<PAGE> 1
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): May 28,1998
CLUSTER HOUSING PROPERTIES,
A California Limited Partnership
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
California
- --------------------------------------------------------------------------------
(State or other jurisdiction of incorporation)
0-13556 04-2817478
------------------------ ---------------------------------
(Commission File Number) (IRS Employer Identification No.)
5110 Langdale Way, Colorado Springs, CO 80906
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(Registrant's telephone number, including area code): (719) 527-0544
NA
- --------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On May 28, 1998, Cluster Housing Properties (A California Limited Partnership)
(the "Partnership") sold its final real estate asset, Pinecliff, a 96-unit
multi-family rental property in Colorado Springs, Colorado. Pinecliff was sold
to G&I Pinecliff LLC, a Delaware limited liability company unaffiliated with the
Partnership. The purchase price for Pinecliff was $6,700,000, subject to certain
customary adjustments and a $360,000 credit to the purchaser. The Partnership
repaid mortgage financing in the approximate amount of $3,041,860 at closing
utilizing a portion of proceeds from the sale. The Partnership realized net
proceeds of approximately $3,145,390 from the sale of Pinecliff.
<PAGE> 2
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Business Acquired.
Not Applicable.
(b) Pro Forma Financial Information.
Not Applicable.
(c) Exhibits.
10.1 Purchase and Sale Agreement and Escrow Instructions, dated
January 15, 1998, between the Partnership and DRA Advisors, Inc.
(Previously filed as Exhibit 10(j) to Registrant's Form 10-K for the
year ended December 31, 1997 and incorporated herein by reference
thereto.)
SIGNATURE
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.
CLUSTER HOUSING PROPERTIES,
A California Limited Partnership
By: GP L'Auberge Communities, L.P.,
A California Limited Partnership,
General Partner
By: L'Auberge Communities, Inc.,
its General Partner
By: /s/ EARL C. ROBERTSON
-------------------------------------
Earl C. Robertson, Executive Vice
President and Chief Financial Officer
Date: June 10, 1998
-2-
