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 V
(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 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 $303,425.00
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 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
8. SHARED VOTING POWER
125 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
<PAGE>
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.
1,559.5 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 Units is shared by the Fund XVII General
Partners as reporting persons in their capacities as general
partners of such limited partnership.
225 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
10. SHARED DISPOSITIVE POWER
125 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.
1,559.5 Units are held by Equity Resource Fund XVII Limited
Partnership, a Massachusetts limited partnership. Dispositive power
<PAGE>
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.
225 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
125 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.
1,559.5 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.
225 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) 0.4% 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.
<PAGE>
4.4% 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.
0.6% 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.
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 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 V, 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 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 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
<PAGE>
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 XVII Limited Partnership, Equity
Resource Fund XIX 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 XVII Limited
Partnership, Equity Resource Fund XIX 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 XVII Limited
Partnership, Equity Resource Fund XIX 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 XVII Limited Partnership
and Equity Resource Fund XIX Limited Partnership, respectively, purchased the
<PAGE>
Units hereby reported for an aggregate of $303,425.00 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 XVII Limited Partnership
and Equity Resource Fund XIX 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 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 XVII Limited Partnership and Equity Resource Fund XIX
Limited Partnership, respectively, beneficially own an aggregate of 1,929.5
Units, representing 5.48% of the Units presently outstanding (the percentages
reported in Item 13 do not cumulate to 5.48% 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 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 1,929.5 Units referred to in Item 5(a). See Item 2 above for other
required information.
(c) Not applicable.
(d) Not applicable.
(e) Not applicable.
<PAGE>
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect
to Securities of the Issuer.
None.
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 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
<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 Dagbjartssen /s/ Eggert Dagbjartsson
----------------------- -----------------------
Eggert Dagbjartsson Eggert Dagbjartsson, individually
Executive Vice President
EQUITY RESOURCE CAMBRIDGE EQUITY RESOURCE FUND XVII
FUND LIMITED PARTNERSHIP LIMITED PARTNERSHIP
By: EQUITY RESOURCES GROUP, By: EQUITY RESOURCES GROUP,
INCORPORATED INCORPORATED
as general partner as general partner
By: /s/ Eggert Dagbjartson By: /s/ Eggert Dagbjartsson
---------------------- -----------------------
Eggert Dagbjartsson Eggert Dagbjartsson
Executive Vice President Executive Vice President
EQUITY RESOURCE FUND XIX
LIMITED PARTNERSHIP
By: EQUITY RESOURCES GROUP,
INCORPORATED
as general partner
By: /s/ Eggert Dagbjartsson
-----------------------
Eggert Dagbjartsson
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 1,929.5 units (the "Units") of limited partnership
interest in Krupp Realty Limited Partnership V, a Massachusetts limited
partnership, held by Equity Resource Cambridge Fund Limited Partnership, Equity
Resource General Fund 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 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. Thompson, 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 XVII
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 RESOURCE FUND XIX
LIMITED PARTNERSHIP
By: EQUITY RESOURCES GROUP,
INCORPORATED
as general partner
By: /s/Eggert Dagbjartsson
----------------------
Eggert Dagbjartsson
Executive Vice President
