NOONEY REAL PROPERTY INVESTORS FOUR L P
DFAN14A, 1999-08-26
REAL ESTATE
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                            SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
                                (Amendment No. )

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                   Nooney Real Property Investors-Four, L. P.
                (Name of Registrant as Specified in Its Charter)

                           Millenium Investors 2, LLC
                   (Name of Person(s) Filing Proxy Statement)

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<PAGE>
                             YOUR VOTE IS NEEDED TO
                     DETERMINE THE FUTURE OF YOUR INVESTMENT
                                       In
                   NOONEY REAL PROPERTY INVESTORS-FOUR, L. P.,
               a Missouri limited partnership (the "Partnership")


         On October 31, 1997, the original  general partners of your Partnership
sold out their  interests as general  partners and sold off Nooney Capital Corp.
(the managing  general partner of the  Partnership)  to S-P Properties,  Inc., a
California  corporation  which is a  wholly-owned  subsidiary of CGS Real Estate
Company, Inc., a Texas corporation ("CGS").

     The original general partners got cashed out of the Partnership!  When will
you?

     An  affiliate  of  CGS  was  supposedly  going  to  buy  the  Partnership's
properties,  for $1,000,000 less than another offer, but the CGS affiliate never
put up any earnest money and the contracts  were declared "null and void" in the
last quarterly  report.  Will the properties ever be sold? The Limited  Partners
are told only that the "general  partner is now  re-evaluating  several  options
regarding the sale of the properties and  liquidation  of the  partnership."  On
June 25,  1999,  a lawsuit  was  filed  against  the  managing  general  partner
regarding  the  attempted  sale of the  properties.  It is unlikely  the current
general  partners  will  cause  the  Partnership  to  sell  the  properties  and
distribute the proceeds until the lawsuit is resolved.  Is this the way you want
your Partnership managed?

     You have an  opportunity  to exercise  your rights as a Limited  Partner to
remove the current general partners,  and replace them with Millenium  Investors
2, LLC  ("Millenium").  Millenium  has  affiliates  that own 668  (4.9%)  of the
Partnership  units. CGS and its affiliates own no Partnership  units.  Like you,
Millenium  wants to see the  Partnership's  properties sold at the best possible
price as soon as possible,  so the  Partnership  can distribute the proceeds and
liquidate.

     Millenium must receive votes from Limited Partners  representing a majority
of the Partnership  units. Not voting is the same as voting against  Millenium's
proposals  to  replace  the  current  general  partners  and  to  liquidate  the
Partnership.  We  believe  many  Limited  Partners  are in favor of  Millenium's
proposals, but have not yet voted.

            Be sure your vote is counted the way you want it to be.

     We have extended the voting deadline to September 29, 1999 so you can still
vote.  Please sign, date and return the enclosed Consent of Limited Partner form
as  promptly  as possible in the  enclosed,  prepaid  envelope.  If you have any
questions, please do not hesitate to contact us.


                           MILLENIUM INVESTORS 2, LLC
                     199 South Los Robles Avenue, Suite 440
                           Pasadena, California 91101

                        (800) 611-4613 or (626) 585-5920



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