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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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AMENDMENT NO. 2 TO
SCHEDULE 14D-1
TENDER OFFER STATEMENT PURSUANT TO SECTION 14(d)(1) OF THE
SECURITIES EXCHANGE ACT OF 1934
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DAMSON/BIRTCHER REALTY INCOME FUND I
(NAME OF SUBJECT COMPANY)
GRAPE INVESTORS, LLC
A DELAWARE LIMITED LIABILITY COMPANY
ARLEN CAPITAL ADVISORS, LLC
(BIDDER)
LIMITED PARTNERSHIP INTERESTS
(TITLE OF CLASS OF SECURITIES)
(CUSIP Number of Class of Securities)
Don Augustine, Manager
Arlen Capital Advisors, LLC
1650 Hotel Circle North - Suite 200
San Diego, California 92108
(619) 686-2002
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications on Behalf of Bidder)
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AMENDMENT NO. 2 TO SCHEDULE 14D-1
This Amendment No. 2 amends the Offer to Purchase on Schedule 14D-1 filed
with the Securities and Exchange Commission on April 21, 1998 (the "Schedule
14D-1") by Grape Investors, LLC, a Delaware limited partnership (the
"Purchaser"), relating to the Offer by the Purchaser to purchase up to 10,000
limited partnership interests ("Interests") in Damson/Birtcher Realty Income
Fund I, a Pennsylvania Limited Partnership (the "Partnership"), for a
purchase price of $2,445 for each .01 percent interest, upon the terms and
conditions set forth in the Offer to Purchase dated April 21, 1998 (the
"Offer to Purchase") and the related Agreement of Sale (which, together with
any supplements or amendments, collectively constitute the "Offer").
Capitalized terms not otherwise defined herein shall have the meaning
ascribed to them in the Schedule 14D-1 and the Offer to Purchase.
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ITEM 10. ADDITIONAL INFORMATION
(f) The Offer has been extended to midnight, Eastern Time, on June 19,
1998. On June 8, 1998, the Purchaser published an announcement in INVESTOR'S
BUSINESS DAILY announcing such extension and reporting. A copy of the text of
the publication has been filed as Exhibit (a)(5) to this Amendment No. 2 and
is incorporated herein by reference in it entirety.
ITEM 11. MATERIAL TO BE FILED AS EXHIBITS
(a)(5) Text of publication issued by the Purchaser on June 8, 1998.
SIGNATURE
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.
Dated: June 8, 1998 GRAPE INVESTORS, LLC
By: Arlen Capital Advisors, LLC
its Manager
By: /s/ DON AUGUSTINE
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Don Augustine, Manager
ARLEN CAPITAL ADVISORS, LLC
By: /s/ DON AUGUSTINE
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Don Augustine, Manager
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EXHIBIT (a)(5)
NOTICE TO HOLDERS OF LIMITED PARTNERSHIP INTERESTS OF
DAMSON/BIRTCHER REALTY INCOME FUND I
IMPORTANT ANNOUNCEMENT
The Offer by Grape Investors, LLC (the "Purchaser") to purchase Interests of
Damson/Birtcher Realty Income Fund I (the "Partnership") has been extended
and is now scheduled to expire at 12:00 midnight, Eastern Time on June 19,
1998. To date, approximately 1,603 ("1.63%") Interests have been tendered to
Purchaser and not withdrawn. Purchaser will acquire up to an additional 8,397
Interests (up to 10% of the issued and outstanding Interests of the
Partnership). All of the terms and conditions of the Offer remain in full
force and effect.
For further information, please contact the Purchaser at 1650 Hotel Circle
North, Suite 200, San Diego, CA 92108.
