PRUDENTIAL ACQUISITION FUND I LP
8-K, 1997-08-11
OPERATORS OF NONRESIDENTIAL BUILDINGS
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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): August 11, 1997
 
                        Commission file number: 0-12045
 
                      PRUDENTIAL ACQUISITION FUND I, L.P.
- --------------------------------------------------------------------------------
             (Exact name of Registrant as specified in its charter)
 
Delaware                                        13-3173903
- --------------------------------------------------------------------------------
(State or other jurisdiction of                 (I.R.S. Employer Identification
incorporation or organization)                     No.)
 
One Seaport Plaza, New York, New York           10292-0128
- --------------------------------------------------------------------------------
(Address of principal executive offices)        (Zip Code)
 
Registrant's telephone number, including area code (212) 214-1016
 
                                      N/A
- --------------------------------------------------------------------------------
   Former name, former address and former fiscal year, if changed since last
                                    report.
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Item 5. Other Events.
 
   Prudential Realty Partnerships, Inc. and Prudential-Bache Properties, Inc.,
as general partners of Prudential Acquisition Fund I, L.P. ('the Partnership'),
have completed the liquidation of the Partnership's remaining assets. On August
11, 1997, the Partnership made final liquidating distributions to the limited
partners in amounts ranging from $17.07 per Unit to $21.55 per Unit,
representing the remaining cash of the Partnership following the payment of its
remaining liabilities. The amount of the final liquidating distribution to each
limited partner was dependent upon the date the limited partner was admitted to
the Partnership. As the distribution of these amounts to the limited partners of
the Partnership represented the final step in the liquidation of the
Partnership, the general partners terminated the Partnership effective August
11, 1997.
 
Item 7. Financial Statements and Exhibits.
 
   (c)(1) Letter to Limited Partners of Prudential Acquisition Fund I, L.P.
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                                         2
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                                   SIGNATURES
 
   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.
 
Prudential Acquisition Fund I, L.P.
a Delaware Limited Partnership
(Registrant)
 
<TABLE>
<S>                                                                      <C>
By: Prudential Realty Partnerships, Inc.
    General Partner
 
     By: /s/ Kevin R. Smith                                              Date: August 11, 1997
     -----------------------------------------------------------------
     Kevin R. Smith
     Vice President
 
By: Prudential-Bache Properties, Inc.
    General Partner
 
     By: /s/ Eugene D. Burak                                             Date: August 11, 1997
     -----------------------------------------------------------------
     Eugene D. Burak
     Vice President
</TABLE>

                                         3

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                      Prudential Acquisition Fund I, L.P.
 
                                                                     August 1997
 
To our Limited Partners:
 
   As you know, the Limited Partners of Prudential Acquisition Fund I, L.P. (the
'Partnership') previously approved a plan of sale and liquidation, pursuant to
the Consent Solicitation Statement dated January 26, 1996, providing for the
sale of the Partnership's assets, the liquidation of its liabilities and the
distribution of its remaining funds in accordance with the Partnership
Agreement.
 
   The General Partners distributed substantially all of the Partnership's
assets to the Limited Partners in 1996 primarily consisting of net proceeds from
the sales of the Partnership's assets. On August 11, 1997, the Partnership made
final liquidating distributions to the Limited Partners in amounts ranging from
$17.07 per Unit to $21.55 per Unit, representing the remaining cash of the
Partnership, after payment of its remaining liabilities. The amount of the final
liquidating distribution to each Limited Partner was dependent upon the date the
Limited Partner was admitted to the Partnership. The table below shows the
disposition of the Partnership's net assets from December 31, 1996 to August 11,
1997.
 
<TABLE>
<S>                                                      <C>
Net Assets - December 31, 1996                           $ 1,188,134
  Changes in estimated liquidation
     values of assets and liabilities                        150,373
  Cash distributions to Limited Partners                  (1,338,507)
                                                         -----------
Net Assets - August 11, 1997                             $      -0 -
                                                         -----------
                                                         -----------
</TABLE>
 
   As the distribution of these amounts to the Limited Partners represented the
final step in the liquidation process, the General Partners terminated the
Partnership effective August 11, 1997. In early 1998, the General Partners will
prepare and file the final tax returns and distribute the final tax information
on Schedule K-1 for the Limited Partners. Should you have any questions
concerning the liquidation of the Partnership, please feel free to contact your
Financial Advisor or call the Prudential Securities Client Services Department
at 1-800-535-2077.
 
                                  /s/ Brian J. Martin
                                      Brian J. Martin
                                      President
                                      Prudential-Bache Properties, Inc.
                                      General Partner
 
                                  /s/ Joel W. Stoesser
                                      Joel W. Stoesser
                                      Chairman of the Board of Directors
                                      Prudential Realty Partnerships, Inc.
                                      General Partner
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