KRUPP REALTY LTD PARTNERSHIP IV
SC 13D/A, 1997-04-28
REAL ESTATE
Previous: PRUCO LIFE VARIABLE INSURANCE ACCOUNT, NSAR-U/A, 1997-04-28
Next: ALPHA TECHNOLOGIES GROUP INC, 11-K, 1997-04-28



      CUSIP No. Not Applicable



                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  SCHEDULE 13D
                                 (RULE 13D-101)

                 UNDER THE SECURITIES AND EXCHANGE ACT OF 1934
                               (AMENDMENT NO. 1)*

                      Krupp Realty Limited Partnership IV
                                (Name of issuer)

                           Limited Partnership Units
                         (Title of class of securities)

                                 Not Applicable
                                 (CUSIP number)

                              Eggert Dagbjartsson
           c/o Equity Resources Group, Incorporated, 14 Story Street,
                 Cambridge, Massachusetts 02138 (617) 876-4800
                 (Name, address and telephone number of person
               authorized to receive notices and communications)

                                 APRIL 14, 1997
            (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 [  ].

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).

                        (Continued on following page(s))



<PAGE>


1.    NAMES AND IDENTIFICATION NO. OF REPORTING PERSONS:
      Equity Resources Group, Incorporated                I.R.S.# 04-2723870
      Equity Resource Cambridge Fund Limited Partnership  I.R.S.# 04-3189039
      Equity Resource General Fund Limited Partnership    I.R.S.# 04-3012717
      Equity Resource Fund XVI Limited Partnership        I.R.S.# 04-3223091
      Equity Resource Fund XVII Limited Partnership       I.R.S.# 04-3274114
      Equity Resource Fund XIX Limited Partnership        I.R.S.# 04-3315135
      James E. Brooks
      Mark S. Thompson
      Eggert Dagbjartsson

2.    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
                                                                    (A)  [  ]
                                                                    (B)  [  ]
3.    SEC USE ONLY


4.    SOURCE OF FUNDS (SEE INSTRUCTIONS)
                                 WC $303,954.50

5.    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
      ITEMS 2(D) OR 2(E)                                              [  ]


6.    CITIZENSHIP OR PLACE OF ORGANIZATION
      Equity Resources Group, Incorporated is a Massachusetts corporation.
      Equity Resource Cambridge Fund Limited Partnership is a Massachusetts
      limited partnership.
      Equity Resource General Fund Limited Partnership is a Massachusetts
      limited partnership.
      Equity Resource Fund XVI Limited Partnership is a Massachusetts
      limited partnership.
      Equity Resource Fund XVII Limited Partnership is a Massachusetts
      limited partnership.
      Equity Resource Fund XIX Limited Partnership is a Massachusetts
      limited partnership.
      James E. Brooks is a United States citizen.
      Mark S. Thompson is a United States citizen.
      Eggert Dagbjartsson is a United States citizen.

NUMBER  OF SHARES  BENEFICIALLY  OWNED BY EACH  REPORTING  PERSON
WITH:
      7.   SOLE VOTING POWER
           None


<PAGE>


      8.   SHARED VOTING POWER
           160 Units are held by Equity Resource Cambridge Fund Limited
           Partnership, a Massachusetts limited partnership, of which Equity
           Resources Group, Incorporated, James E. Books, Eggert Dagbjartsson
           and Mark S. Thompson are the general partners (the "Cambridge Fund
           General Partners"). Voting power with respect to such Units is
           shared by the Cambridge Fund General Partners as reporting persons
           in their capacities as general partners of such limited partnership.

           20 Units are held by Equity Resource General Fund Limited
           Partnership, a Massachusetts limited partnership, of which Equity
           Resources Group, Incorporated, James E. Books, Eggert Dagbjartsson
           and Mark S. Thompson are the general partners (the "General Fund
           General Partners"). Voting power with respect to such Units is
           shared by the General Fund General Partners as reporting persons in
           their capacities as general partners of such limited partnership.

           419 Units are held by Equity Resource Fund XVI Limited Partnership,
           a Massachusetts limited partnership, of which Equity Resources
           Group, Incorporated and Mark S. Thompson are the general partners
           (the "Fund XVI General Partners"). Voting power with respect to such
           Units is shared by the Fund XVI General Partners as reporting
           persons in their capacities as general partners of such limited
           partnership.

           894.5 Units are held by Equity Resource Fund XVII Limited
           Partnership, a Massachusetts limited partnership, of which Equity
           Resources Group, Incorporated and Eggert Dagbjartsson are the
           general partners (the "Fund XVII General Partners"). Voting power
           with respect to such Unit is shared by the Fund XVII General
           Partners as reporting persons in their capacities as general
           partners of such limited partnership.

           211 Units are held by Equity Resource Fund XIX Limited Partnership,
           a Massachusetts limited partnership, of which Equity Resources
           Group, Incorporated and Eggert Dagbjartsson are the general partners
           (the "Fund XIX General Partners"). Voting power with respect to such
           Units is shared by the Fund XIX General Partners as reporting
           persons in their capacities as general partners of such limited
           partnership.

           See Item 2 below for other required information.
      9.   SOLE DISPOSITIVE POWER
           None


<PAGE>


      10.  SHARED DISPOSITIVE POWER
           160 Units are held by Equity Resource Cambridge Fund Limited
           Partnership, a Massachusetts limited partnership. Dispositive power
           with respect to such Units is shared by the Cambridge Fund General
           Partners as reporting persons in their capacities as general
           partners of such limited partnership.

           20 Units are held by Equity Resource General Fund Limited
           Partnership, a Massachusetts limited partnership. Dispositive power
           with respect to such Units is shared by the General Fund General
           Partners as reporting persons in their capacities as general
           partners of such limited partnership.

           419 Units are held by Equity Resource Fund XVI Limited Partnership,
           a Massachusetts limited partnership. Dispositive power with respect
           to such Units is shared by the Fund XVI General Partners as
           reporting persons in their capacities as general partners of such
           limited partnership.

           894.5 Units are held by Equity Resource Fund XVII Limited
           Partnership, a Massachusetts limited partnership. Dispositive power
           with respect to such Units is shared by the Fund XVII General
           Partners as reporting persons in their capacities as general
           partners of such limited partnership.

           211 Units are held by Equity Resource Fund XIX Limited Partnership,
           a Massachusetts limited partnership. Dispositive power with respect
           to such Units is shared by the Fund XIX General Partners as
           reporting persons in their capacities as general partners of such
           limited partnership.

           See Item 2 below for other required information.
11.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
      160 Units are held by Equity Resource Cambridge Fund Limited Partnership,
      a Massachusetts limited partnership, of which the reporting persons
      Equity Resources Group, Incorporated, James E. Books, Eggert Dagbjartsson
      and Mark S. Thompson are the general partners.

      20 Units are held by Equity Resource General Fund Limited Partnership, a
      Massachusetts limited partnership, of which the reporting persons Equity
      Resources Group, Incorporated, James E. Books, Eggert Dagbjartsson and
      Mark S. Thompson are the general partners.

      419 Units are held by Equity Resource Fund XVI Limited Partnership, a
      Massachusetts limited partnership, of which the reporting persons Equity
      Resources Group, Incorporated and Mark S. Thompson are the general
      partners.
<PAGE>

      894.5 Units are held by Equity Resource Fund XVII Limited Partnership, a
      Massachusetts limited partnership, of which the reporting persons Equity
      Resources Group, Incorporated and Eggert Dagbjartsson are the general
      partners.

      211 Units are held by Equity Resource Fund XIX Limited Partnership, a
      Massachusetts limited partnership, of which the reporting persons Equity
      Resources Group, Incorporated and Eggert Dagbjartsson are the general
      partners.

