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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 14D-1
(Amendment No. 4)
Tender Offer Statement Pursuant to Section 14(d)(1)
of the Securities Exchange Act of 1934
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BALCOR REALTY INVESTORS - 84
(Name of Subject Company)
WALTON STREET CAPITAL ACQUISITION CO., L.L.C.
WIG 84 PARTNERS
FMG ACQUISITION I, L.L.C.
INSIGNIA FINANCIAL GROUP, INC.
(Bidders)
LIMITED PARTNERSHIP INTERESTS
(Title of Class of Securities)
NONE
(CUSIP Number of Class of Securities)
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Edward J. Schneidman
John R. Sagan
Mayer, Brown & Platt
190 South LaSalle Street
Chicago, Illinois 60603
(312) 782-0600
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications on Behalf of Bidder)
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Amendment No. 4 to Schedule 14D-1
This Amendment No. 4 to Schedule 14D-1 amends the Schedule 14D-1 filed by
Walton Street Capital Acquisition Co., L.L.C., a Delaware limited liability
company, (the "Purchaser") with the Commission on November 16, 1995, as amended
by Amendment No. 1 filed with the Commission on November 21, 1995, Amendment
No. 2 filed with the Commission on December 5, 1995 and Amendment No. 3 filed
with the Commission on December 18, 1995. All capitalized terms used herein
but not otherwise defined have the meanings ascribed to such terms in the Offer
to Purchase dated November 16, 1995 (the "Offer to Purchase"), the First
Supplement to the Offer to Purchase dated December 5, 1995 (the "First
Supplement") and the related Letter of Acceptance (the "Letter of Acceptance,"
as each may be supplemented or amended from time to time, which together
constitute the "Offer").
ITEM 1. SECURITY AND SUBJECT COMPANY.
Item 1(b) is hereby amended by the following:
(b) The information set forth in the Letter to Limited Partners dated
December 18, 1995, a copy of which has been filed as Exhibit (a)(10) to this
Amendment No. 4, is incorporated herein by reference.
ITEM 10. ADDITIONAL INFORMATION.
Item 10(f) is hereby amended to add the following:
(f) The information set forth in the Letter to Limited Partners dated
December 18, 1995 is incorporated herein by reference.
ITEM 11. MATERIAL TO BE FILED AS EXHIBITS.
99.(a)(10) Letter to Limited Partners dated December 18, 1995.
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SIGNATURES
After due inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
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Dated: December 19, 1995. WALTON STREET CAPITAL ACQUISITION
CO., L.L.C.
By:/s/ Neil Bluhm
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Neil Bluhm
Manager
By:/s/ Ira Schulman
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Ira Schulman
Manager
By:/s/ William Abrams
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William Abrams
Manager
By:/s/ Jeffrey Quicksilver
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Jeffrey Quicksilver
Manager
WIG 84 PARTNERS
By: Walton Street Capital
Acquisition Co., L.L.C.
By:/s/ Ira Schulman
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Ira Schulman
Managing Principal
FMG ACQUISITION I, L.L.C.
By:/s/ Jeffrey Goldberg
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Jeffrey Goldberg
In his capacity as Manager
INSIGNIA FINANCIAL GROUP, INC.
By:/s/ Frank Garrison
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Frank Garrison
Executive Managing Director
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EXHIBIT INDEX
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Sequentially
Numbered
Exhibit Description Page
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<S> <C> <C>
99.(a)(10) Letter to Limited Partners dated December 18, 1995 . . . . . . . . . . . . . . 5
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Exhibit 99.(a)(10)
Walton Street Capital Acquisition Co., L.L.C.
900 North Michigan Avenue
Chicago, IL 60611
December 18, 1995
To Limited Partners of Balcor Realty Investors - 84:
On November 16, 1995, Walton Street Capital Acquisition Co., L.L.C. (the
"Purchaser") commenced a tender offer (the "Offer") for up to 45% of the
outstanding limited partnership interests (the "Interests") in Balcor Realty
Investors - 84 (the "Partnership"). On November 20, 1995, the Purchaser
reported that an affiliate of Insignia Financial Group, Inc. entered into a
partnership with the Purchaser.
On December 18, 1995, the Purchaser announced that it has amended the
Offer and is increasing the price it will pay to purchase Interests from $84
net per Interest to $90 net per Interest. In addition, to allow adequate time
for Limited Partners to consider this price increase, the Purchaser has decided
to extend the time period for the expiration of the Offer from December 15,
1995 to 5:00 p.m., Eastern Standard Time, on January 3, 1996.
Limited Partners who have previously tendered their Interests pursuant to
the Offer and who wish to have their Interests purchased at the new purchase
price pursuant to the Offer need not take any further action to tender their
Interests or to receive the higher purchase price. Absent any action to
withdraw their tender, all such Limited Partners will, subject to satisfaction
of the conditions of the Offer, have their Interests purchased at the new
higher purchase price at the expiration of the Offer.
In determining whether to tender, Limited Partners are urged to consider
all of the factors set forth at the beginning of the Offer to Purchase dated
November 16, 1995 (the "Offer to Purchase"), as supplemented by the First
Supplement dated December 5, 1995 (the "First Supplement").
In the event you would like to discuss this decision in greater detail, or
need additional copies of the Offer to Purchase or the First Supplement, please
call our Information Agent (The Herman Group) at their toll free number (800)
747-2979. Knowledgeable agents are available to answer your questions. We
wish you a safe and enjoyable holiday season.
WALTON STREET CAPITAL ACQUISITION CO., L.L.C.
