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: February 18, 1998
(Date of earliest event reported) December 15, 1997
BURGER KING LIMITED PARTNERSHIP III
Exact Name of Registrant as Specified in its Charter
New York 0-288051 13-3178415
State or other jurisdiction Commission IRS Employer
of incorporation File Number Identification No.
3 World Financial Center, 29th Floor
New York, NY Attn: Andre Anderson 10285-2900
Address of principal executive offices Zip Code
Registrant's telephone number, including area code (212) 526-3237
Item 5. Other Events
As outlined in a proxy statement to Limited Partners dated November 12, 1997
(the "Proxy"), a Special Meeting of Limited Partners of Burger King Limited
Partnership III (the "Partnership") was held on December 15, 1997 at 10 a.m. at
which, pursuant to the terms of the Partnership Agreement, the Limited Partners
had the right to disapprove of a proposed sale (the "Sale") of the
Partnership's remaining twenty two restaurant properties. Limited Partners
holding a majority in interest of the outstanding limited partnership units did
not, by means of the Proxy, disapprove of the Sale and as a result, the General
Partner pursued negotiations and completed the sale of the Partnership's
Properties (see below). Reference is made to the definitive Proxy Statement
filed with the Commission on November 12, 1997.
Item 2. Disposition of Assets
On December 19, 1997, the Partnership completed the sale of the Properties to
U.S. Restaurant Properties Operating L. P. (the "Buyer"), an unaffiliated third
party, for gross proceeds of $16,000,000. The selling price was determined by
arms-length negotiations between the Partnership and the Buyer. After
establishing a reserve for the payment of all outstanding liabilities and
remaining general and administrative expenses of the Partnership, a liquidating
distribution was made to the Limited Partners in the amount of $1,051.13 per
Unit and the Partnership was dissolved effective December 31, 1997. For
additional information regarding the Sale, reference is made to the Form 8-K
filed with the Commission on December 9, 1997.
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.
BURGER KING LIMITED PARTNERSHIP III
BY: BK III RESTAURANTS INC.
General Partner
Date: February 18, 1998 BY: /s/Kenneth F. Boyle
Name: Kenneth F. Boyle
Title: President and
Chief Financial Officer