UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR FISCAL YEAR ENDED: MARCH 31, 1995
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from to .
Commission File Number: 0-14459
REALTY SOUTHWEST FUND III, LTD.
(Exact name of registrant as specified in its charter)
Texas 76-0113542
(State of organization) (I.R.S.Employer
Identification No.)
265 Franklin Street, Boston, Massachusetts 02110
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code (617) 439-8118
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange on
Title of each class which registered
None None
Securities registered pursuant to Section 12(g) of the Act:
UNITS OF LIMITED PARTNERSHIP INTEREST
(Title of class)
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K 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. XIndicate 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
--
State the aggregate market value of the voting stock held by non-affiliates of
the registrant. Not applicable.
DOCUMENTS INCORPORATED BY REFERENCE
Documents Form 10-K Reference
Prospectus of registrant dated Part IV
December 28, 1984, as supplemented
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE PARTNERSHIP
The Managing General Partner of the Partnership, Realty Southwest Investment
Group III, is a Texas general partnership composed of Realty Southwest
Investment Group III Inc., a Delaware corporation (`RSIG''), Lawrence S. Kash,
and W. A. Daniel, Jr., all of whom are affiliates or former affiliates of RSIG.
RSIG is wholly-owned by PaineWebber Properties Incorporated (`PWPI''), a
Delaware corporation. PWPI is wholly-owned by PaineWebber Incorporated
(`PWI''), and PWI is wholly-owned by PaineWebber Group Inc. (``PaineWebber'').
The Managing General Partner has responsibility for all aspects of the
Partnership's operations, subject to the requirement that purchases and sales of
real property or acquisitions of joint venture interests must be approved by a
majority of the Directors of RSIG, as well as by Properties Associates 1985,
L.P., a Virginia limited partnership, which is the Associate General Partner of
the Partnership.
(a) and (b) The names and ages of the directors and officers of the
Managing General Partner of the Partnership are as follows:
Date elected
Name Office Age to Office
Lawrence A. Cohen President, Chief Executive
Officer and Director 41 5/91
James A. Snyder Director 49 7/95
Walter V. Arnold Senior Vice President,
Chief Financial
Officer and Treasurer 47 2/89
John B. Watts III Senior Vice President
and Director 41 7/95
Dorothy F. Haughey Secretary 69 2/89
Geraldine L. Banyai Assistant Secretary 55 7/93
Magaly Brabner Assistant Secretary 64 2/89
Linda MacDonald Assistant Secretary 34 2/89
(c) There are no other significant employees in addition to the directors
and officers mentioned above.
(d) There is no family relationship among any of the foregoing directors
or officers of the Managing General Partner of the Partnership. All of the
foregoing directors and officers have been elected to serve until the annual
meeting of the Managing General Partner.
(e) All of the directors and officers of the Managing General Partner hold
similar positions in affiliates of the Managing General Partner, which are the
corporate general partners of other real estate limited partnerships sponsored
by PWI, and for which Paine Webber Properties Incorporated serves as the
Adviser. The business experience of each of the directors and officers of the
Managing General Partner is as follows:
Lawrence A. Cohen is President, Chief Executive Officer and Director
of the Managing General Partner and President and Chief Executive Officer of
PWPI. Mr. Cohen joined PWPI in January 1989 as its Executive Vice President
and Director of Marketing and Sales. He is also a member of the Board of
Directors and the Investment Committee of PWPI. From 1984 to 1988, Mr. Cohen
was First Vice President of VMS Realty Partners where he was responsible for
origination and structuring of real estate investment programs and for managing
national broker-dealer relationships. Mr. Cohen received his LL.M (in
Taxation) from New York University School of Law and his J.D. degree from St.
John's University School of Law. Mr. Cohen received his B.B.A degree in
Accounting from George Washington University. He is a member of the New York
Bar and is a Certified Public Accountant.
James A. Snyder is a Director of the Managing General Partner
and a Senior Vice President and Member of the Investment Committee of PWPI.
Mr. Snyder re-joined the Adviser in July 1992 having served previously
as an officer of PWPI from July 1980 to August 1987. From January 1991 to July
1992, Mr. Snyder was with the Resolution Trust Corporation where he served as
the Vice President of Asset Sales prior to re-joining PWPI. From February 1989
to October 1990, he was President of Kan Am Investors, Inc., a real estate
investment company. During the period August 1987 to February 1989, Mr. Snyder
was Executive Vice President and Chief Financial Officer of Southeast Regional
Management Inc., a real estate development company.
Walter V. Arnold is the Senior Vice President, Chief Financial Officer and
Treasurer of the Managing General Partner and a Senior Vice President and Chief
Financial Officer of PWPI which he joined in October 1985. Mr. Arnold joined
PWI in 1983 with the acquisition of Rotan Mosle, Inc., where he had been First
Vice President and Controller since 1978, and where he continued until joining
PWPI. Mr. Arnold is a Certified Public Accountant licensed in the state of
Texas.
John B. Watts III is a Senior Vice President and Director of the Managing
General Partner and a Senior Vice President of PWPI which he joined in June
1988. Mr. Watts has had over 16 years of experience in acquisitions,
dispositions and finance of real estate. He received degrees of Bachelor of
Architecture, Bachelor of Arts and Master of Business Administration from the
University of Arkansas.
Geraldine L. Banyai is Assistant Secretary of the Managing General Partner,
Assistant Secretary of PWI and Assistant Secretary of PWPI. Ms. Banyai joined
PWI in 1993. Prior to joining PWI, Ms. Banyai had worked for many years as a
Corporate Secretary at the Meritor Savings Bank in Philadelphia.
Dorothy J. Haughey is Secretary of the Managing General Partner, Assistant
Secretary of PaineWebber and Secretary of PWI and PWPI. Ms. Haughey joined
PaineWebber in 1962.
Magaly Brabner is an Assistant Secretary of the Managing General Partner
and is responsible for the legal administration and corporate structure of the
Managing General Partner. Ms. Brabner joined PaineWebber in 1983 with the
acquisition of Rotan Mosle, Inc.
Linda MacDonald is an Assistant Secretary of the Managing General Partner
and an Assistant Vice President and Assistant Secretary of PWPI, which she
joined in 1981. Ms. MacDonald is responsible for the administration of PWPI's
Boston office.
(f) None of the directors and officers were involved in legal proceedings
which are material to an evaluation of her or his ability or integrity as a
director or officer.
(g) Compliance With Exchange Act Filing Requirements: The Securities
Exchange Act of 1934 requires the officers and directors of the Managing
General Partner, and persons who own more than ten percent of the Partnership's
limited partnership units, to file certain reports of ownership and changes in
ownership with the Securities and Exchange Commission. Officers, directors and
ten-percent beneficial holders are required by SEC regulations to furnish the
Partnership with copies of all Section 16(a) forms they file.
Based solely on its review of the copies of such forms received by it, the
Partnership believes that, during the year ended March 31, 1995, all filing
requirements applicable to the officers and directors of the Managing General
Partner and ten-percent beneficial holders were complied with.
REALTY SOUTHWEST FUND III, LTD.
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 thereunto duly authorized.
REALTY SOUTHWEST FUND III, LTD.
By: Realty Southwest
Investment Group III, Inc.
A General Partner
By: /s/ Walter V. Arnold
Walter V. Arnold
Senior Vice President,
Chief Financial Officer
Treasurer
Dated: November 17, 1995
