SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14D-9
(Amendment No. 5)
Solicitation/Recommendation Statement Pursuant to Section 14(d)(4) of
the Securities Exchange Act of 1934
BALCOR/COLONIAL STORAGE INCOME FUND-86
(Name of Subject Company)
BALCOR/COLONIAL STORAGE INCOME FUND-86
(Name of Person(s) Filing Statement)
Limited Partnership Interests
(Title of Class of Securities)
N/A
(CUSIP Number of Class of Securities)
Thomas E. Meador James R. Pruett
Chairman President
The Balcor Company Colonial Storage 86, Inc.
Bannockburn Lake Office Plaza 4381 Green Oaks Blvd. West
2355 Waukegan Road, Suite A200 Suite 100
Bannockburn, Illinois 60015 Arlington, Texas 76016
(847)267-1600 (817)561-0100
(Name, Address and Telephone Number of Persons Authorized to Receive Notice
and Communications on Behalf of the Person(s) Filing Statement)
Copy To:
Herbert S. Wander
Lawrence D. Levin
Katten Muchin & Zavis
Suite 1600
525 West Monroe Street
Chicago, Illinois 60661-3693
(312)902-5654
<PAGE>
Amendment No. 5 to Schedule 14D-9
This Amendment No. 5 to Schedule 14D-9 amends the Schedule 14D-9 (the
"Schedule 14D-9") filed by Balcor/Colonial Storage Income Fund-86, an Illinois
limited partnership (the "Partnership"), with the Securities and Exchange
Commission on April 26, 1996 and previously amended by Amendment No. 1 filed
May 3, 1996, Amendment No. 2 filed May 8, 1996, Amendment No. 3 filed May 14,
1996 and Amendment No. 4 filed May 23, 1996. All capitalized terms used
herein but not otherwise defined shall have the meaning ascribed to such terms
in the Schedule 14D-9.
Item 4. The Solicitation and Recommendation
Item 4(b) is hereby amended to include the following additional
information:
(xiii) As of May 23, 1996, a majority of Units outstanding as
of April 1, 1996, had been consented in favor of a sale of
substantially all of the Partnership's assets to STP. In accordance
with the Partnership's Consent Solicitation of Limited Partners dated
April 29, 1996, as amended, the consent process has been terminated
and the Partnership will no longer accept consent forms or
revocations of consents relating to the sale of the Partnership's
assets to STP. On May 24, 1996, the Partnership consummated the sale
of the Partnership's assets to STP.
Item 7. Certain Negotiations and Transactions by the Subject Company
Item 7(b) is hereby amended as follows:
(b) Except for the Purchase Agreement as described in Item
4(b)(i) and the matters described in Item 4(b)(xiii), there are no
transactions, General Partner resolutions, agreements in principle or
signed contracts in response to the Offer or that relate to or would
result in one or more of the events referred to in Item 7(a).
<PAGE>
Signature: After reasonable 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: May 28, 1996 BALCOR/COLONIAL STORAGE INCOME FUND-86
By: Balcor Storage Partners-86, a general
partner
By: The Balcor Company, a partner
By: /s/ THOMAS E. MEADOR
--------------------------------------
Thomas E. Meador, Chairman
By: Colonial Storage 86, Inc., a general
partner
By: /s/ JAMES R. PRUETT
--------------------------------------
James R. Pruett, President
