<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: October 2, 1998
CAPITAL SOURCE L.P.
- --------------------------------------------------------------------------------
(Exact name of Registrant as Specified in Charter)
Delaware 0-16497 52-1417770
- ------------------------------ ------------- -----------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification Number)
1004 Farnam Street, Suite 400, Omaha, Nebraska 68102
-----------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (402) 444-1630
NONE
- --------------------------------------------------------------------------------
(Former Name or Former Address, if Change Since Last Report)
<PAGE>
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
16.01 Letter dated October 13, 1998, from Registrant's former principal
independent accountant.
2
<PAGE>
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.
CAPITAL SOURCE L.P. (Registrant)
By: America First Capital Source I L.L.C.,
General Partner of the Registrant
By /s/ Michael Thesing
-----------------------------------
Michael Thesing, Vice President and
Principal Financial Officer
Dated: October 16, 1998
3
<PAGE>
[PricewaterhouseCoopers Letterhead]
October 13, 1998
Securities and Exchange Commission
450 5th Street, N.W.
Washington, D.C. 20549
Commissioners:
We have read the statements made by Capital Source L.P. (copy attached),
which we understand have been filed with the Commission, pursuant to Item 4
of Form 8-K, as part of the Company's Form 8-K report for the month of
October 1998. We agree with the statements concerning our Firm in such Form
8-K.
Very truly yours,
/s/ PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP
