SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------------------
Amendment No. 1
to
SCHEDULE 14D-1
Tender Offer Statement Pursuant to Section 14(d)(1)
of the Securities Exchange Act of 1934
-----------------------
BRAUVIN REAL ESTATE FUND L.P. 5
(Name of Subject Company)
MP VALUE FUND 4, LLC
JDF & ASSOCIATES, LLC
MACKENZIE PATTERSON SPECIAL FUND, L.P.
ACCELERATED HIGH YIELD INSTITUTIONAL INVESTORS, LTD.
ACCELERATED HIGH YIELD INSTITUTIONAL FUND, LTD.
ACCELERATED HIGH YIELD INCOME FUND I, LTD.
MORAGA-DEWAAY FUND, LLC
ACCELERATED HIGH YIELD PENSION INVESTORS, LTD.
MP VALUE FUND 6, LLC
MP VALUE FUND 7, LLC
(Bidders)
LIMITED PARTNERSHIP INTERESTS
(Title of Class of Securities)
NONE
(CUSIP Number of Class of Securities)
-----------------------
Copy to:
C.E. Patterson Paul J. Derenthal, Esq.
MacKenzie Patterson, Inc. Derenthal & Dannhauser
1640 School Street One Post Street, Suite 575
Moraga, California 94556 San Francisco, California 94104
(925) 631-9100 (415) 981-4844
(Name, Address and Telephone Number of
Person Authorized to Receive Notices and
Communications on Behalf of Bidder)
<PAGE>
This Amendment No. 1 to Schedule 14D-1 amends the Schedule 14D-1
filed December 9, 1998, (the "Schedule") by the Bidders identified on the cover
page (together the "Purchasers"), as set forth below. Terms not otherwise
defined herein have the meanings ascribed to them in the Schedule and exhibits
thereto.
This Amendment is the final amendment to the Schedule filed to
report the termination of the Offer and its results. The Offer terminated on
January 15, 1999. The Offer resulted in the tender by Unit holders, and
acceptance for payment by the Purchasers, of a total of 694 Units. The
Purchasers now own a total of 699 Units or approximately 7.05% of the total
outstanding number of Units.
2
<PAGE>
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: February 15, 1999
MACKENZIE PATTERSON SPECIAL FUND, L.P.
By MacKenzie Patterson, Inc., General Partner
By: /s/ C. E. Patterson
C.E. Patterson, President
ACCELERATED HIGH YIELD INSTITUTIONAL INVESTORS, LTD.
By MacKenzie Patterson, General Partner
By: /s/ C, E, Patterson
C.E. Patterson, President
ACCELERATED HIGH YIELD INSTITUTIONAL FUND, LTD.
By MacKenzie Patterson, Inc., General Partner
By: /s/ C. E. Patterson
C.E. Patterson, President
ACCELERATED HIGH YIELD PENSION INVESTORS, LTD.
By MacKenzie Patterson, Inc., General Partner
By: /s/ C. E. Patterson
C.E. Patterson, President
MP VALUE FUND 4, LLC
By MacKenzie Patterson, Inc., Manager
By: /s/ C. E. Patterson
C.E. Patterson, President
JDF & ASSOCIATES, LLC
By: /s/ J. David Frantz
J. David Frantz, Manager
ACCELERATED HIGH YIELD INCOME FUND I, LTD.
By MacKenzie Patterson, Inc., Manager
By: /s/ C. E. Patterson
C.E. Patterson, President
3
<PAGE>
MORAGA-DEWAAY FUND, LLC
By MacKenzie Patterson, Inc., Manager
By: /s/ C. E. Patterson
C.E. Patterson, President
MP VALUE FUND 6, LLC
By MacKenzie Patterson, Inc., Manager
By: /s/ C. E. Patterson
C.E. Patterson, President
MP VALUE FUND 7, LLC
By MacKenzie Patterson, Inc., Manager
By: /s/ C. E. Patterson
C.E. Patterson, President
4
