UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
FORM 10-K/A-2
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR
15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13
OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to Commission File Number 1-8692
PACIFIC GATEWAY PROPERTIES, INC.
(Exact name of Registrant as specified in its charter)
NEW YORK 04-2816560
(State or other jurisdiction of (IRS
Employer
incorporation or organization ) Identification
No.)
One Rincon Center
101 Spear Street, Suite 215
San Francisco, California 94105
(Address of principal executive offices) (Zip
Code)
Registrant's telephone number, including area code (415) 543-8600
Securities registered pursuant to Section 12 (b) of the Act:
Name of
each exchange
Title of each class on which
registered
Common Stock, $1.00 par value American
Stock Exchange per share
Securities registered pursuant to Section 12 (g) of the Act: None
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter period
that the Registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes [X] No [ ]
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K (229.405) of this chapter) is not contained herein
and will not be contained, to the best of Registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K [X].
State the aggregate market value of the voting stock held by non-affiliates of
the Registrant as of March 15, 1996: Common Stock, Par Value
$1.00--$10,461,352.
Indicate the number of shares outstanding of each of the Registrant's
classes of common stock, as of March 15, 1996: Common Stock, Par Value
$1.00 --3,892,596 shares.
Investment and Hotel Properties and Properties Held for Sale
Land, buildings and improvements are recorded at cost. Depreciation
on investment and hotel properties is provided using the straight-line method
over estimated useful lives ranging from 28 to 40 years. At December 31,
1995, the Company had classified the Radisson Suite Hotel and Village
Commons Shopping Center properties as held for sale. Both of these
properties are under contracts for sale that the Company anticipates closing
1996. The respective contract prices less the estimated costs of sale of
these properties are greater than their respective carrying values
In March 1995, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standard No. 121, "Accounting for the
Impairment of Long-Lived Assets and for Long Lived Assets to be Disposed
Of" (SFAS 121). SFAS 121 requires that long-lived assets be reviewed for
impairment whenever events or changes in circumstances indicate that the
carrying amount of an asset may not be recoverable. An impairment loss is
recognized when expected undiscounted cash flows are less than the carrying
value of the asset. Measurement of impairment is based upon the fair value of
the asset. The Company plans to adopt SFAS 121 in 1996 and believes that
the adoption will not have a material impact upon its financial position and
results of operations, except that, in accordance with SFAS 121, the Company
will cease providing for depreciation on the properties held for sale. In 1995,
such depreciation for assets to be disposed of amounted to approximately
$844,000.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this amendment to the
report to be signed on its behalf by the undersigned, thereunto duly authorized.
PACIFIC GATEWAY PROPERTIES, INC.
(Registrant)
By: Raymond V. Marino
Raymond V. Marino
President and Chief Executive Officer
Dated: August 15, 1996
