PRUDENTIAL BACHE WATSON & TAYLOR LTD-4
8-K, 1998-08-06
REAL ESTATE
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
 
                                    FORM 8-K
                                 CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): August 6, 1998
 
                    PRUDENTIAL-BACHE/WATSON & TAYLOR, LTD.-4
- -------------------------------------------------------------------------------
             (Exact name of Registrant as specified in its charter)
 
Texas                                        0-15381                 75-2083046
- -----------------------------------------    ------------   ----------------
(State or other jurisdiction of              (Commission    (I.R.S. Employer
incorporation or organization)                File Number)  Identification No.)
 
One Seaport Plaza, New York, New York        10292-0128
- -------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (212) 214-3500
                                      N/A
- -------------------------------------------------------------------------------
         (Former name or former address, if changed since last report)
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Item 5. Other Events.
 
   Prudential-Bache Properties, Inc., George S. Watson and A. Starke Taylor,
III, as general partners of Prudential-Bache/Watson & Taylor, Ltd.-4 (the
'Partnership'), have completed the liquidation of the Partnership's remaining
assets. On August 6, 1998, the Partnership made final liquidating distributions
of $19.81 per Unit to taxable Unitholders and $20.59 per Unit to tax-exempt
Unitholders. These distributions represented the remaining cash of the
Partnership following the payment of its remaining liabilities. As the
distribution of these amounts to the Unitholders of the Partnership represented
the final step in the liquidation of the Partnership, the general partners
terminated the Partnership effective August 6, 1998.
 
Item 7. Financial Statements and Exhibits.
 
   (c) Exhibit 99 Letter to Unitholders of Prudential-Bache/Watson &
Taylor, Ltd.-4
                                       2
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                                   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.
 
Prudential-Bache/Watson & Taylor, Ltd.-4
(Registrant)
 
By: Prudential-Bache Properties, Inc.
    General Partner

     By: /s/ Eugene D. Burak                           Date: August 6, 1998
     -------------------------------------------
     Eugene D. Burak
     Vice President
                                       3



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            Prudential-Bache/Watson & Taylor, Ltd.-4


                                                        August 1998
To our Unitholders:

   As you know, the Unitholders of Prudential-Bache/Watson & Taylor, Ltd.-4 
(the "Partnership") previously approved a plan of sale and liquidation, 
pursuant to the Consent Statement dated September 17, 1996, providing for the 
sale of the Partnership's assets, the liquidation of its liabilities and the 
distribution of its remaining funds in accordance with the Partnership 
Agreement.

   The General Partners distributed substantially all of the Partnership's 
assets to the Unitholders in November 1996 in the amount of $165 per Unit, 
primarily consisting of net proceeds from the sales of the Partnership's 
assets. On August 6, 1998, the Partnership made final liquidating distributions
of $19.81 per Unit to taxable Unitholders and $20.59 per Unit to tax-exempt 
Unitholders. These distributions represented the remaining cash of the 
Partnership, after payment of its remaining liabilities. The table below shows 
the disposition of the Partnership's net assets from December 31, 1997 to 
August 6, 1998.

Net Assets - December 31, 1997                   $1,229,328
  Changes in estimated liquidation
     values of assets and liabilities               112,654
  Cash distributions to Unitholders              (1,341,982)
                                                 ----------
Net Assets - August 6, 1998                          $- 0 -
                                                 ----------
                                                 ----------

   As the distribution of these amounts to Unitholders represented the final 
step in the liquidation process, the General Partners terminated the 
Partnership effective August 6, 1998. In early 1999, the General Partners will 
prepare and file the final tax returns and distribute the final tax information
on Schedule K-1 for the Unitholders. Should you have any questions concerning 
the liquidation of the Partnership, please feel free to contact your Financial
Advisor or call the Prudential Securities Client Services Department at 
1-800-535-2077.

                                   /s/ Brian J. Martin
                                  ______________________________________
                                  President
                                  Prudential-Bache Properties, Inc.
                                  General Partner


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