      See Item 2 below for other required information.
12.   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
      SHARES(SEE INSTRUCTIONS)                                  [   ]

13.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.5% are held by
      Equity Resource Cambridge Fund Limited Partnership, a Massachusetts
      limited partnership, of which the reporting persons Equity Resources
      Group, Incorporated, James E. Books, Eggert Dagbjartsson and Mark S.
      Thompson are the general partners.

      0.1% are held by Equity Resource General Fund Limited Partnership, a
      Massachusetts limited partnership, of which the reporting persons Equity
      Resources Group, Incorporated, James E. Books, Eggert Dagbjartsson and
      Mark S. Thompson are the general partners.

      1.4% are held by Equity Resource Fund XVI Limited Partnership, a
      Massachusetts limited partnership, of which the reporting persons Equity
      Resources Group, Incorporated and Mark S. Thompson are the general
      partners.

      3.0% are held by Equity Resource Fund XVII Limited Partnership, a
      Massachusetts limited partnership, of which the reporting persons Equity
      Resources Group, Incorporated and Eggert Dagbjartsson are the general
      partners.

      0.7% are held by Equity Resource Fund XIX Limited Partnership, a
      Massachusetts limited partnership, of which the reporting persons Equity
      Resources Group, Incorporated and Eggert Dagbjartsson are the general
      partners

      See Item 2 below for other required information.



<PAGE>


14.   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
      Equity Resources Group, Incorporated                    CO
      Equity Resource Cambridge Fund Limited Partnership      PN
      Equity Resource General Fund Limited Partnership        PN
      Equity Resource Fund XVI Limited Partnership            PN
      Equity Resource Fund XVII Limited Partnership           PN
      Equity Resource Fund XIX Limited Partnership            PN
      James E. Brooks                                         IN
      Mark S. Thompson                                        IN
      Eggert Dagbjartsson                                     IN


Item 1.  Security and Issuer.

      This statement relates to certain limited partnership units (the "Units")
of Krupp Realty Limited Partnership IV, a Massachusetts limited partnership
with its principal executive office at c/o The Berkshire Group, 470 Atlantic
Avenue, Boston, MA 02210.

Item 2.  Identity and Background.

     (a) The names of the persons filing this statement are Equity Resources
Group, Incorporated, a Massachusetts corporation, Equity Resource Cambridge
Fund Limited Partnership, a Massachusetts limited partnership, Equity Resource
General Fund Limited Partnership, a Massachusetts limited partnership, Equity
Resource Fund XVI Limited Partnership, a Massachusetts limited partnership,
Equity Resource Fund XVII Limited Partnership, a Massachusetts limited
partnership, Equity Resource Fund XIX Limited Partnership, a Massachusetts
limited partnership, James E. Brooks, Mark S. Thompson, and Eggert
Dagbjartsson, respectively. Equity Resources Group, Incorporated, James E.
Brooks, Mark S. Thompson and Eggert Dagbjartsson are the general partners of
Equity Resource Cambridge Fund Limited Partnership and Equity Resource General
Fund Limited Partnership. Equity Resources Group, Incorporated and Mark S.
Thompson are the general partners of Equity Resource Fund XVI Limited
Partnership. Equity Resources Group, Incorporated and Eggert Dagbjartsson are
the general partners of Equity Resource Fund XVII Limited Partnership and
Equity Resource Fund XIX Limited Partnership. This statement on Schedule 13D is
filed on behalf of all such reporting persons. The executive officers and
directors of Equity Resources Group, Incorporated are James E. Brooks, Chairman
of the Board of Directors and Director, Mark S. Thompson, President and
Director, and Eggert Dagbjartsson, Executive Vice President and Director.

