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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________
SCHEDULE 14D-1
(Amendment No. 2)
Tender Offer Statement Pursuant to Section 14(d)(1)
of the Securities Exchange Act of 1934
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BALCOR PENSION INVESTORS - VI
(Name of Subject Company)
WALTON STREET CAPITAL ACQUISITION CO. II, L.L.C.
BEATTIE PLACE LLC
METROPOLITAN ACQUISITION VII, L.L.C.
MAP VII ACQUISITION CORPORATION
INSIGNIA FINANCIAL GROUP, INC.
(Bidders)
LIMITED PARTNERSHIP INTERESTS
(Title of Class of Securities)
NONE
(CUSIP Number of Class of Securities)
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copy to:
Edward J. Schneidman John A. Healy
Mayer, Brown & Platt Jeffrey P. Cohen
190 South LaSalle Street Rogers & Wells
Chicago, Illinois 60603 200 Park Avenue
(312) 782-0600 New York, New York 10166
(212) 878-8000
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications on Behalf of Bidders)
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Amendment No.2 to Schedule 14D-1
This Amendment No. 2 to Schedule 14D-1 amends and supplements the Schedule
14D-1 filed by Walton Street Capital Acquisition Co. II, L.L.C., Beattie Place
LLC, Metropolitan Acquisition VII, L.L.C., MAP VII Acquisition Corporation, and
Insignia Financial Group, Inc. with the Securities and Exchange Commission on
May 20, 1996, as amended by Amendment No. 1 filed with the Commission on June
14, 1996. All capitalized terms used herein but not otherwise defined shall
have the meanings ascribed to such terms in the Offer to Purchase dated May 20,
1996 (the "Offer to Purchase"), the Supplement to the Offer to Purchase dated
June 14, 1996 (the "Supplement") and the related Letter of Acceptance (the
"Letter of Acceptance," as each may be supplemented, modified or amended from
time to time, which together constitute the "Offer").
ITEM 10. ADDITIONAL INFORMATION.
Item 10(f) is hereby amended to add the following:
(f) The information set forth in the Press Release dated June 25, 1996, a
copy of which is attached hereto as Exhibit (a)(8), is incorporated herein by
reference.
ITEM 11. MATERIAL TO BE FILED AS EXHIBITS.
99.(a)(8) Press Release dated June 25, 1996
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SIGNATURES
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 26, 1996. WALTON STREET CAPITAL ACQUISITION
CO. II, L.L.C.
By: /s/ William J. Abrams
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William J. Abrams
Manager
BEATTIE PLACE LLC
By: MAP VII Acquisition Corporation,
its managing member
By: /s/ Jeffrey L. Goldberg
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Jeffrey L. Goldberg
Vice President
METROPOLITAN ACQUISITION VII, L.L.C.
By: MAP VII Acquisition Corporation,
its managing member
By: /s/ Jeffrey L. Goldberg
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Jeffrey L. Goldberg
Vice President
MAP VII ACQUISITION CORPORATION
By: /s/ Jeffrey L. Goldberg
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Jeffrey L. Goldberg
Vice President
INSIGNIA FINANCIAL GROUP, INC.
By: /s/ Frank M. Garrison
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Frank M. Garrison
Executive Managing Director
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EXHIBIT INDEX
<TABLE>
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Exhibit Description
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99.(a)(8) Press Release dated June 25, 1996
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EXHIBIT 99.(a)(8)
CHICAGO, ILLINOIS, JUNE 25, 1996 -- (SWN) - Walton Street Capital Acquisition
Co. II, L.L.C. ("Walton Street") today announced that it has extended the
expiration date of its tender offers for limited partnership interests
("Interests") in each of Balcor Pension Investors - II ("BPI-II"); Balcor
Pension Investors - III ("BPI-III"); Balcor Pension Investors - IV ("BPI-IV");
Balcor Pension Investors - V ("BPI-V"); Balcor Pension Investors - VI
("BPI-VI"); Balcor Pension Investors - VII ("BPI-VII"); and Balcor Equity
Pension Investors - IV, A Real Estate Limited Partnership ("BEPI-IV") and for
tax-exempt limited partnership interests ("Tax-Exempt Interests") in each of
Balcor Equity Pension Investors - I ("BEPI-I"); Balcor Equity Pension Investors
- - II, A Real Estate Limited Partnership ("BEPI-II"); and Balcor Equity Pension
Investors - III, A Real Estate Limited Partnership ("BEPI-III") until 5:00 p.m.,
Eastern Standard Time, on Monday, July 8, 1996.
As of June 24, 1996, according to information provided by the
Depositary, approximately 3,693 Interests of BPI-II, 12,379 Interests of
BPI-III, 27,276 Interests of BPI-IV, 18,187 Interests of BPI-V, 89,942
Interests of BPI-VI, 14,279 Interests of BPI-VII, 39,797 Tax-Exempt Interests
of BEPI-I, 71,567 Tax-Exempt Interests of BEPI-II, 38,680 Tax-Exempt Interests
of BEPI-III and 7,981 Interests of BEPI-IV had been tendered to the depositary,
and not withdrawn, pursuant to the terms of the tender offers.
Copies of any of the tender offer materials may be obtained from The
Herman Group, Inc., the Information Agent/Depositary for the tender offers, at
800/747-2979.
CONTACT: Ira J. Schulman (312) 915-2800
INDUSTRY; FINANCIAL
