE POWER
-0-
</TABLE>
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
515,200
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.42%
14 TYPE OF REPORTING PERSON*
00
* SEE INSTRUCTIONS BEFORE FILLING OUT
<PAGE> 3
CUSIP No. 501620108000 SCHEDULE 13D Page 3 of 9 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Walker Investments, L.P.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [x]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Mississippi
<TABLE>
<S> <C>
NUMBER OF
SHARES 7 SOLE VOTING POWER
BENEFICIALLY
OWNED BY -0-
EACH
REPORTING 8 SHARED VOTING POWER
PERSON WITH
-0-
9 SOLE DISPOSITIVE POWER
-0-
10 SHARED DISPOSITIVE POWER
-0-
</TABLE>
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0-
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
-0-
14 TYPE OF REPORTING PERSON*
PN
* SEE INSTRUCTIONS BEFORE FILLING OUT
<PAGE> 4
CUSIP No. 501620108000 SCHEDULE 13D Page 4 of 9 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Walker Foundation
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [x]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Mississippi
<TABLE>
<S> <C>
NUMBER OF
SHARES 7 SOLE VOTING POWER
BENEFICIALLY
OWNED BY -0-
EACH
REPORTING 8 SHARED VOTING POWER
PERSON WITH
-0-
9 SOLE DISPOSITIVE POWER
-0-
10 SHARED DISPOSITIVE POWER
-0-
</TABLE>
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0-
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
-0-
14 TYPE OF REPORTING PERSON*
00
* SEE INSTRUCTIONS BEFORE FILLING OUT
<PAGE> 5
AMENDMENT NO. 9
TO
SCHEDULE 13D
LNH REIT, INC.
-------------
The Statement on Schedule 13D with respect to the shares of
common stock, $.50 par value per share ("Shares"), of LNH REIT, Inc., a
Maryland corporation (the "Issuer"), filed with the Securities and Exchange
Commission by EastGroup Properties ("EastGroup"), Walker Foundation
("Foundation") and Walker Investments, L.P. ("Investments"), as amended by
Amendments 1 through 8 (the "Schedule 13D"), is hereby further amended as
follows:
ITEM 2. Identity and Background.
-----------------------
[Item 2 of the Schedule 13D is hereby amended by the addition
of the following:]
As a result of the closing (on April 3, 1995) of the
transactions described in Amendment No. 8 to Schedule 13D,
Investments and Foundation are no longer persons filing this
Schedule 13D.
ITEM 3. Source and Amount of Funds or Other Consideration.
--------------------------------------------------
[Item 3 of the Schedule 13D is hereby amended to read in its
entirety as follows:]
As a result of the closing of the transactions on April 3,
1995 under the Purchase Agreement dated March 24, 1995 by and
among Investments, Foundation, Walker Managers, L.P.
("WMLP"), EastGroup and EGP Managers Inc. ("Managers") (the
"Purchase Agreement"), EastGroup purchased 267,300 Shares from
Investments for an aggregate purchase price of $2,004,750 and
116,475 Shares from Foundation for an aggregate purchase price
of $873,562.50. The source of the funds was a loan in the
principal amount of $3,000,000 obtained from Deposit Guaranty
National Bank, Jackson, Mississippi, which bears interest at
the prime rate and has a maturity of one year.
Page 5 of 9 Pages
<PAGE> 6
ITEM 4. Purpose of Transaction.
----------------------
[Item 4 of the Schedule 13D is hereby amended by the addition
of the following:]
The closing of the transactions described in
Amendment No. 8 to Schedule 13D and Item 3 hereof took place
on April 3, 1995.
ITEM 5. Interest in Securities of Issuer.
--------------------------------
[Item 5 of the Schedule 13D is hereby amended by the addition
of the following:]
EastGroup beneficially owns 515,200 Shares, 23.42% of the
outstanding Shares. EastGroup has sole voting and investment
power with respect to these Shares.
Page 6 of 9 Pages
<PAGE> 7
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.
DATED: April 4, 1995
EASTGROUP PROPERTIES
By: /s/ David H. Hoster II
_______________________________________
David H. Hoster II
President
Page 7 of 9 Pages
<PAGE> 8
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.
DATED: April 4, 1995
WALKER FOUNDATION
By: /s/ Leigh B. Allen, III
_______________________________
Leigh B. Allen, III
Secretary
Page 8 of 9 Pages
<PAGE> 9
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.
DATED: April 4, 1995
WALKER INVESTMENTS, L.P.
By: Billco, Inc., General Partner
By: /s/ Leigh B. Allen, III
_______________________________
Leigh B. Allen, III
Secretary
Page 9 of 9 Pages
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