     (b) The business address of each of Equity Resources Group, Incorporated,
Equity Resource Cambridge Fund Limited Partnership, Equity Resource General
Fund Limited Partnership, Equity Resource Fund XVI Limited Partnership, Equity

<PAGE>

Resource Fund XVII Limited Partnership, Mark S. Thompson, James E. Brooks, and
Eggert Dagbjartsson, respectively, is 14 Story Street, Cambridge, Massachusetts
02138.

     (c) Each of the limited partnership reporting persons is a Massachusetts
limited partnership formed to acquire and hold interests in other limited
partnerships involved in all facets of the real estate business as long-term
investments with a view to long-term appreciation and not to resale. Mr.
Brooks' principal occupation is Chairman of the Board of Directors of Equity
Resources Group, Incorporated. Mr. Thompson's principal occupation is President
of Equity Resources Group, Incorporated. Mr. Dagbjartsson's principal
occupation is Executive Vice President of Equity Resources Group, Incorporated.

     (d) During the past five years, none of Equity Resources Group,
Incorporated, Equity Resource Cambridge Fund Limited Partnership, Equity
Resource General Fund Limited Partnership, Equity Resource Fund XVI Limited
Partnership, Equity Resource Fund XVII Limited Partnership, Mark S. Thompson,
James E. Brooks, and Eggert Dagbjartsson, respectively, has been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors).

     (e) During the past five years, none of Equity Resources Group,
Incorporated, Equity Resource Cambridge Fund Limited Partnership, Equity
Resource General Fund Limited Partnership, Equity Resource Fund XVI Limited
Partnership, Equity Resource Fund XVII Limited Partnership, Mark S. Thompson,
James E. Brooks, and Eggert Dagbjartsson, respectively, has been a party to a
civil proceeding of a judicial or administrative body of competent jurisdiction
as a result of which such person was subject to a judgment, decree or final
order enjoining future violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding any violation with
respect to such laws.

     (f) Each of the limited partnership reporting persons is a Massachusetts
limited partnership. Mark S. Thompson, James E. Brooks, and Eggert Dagbjartsson
are citizens of the United States. Equity Resources Group, Incorporated is a
Massachusetts corporation.

Item 3.  Source and Amount of Funds or Other Consideration.

     Equity Resource Cambridge Fund Limited Partnership, Equity Resource
General Fund Limited Partnership, Equity Resource Fund XVI Limited Partnership,
Equity Resource Fund XVII Limited Partnership and Equity Resource Fund XIX
Limited Partnership, respectively, purchased the Units hereby reported for an
aggregate of $303,954.50 cash. The source of such funds was the working capital
of these respective limited partnerships.

Item 4.  Purpose of Transaction.

     Equity Resource Cambridge Fund Limited Partnership, Equity Resource
General Fund Limited Partnership, Equity Resource Fund XVI Limited Partnership,
Equity Resource Fund XVII Limited Partnership and Equity Resource Fund XIX

<PAGE>

Limited Partnership, respectively, acquired the Units for investment purposes
and none of such limited partnerships, or any of the reporting persons has any
present plans or proposals that relate to or would result in any of the actions
described in Item 4(a)-(j) of the instructions to Schedule 13D.

Item 5.  Interest in Securities of the Issuer.

     (a) Equity Resource Cambridge Fund Limited Partnership, Equity Resource
General Fund Limited Partnership, Equity Resource Fund XVI Limited Partnership,
Equity Resource Fund XVII Limited Partnership, Equity Resource Fund XIX Limited
Partnership and Equity Resources Group, Incorporated, James E. Brooks, Mark S.
Thompson and Eggert Dagbjartsson, in their capacities as general partners of
each of Equity Resource Cambridge Fund Limited Partnership, Equity Resource
General Fund Limited Partnership, Equity Resource Fund XVI Limited Partnership,
Equity Resource Fund XVII Limited Partnership and Equity Resource Fund XIX
Limited Partnership, respectively, beneficially own an aggregate of 1,704.5
Units, representing 5.68% of the Units presently outstanding (the percentages
reported in Item 13 do not cumulate to 5.68% because of rounding done pursuant
to the instructions to Schedule 13D). Equity Resources Group, Incorporated,
James E. Brooks, Mark S. Thompson and Eggert Dagbjartsson hereby expressly
declare that the filing of this statement shall not be construed as an
admission that any of them are, individually, for purposes of Section 13(d) of
the Act, the beneficial owner of such securities covered by the statement.

     (b) Equity Resources Group, Incorporated, James E. Brooks, Mark S.
Thompson and Eggert Dagbjartsson, in their capacities as general partners of
each of Equity Resource Cambridge Fund Limited Partnership, Equity Resource
General Fund Limited Partnership, Equity Resource Fund XVI Limited Partnership,
Equity Resource Fund XVII Limited Partnership and Equity Resource Fund XIX
Limited Partnership, respectively, share the power to vote or direct the vote
and to dispose of or direct the disposition of all of the 1,704.5 Units
referred to in Item 5(a). See Item 2 above for other required information.

     (c) Not applicable.

     (d) Not applicable.

     (e) Not applicable.

Item 6.  Contracts, Arrangements, Understandings or Relationships With
         Respect to Securities of the Issuer.

         None.



<PAGE>


Item 7.   Material to be Filed as Exhibits.

          Exhibit 7.1 Agreement dated as of April 14, 1997 between Equity
          Resources Group, Incorporated, Equity Resource Cambridge Fund
          Limited Partnership, Equity Resource General Fund Limited
          Partnership, Equity Resource Brattle Fund Limited Partnership,
          Equity Resource Fund XVI Limited Partnership, Equity Resource Fund
          XVII Limited Partnership, Equity Resource Fund XIX Limited
          Partnership, James E. Brooks, Mark S. Thompson and Eggert
          Dagbjartsson with respect to the filing of this statement on
          Schedule 13D.

                                   SIGNATURES

     After reasonable inquiry and to the best of my knowledge and belief, each
of the undersigned certifies that the information set forth in this Statement
is true, complete, and correct.

       4/21/97
      ------------------                  ------------------
      (Date)                                   (Date)


EQUITY RESOURCES GROUP,
INCORPORATED


By: /s/ Eggert Dagbjartsson              /s/ Mark S. Thompson, Attorney in Fact
    -----------------------              --------------------
    Eggert Dagbjartsson                  James E. Brooks, individually
    Executive Vice President



EQUITY RESOURCE GENERAL                  /a/ Mark S. Thompson
FUND LIMITED PARTNERSHIP                 ---------------------
                                         Mark S. Thompson, individually


By:  EQUITY RESOURCES GROUP,              
     INCORPORATED                          
     as general partner                     


     By: /s/ Eggert Dagbjartsson         /s/ Eggert Dagbjartsson
         Eggert Dagbjartsson             Eggert Dagbjartsson, individually
         Executive Vice President        
<PAGE>


EQUITY RESOURCE CAMBRIDGE                 EQUITY RESOURCE FUND XVI
FUND LIMITED PARTNERSHIP                  LIMITED PARTNERSHIP


By:  EQUITY RESOURCES GROUP,              By: EQUITY RESOURCES GROUP,
     INCORPORATED                             INCORPORATED
     as general partner                       as general partner


     By:  /s/ Eggert Dagbjartsson         By: /s/ Eggert Dagbjartsson
          -----------------------             -----------------------
          Eggert Dagbjartsson                 Eggert Dagbjartsson
          Executive Vice President            Executive Vice President



EQUITY RESOURCES FUND XVII                EQUITY RESOURCES FUND XIX
LIMITED PARTNERSHIP                       LIMITED PARTNERSHIP
       
    
By:  EQUITY RESOURCES GROUP,              By: EQUITY RESOURCES GROUP,
     INCORPORATED                             INCORPORATED
     as general partner                       as general partner


     By:  /s/ Eggert Dagbjartsson         By: /s/ Eggert Dagbjartsson
          -----------------------             -----------------------
          Eggert Dagbjartsson                 Eggert Dagbjartsson
          Executive Vice President            Executive Vice President




<PAGE>


                                                                    EXHIBIT 7.1
                                   AGREEMENT


     This Agreement dated as of April 14, 1997 is by and among Equity Resources
Group, Incorporated, a Massachusetts corporation, James E. Brooks, Mark S.
Thompson and Eggert Dagbjartsson, each an individual and each of the limited
partnerships listed on the signature pages hereto (the "Limited Partnerships").

