ARMORED STORAGE INCOME INVESTORS LTD PARTNERSHIP
8-K/A, 1999-11-19
OPERATORS OF NONRESIDENTIAL BUILDINGS
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                                    Form 8-K/A

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934




Date of report (Date of earliest event reported)        November 5, 1999
                                                 -------------------------------


              ARMORED STORAGE INCOME INVESTORS LIMITED PARTNERSHIP
- --------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)


           ARIZONA                     2-95034LA                 86-0503193
- --------------------------------------------------------------------------------
(State or Other Jurisdiction          (Commission              (IRS Employer
      of Incorporation)               File Number)           Identification No.)


             4425 N. 24TH STREET, SUITE 225, PHOENIX, ARIZONA 85016
- --------------------------------------------------------------------------------
                    (Address of Principal Executive Offices)


Registrant's telephone number, including area code          602-230-1655
                                                   -----------------------------

<PAGE>
Item  2.  Pursuant to the authority granted under the limited partnership
agreement of the Registrant, the General Partner, on behalf of the Registrant,
opened an escrow on April 6, 1999 with Everest Storage II, a California limited
liability company to sell substantially all its assets, consisting of three
mini-storage facilities, to Everest Storage II. Everest Storage II is an
affiliate of Everest Investors 8, LLC, which owns 1.26% of the Registrant.

On November 5, 1999 the sale to Everest Storage II was consummated at a sales
price of $7,013,402. After prorations, commissions, and closing costs the
Partnership received approximately $6,400,000.

The General Partner will begin to wind up the affairs of the Registrant in order
to make a liquidation distribution. The General Partner estimates the final
distribution will be in the range of $450 to $475 per unit. It is anticipated
the final distribution will be made in the next 30 to 60 days.

                                   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.


                                            Armored Storage Income Investors
                                            Limited Partnership
                                            By:  Armored Storage One Limited
                                                 Partnership
                                            Its: General Partner


Date   11/18/99                              By /s/ Dale D. Ulrich
    -----------------------------             ----------------------------------
                                                Dale D. Ulrich
                                                Member, Armored Management, LLC.



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