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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 25, 1999
Integrated Resources High Equity Partners, Series 85, A
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California Limited Partnership
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(Exact Name of Registrant as Specified in Its Charter)
California
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(State or Other Jurisdiction of Incorporation)
0-14438 13-3239107
(Commission File Number) (I.R.S. Employer Identification No.)
Cambridge Center, 9th Floor, Cambridge, Massachusetts 02142
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(Address of Principal Executive Offices) (Zip Code)
(617) 234-3000
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(Registrant's Telephone Number, Including Area Code)
411 West Putnam Avenue, Suite 270, Greenwich, CT 06830
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(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events
On October 21, 1999, Presidio Capital Corporation "Presidio"), the
entity which is indirectly the sole shareholder of Resources High Equity, Inc.
(the "General Partner"), the managing general partner of Integrated Resources
High Equity Partners, Series 85, A California Limited Partnership (the
"Partnership"), and certain of its affiliates entered into a Services Agreement
with AP-PCC III, L.P. (the "Agent") pursuant to which the Agent was retained to
provide asset management and investor relation services to the Partnership and
other entities affiliated with the Partnership.
As a result of this agreement, the Agent has the duty to direct the day
to day affairs of the Partnership, including, without limitation, reviewing and
analyzing potential sale, financing or restructuring proposals regarding the
Partnership's assets, preparation of all Partnership reports, maintaining
Partnership records and maintaining bank accounts of the Partnership. The Agent
is not permitted, however, without the consent of the Presidio, or as otherwise
required under the terms of the Partnership's Agreement of Limited Partnership
(the "Partnership Agreement") to, among other things, cause the Partnership to
sell or acquire an asset or file for bankruptcy.
In order to facilitate the provision by the Agent of the asset
management services and the investor relation services, effective October 25,
1999, the officers and directors of the General Partner resigned and nominees of
the Agent were elected as the officers and directors of the General Partner. The
Agent is an affiliate of Winthrop Financial Associates, a Boston based company
that provides asset management services, investor relation services and property
management services to over 150 limited partnerships which own commercial
property and other assets. The General Partner does not believe that this
transaction will have a material effect on the operations of the Partnership.
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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 hereunto duly authorized this 2nd day of November, 1999.
Integrated Resources High Equity Partners,
Series 85, A California Limited Partnership
By: Resources High Equity, Inc.
Its General Partner
By: /s/ Michael L. Ashner
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Michael L. Ashner
President
