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: February 19, 1998
(Date of earliest event reported) December 15, 1997
Commission File Number: 33-1624
CERTIFICATES OF PARTICIPATION
BK I REALTY INC.
BK III RESTAURANTS INC.
Exact Name of Registrant as Specified in its Charter
New York 13-3100473
State or Other Jurisdiction 13-3178423
of IncorporationI.R.S. Employer Identification No.
Attn.: Andre Anderson
3 World Financial Center, 29th Floor, NY, NY 10285-2900
Address of Principal Executive Offices Zip Code
(212) 526-3237
Registrant's Telephone Number, Including Area Code
Item 5. Other Events
As outlined in proxy statements to the limited partners of Burger King Limited
Partnership I ("BKI") and Burger King Limited Partnership III ("BKIII")
(together, the "Partnerships"), dated November 12, 1997 (the "Proxy"), a
Special Meeting of limited partners of the Partnerships was held on December
15, 1997 at 10 a.m. at which, pursuant to the terms of the respective
Partnership Agreements, the limited partners had the right to disapprove of a
proposed sale (the "Sale") of BKI's remaining nine restaurant properties and
BKIII's remaining twenty-two restaurant properties (together, the
"Properties"). Limited partners holding a majority in interest of the
outstanding limited partnership units of either Partnership did not, by means
of the Proxy, disapprove the Sale and as a result, the respective general
partners of the Partnerships pursued negotiations and completed the sale of the
Partnerships' Properties (see below). Reference is made to definitive Proxy
Statements of BKI and BKIII filed with the Commission on November 12, 1997.
Item 2. Disposition of Assets
On December 19, 1997, the Partnerships completed the sale of the Properties to
U.S. Restaurant Properties Operating L. P. (the "Buyer"), an unaffiliated third
party, for gross proceeds of $22,400,000 ($6,400,000 to BKI and $16,000,000 to
BKIII). The selling price was determined by arms-length negotiations between
the respective Partnerships and the Buyer. After establishing reserves for the
payment of all outstanding liabilities and remaining general and administrative
expenses of the Partnerships, liquidating distributions were made to the
limited partners of each Partnership A final cash distribution in the amount
of $139.02 per Unit, representing Certificates of Participations's ("COPs")
share of the net proceeds of the Sale, was paid on December 31, 1997.
The Partnerships and COPs were dissolved effective December 31, 1997. For
additional information regarding the Sale, reference is made to Form 8-K s for
BKI and BKIII filed with the Commission on December 9, 1997.
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.
CERTIFICATES OF PARTICIPATION
BK I REALTY INC.
BK III RESTAURANTS INC.
BY: BK I REALTY INC.
BK III RESTAURANTS INC.
Registrant
Date: February 19, 1998 BY: /s/Kenneth F. Boyle
Name: Kenneth F. Boyle
Title: President and
Chief Financial Officer