     Each of the Limited Partnerships may be required to file with the United
States Securities and Exchange Commission a statement on Schedule 13D with
respect to an aggregate of 1,704.50 units (the "Units") of limited partnership
interest in Krupp Realty Limited Partnership IV, a Massachusetts limited
partnership, held by Equity Resource Cambridge Fund Limited Partnership, Equity
Resource General Fund Limited Partnership, Equity Resource Fund XVI Limited
Partnership, Equity Resource Fund XVII Limited Partnership and Equity Resource
Fund XIX Limited Partnership, collectively. Equity Resources Group,
Incorporated, James E. Brooks, Mark S. Thompson and Eggert Dagbjartsson may be
required to file by reason of the respective parties being the general partners
of each of Equity Resource Cambridge Fund Limited Partnership, Equity Resource
General Fund Limited Partnership, Equity Resource Fund XVI Limited Partnership,
Equity Resource Fund XVII Limited Partnership and Equity Resource Fund XIX
Limited Partnership, as the case may be.

     Pursuant to Rule 13(d)(1) promulgated under the Securities Exchange Act of
1934, as amended, the parties hereby agree to file a single statement on
Schedule 13D on behalf of each of the parties, and hereby further agree to file
this Agreement as an exhibit to such statement, as required by such rule.

     Executed and delivered as of the date first above written.

EQUITY RESOURCES GROUP,
INCORPORATED


By: /s/ Eggert Dagbjartsson             /s/ Mark S. Thompason, Attorney in Fact
    Eggert Dagbjartsson                 James E. Brooks, individually
    Executive Vice President

<PAGE>

EQUITY RESOURCE GENERAL                 /s/ Mark S. Thompson 
FUND LIMITED PARTNERSHIP                --------------------
                                        Mark S. Thompson, individually


By:  EQUITY RESOURCES GROUP,              
     INCORPORATED                            
     as general partner                       


     By: /s/ Eggert Dagbjartsson         /s/ Eggert Dagbjartsson
         -----------------------         -----------------------
         Eggert Dagbjartsson             Eggert Dagbjartsson, individually
         Executive Vice President        


EQUITY RESOURCE CAMBRIDGE                 EQUITY RESOURCE FUND XVI
FUND LIMITED PARTNERSHIP                  FUND LIMITED PARTNERSHIP


By:  EQUITY RESOURCES GROUP,              By: EQUITY RESOURCES GROUP,
     INCORPORATED                             INCORPORATED
     as general partner                       as general partner


     By:  /s/ Eggert Dagbjartsson         By: /s/ Eggert Dagbjartsson
          -----------------------             -----------------------
          Eggert Dagbjartsson                 Eggert Dagbjartsson
          Executive Vice President            Executive Vice President



EQUITY RESOURCE FUND XVII                 EQUITY RESOURCE FUND XIX
LIMITED PARTNERSHIP                       LIMITED PARTNERSHIP
       
    
By:  EQUITY RESOURCES GROUP,              By: EQUITY RESOURCES GROUP,
     INCORPORATED                             INCORPORATED
     as general partner                       as general partner


     By:  /s/ Eggert Dagbjartsson         By: /s/ Eggert Dagbjartsson
          -----------------------             -----------------------
          Eggert Dagbjartsson                 Eggert Dagbjartsson
          Executive Vice President            Executive Vice President






© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission