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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): May 28,1998
DEVELOPMENT PARTNERS II
(A Massachusetts Limited Partnership)
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(Exact name of registrant as specified in its charter)
Massachusetts
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(State or other jurisdiction of incorporation)
0-16456 04-2946004
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(Commission File Number) (IRS Employer Identification No.)
5110 Langdale Way, Colorado Springs, CO 80906
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(Address of principal executive offices) (Zip Code)
(Registrant's telephone number, including area code): (719) 527-0544
NA
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(Former name or former address, if changed since last report)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On May 28, 1998, The Pines on Cheyenne Creek Joint Venture (the "Joint
Venture"), a joint venture in which Development Partners II (A Massachusetts
Limited Partnership) (the "Partnership") holds an interest, sold L'Auberge
Cheyenne Creek, a 108-unit multi-family rental property in Colorado Springs,
Colorado ("Cheyenne Creek"). Cheyenne Creek was sold to G&I Cheyenne Creek LLC,
a Delaware limited liability company unaffiliated with the Partnership. The
purchase price for Cheyenne Creek was $6,300,000, subject to certain customary
adjustments and a $57,600 credit to the purchaser. The Joint Venture repaid
mortgage financing in the approximate amount of $3,138,795 at closing utilizing
a portion of proceeds from the sale.
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The Joint Venture realized net proceeds of approximately $2,939,875 from the
sale of Cheyenne Creek, of which the Partnership's share is approximately
$2,397,760.
ITEM 5. OTHER EVENTS
On May 22, 1998, Casabella Associates, a general partnership in which the
Partnership holds a minority interest, sold its only material asset, Casabella,
a 154-unit multi-family rental property in Scottsdale, Arizona. Casabella was
sold to Casabella Condominium Ventures Limited Partnership, a limited
partnership unaffiliated with the Partnership. The purchase price for Casabella
was $11,700,000, subject to certain customary adjustments, and a $120,000 credit
to the purchaser. Mortgage financing in the approximate amount of $6,750,400 was
repaid at closing utilizing a portion of proceeds from the sale. The net
proceeds to Casabella Associates from the sale of Casabella were approximately
$4,570,300, of which the Partnership's share is approximately $1,750,410.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Business Acquired.
Not Applicable.
(b) Pro Forma Financial Information.
Not Applicable.
(c) Exhibits.
10.1 Purchase and Sale Agreement and Escrow Instructions, dated
January 26, 1998, between The Pines on Cheyenne Creek Joint Venture and
DRA Advisors, Inc. related to the sale of Cheyenne Creek. (Previously
filed as Exhibit 10(p) to Registrant's Form 10-K for the year ended
December 31, 1997 and incorporated herein by reference thereto.)
10.2 Purchase and Sale Agreement and Escrow Instructions, dated
February 4, 1998, between Casabella Associates and JPR Capital, L.L.C.
relaed to the sale of Casabella. (Previously filed as Exhibit 10(q) to
Registrant's Form 10-K for the year ended December 31, 1997 and
incorporated herein by reference thereto.)
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SIGNATURE
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 thereunto duly authorized.
DEVELOPMENT PARTNERS II
(A Massachusetts Limited Partnership)
By: GP L'Auberge Communities, L.P.,
A California Limited Partnership,
General Partner
By: L'Auberge Communities, Inc., its General Partner
By: /s/ EARL C. ROBERTSON
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Earl C. Robertson, Executive Vice
President and Chief Financial Officer
Date: June 10, 1998
