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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) October 15, 1998
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BOETTCHER WESTERN PROPERTIES III LTD.
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(Exact name of Registrant as specified in its charter)
COLORADO 0-11502 84-0911344
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
77 West Wacker Drive Chicago, IL 60601
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(Address of principal executive office) (Zip code)
Registrant's telephone number, including area code (312) 574-6000
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N/A
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(Former name or former address, if changed since last report)
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Item 5. Other Events
On August 20, 1998, the Partnership distributed $599,940 to limited partners out
of existing Partnership cash reserves.
As previously reported, the Partnership had been in contact with the California
State Water Resources Control Board ("CSWRCB") regarding reimbursement for
environmental expenses incurred during its ownership of Venetian Square Shopping
Center.
On September 24, 1998 the Partnership received $208,366 in settlement of its
claim for reimbursement. The funds received from the CSWRCB and the remaining
Partnership cash reserves (after repayment of its outstanding liabilities) were
distributed to limited partners on October 15, 1998 as follows:
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<S> <C>
Funds received from CSWRCB $ 208,366
Cash reserves 292,124
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Total cash reserves 500,490
Less: Payable to Managing General Partner (204,718)
Final accounts payable (5,189)
Add: Negative capital account of Managing General Partner 98,378
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Net cash available for final distribution $ 388,961
Per Limited Partnership Unit $ 17.68
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Upon payment of the costs of liquidation, liabilities of the Partnership and the
final cash distribution to the Limited Partners, all assets of the Partnership
have been accounted for and reduced to cash and all liabilities of the
Partnership paid or otherwise provided for by the Partnership and the Managing
General Partner.
On October 23, 1998, the Managing General Partner filed a Certificate of
Cancellation of the Certificate of Limited Partnership of the Partnership with
the Colorado Secretary of State.
On October 27, 1998, the General Partner mailed this Form 8-K to all Limited
Partners and this Form 8-K shall constitute the statement to the Limited
Partners as required by Section XIII(3) of the Amended and Restated Partnership
Agreement of the Partnership. The Managing General Partner intends to file a
Form 15 (Certification and Notice of Termination of Registration Under Section
12(g) of the Securities and Exchange Act of 1934) with the Securities and
Exchange Commission on October 30, 1998.
The Partnership is now dissolved and all of its assets have been distributed in
liquidation and dissolution of the Partnership and liabilities of the
Partnership paid or otherwise provided for.
2
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Item 7. Financial Statements and Exhibits
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Exhibits
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10.19 Statement of Operations for the period from July 1, 1998 through
September 30, 1998
10.20 Statement of Operations for the period from October 1, 1997
through September 30, 1998
10.21 Statement of Cash Flows for the period from October 1, 1997
through September 30, 1998
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3
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SIGNATURE
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
BOETTCHER WESTERN PROPERTIES III LTD.
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(Registrant)
By: Boettcher Properties, Ltd.
Managing General Partner
By: BPL Holdings, Inc.
General Partner
Dated: October 27, 1998 By: /s/ Thomas M. Mansheim
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Treasurer; Principal Financial
and Accounting Officer of the
Partnership
4
<PAGE>
Exhibit 10.19
BOETTCHER WESTERN PROPERTIES III LTD.
(A Limited Partnership)
Statement of Operations
For the Period from July 1, 1998 through September 30, 1998
(Unaudited)
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<S> <C>
Revenue:
Rental income $ -
Tenant reimbursements for common area charges, insurance and taxes -
Other income 11,754
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11,754
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Expenses:
Interest, including amortization of debt discount and debt issuance costs -
Property taxes -
Fees and reimbursements to managing general partner -
Other management fees -
Repairs and maintenance -
Utilities -
Other administrative 8,464
Environmental costs (233,366)
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(224,902)
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Net earnings $ 236,656
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Net earnings per limited partnership unit
using the weighted average number of
limited partnership units outstanding
of 22,000 $ 10.76
=========
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Exhibit 10.20
BOETTCHER WESTERN PROPERTIES III LTD.
(A Limited Partnership)
Statement of Operations
For the Period from October 1, 1997 through September 30, 1998
(Unaudited)
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<S> <C>
Revenue:
Rental income $ 281,263
Tenant reimbursements for common area charges, insurance and taxes 98,998
Other income 69,115
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449,376
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Expenses:
Interest, including amortization of debt discount and debt issuance costs 112,913
Property taxes 19,111
Fees and reimbursements to managing general partner 31,960
Other management fees 18,667
Repairs and maintenance 42,565
Utilities 9,326
Other administrative 96,543
Environmental costs (225,182)
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105,903
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Operating income before gain on sale of real estate investments 343,473
Gain on sale of real estate investments 756,296
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Net earnings $1,099,769
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Net earnings per limited partnership unit using the weighted average
number of limited partnership units outstanding of 22,000 $ 49.99
==========
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Exhibit 10.21
BOETTCHER WESTERN PROPERTIES III LTD.
(A Limited Partnership)
Statements of Cash Flows
For the Period from October 1, 1997 through September 30, 1998
(unaudited)
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<S> <C>
Cash flows from operating activities:
Net earnings $ 1,099,769
Adjustments to reconcile net loss to
net cash provided by operating activities
Depreciation and amortization 2,500
Gain on sale of property (756,296)
Change in assets and liabilities:
Decrease in accounts receivable and other assets 172,824
Decrease in payable to managing general
partner relating to operations (74,688)
Decrease in accounts payable and accrued expenses (282,163)
Decrease in property taxes payable (21,238)
Decrease in tenants' deposits (36,638)
Decrease in unearned rental income (5,670)
Decrease in accrued interest payable -
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Net cash flows from (used by) operating activities 119,638
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Cash flows used by investing activities -
Proceeds from sale of property,
net of closing costs and other costs of sale 6,708,479
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Cash flows used in financing activities:
Payments to managing general partner (206,340)
Reductions in mortgage principal (3,188,615)
Distributions to limited partners (4,288,901)
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Net cash flows used in financing activities (7,683,856)
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Net decrease in cash and cash equivalents (855,739)
Cash and cash equivalents at October 1, 1997 855,739
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Cash and cash equivalents at September 30, 1998 $ -
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Supplemental disclosure of cash flow information:
Interest paid in cash during the period $ 112,913
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