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) November 30, 1998
AMERICAN ENTERTAINMENT PARTNERS II L.P.
(Exact name of registrant as specified in its charter)
Delaware 33-11101 13-3388759
State or other jurisdiction Commission IRS Employer
of incorporation File Number Identification No.
3 World Financial Center, 29th Floor
New York, NY Attn.: Andre Anderson 10285
Address of principal executive offices Zip Code
Registrant's telephone number, including area code (212) 526-3183
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Item 2. Disposition of Assets
On November 30, 1998, Twentieth Century Fox Film Corporation ("Fox") purchased
the Partnership's interest in Amercent Films II (the "Joint Venture") for $2.1
million. Pursuant to the terms of the Joint Venture Agreement, commencing on
December 31, 1997, Fox had the right and the option to purchase the
Partnership's interest in the Joint Venture at an appraised fair market value
determined by an independent appraisal firm. On February 2, 1998, the
Partnership received the Preliminary Option Notice from Fox to begin the process
of determining the fair market value of the Partnership's interest in the Joint
Venture. The Partnership and Fox subsequently engaged an independent third-party
appraiser to determine the fair market value for the Partnership's interest.
As a result of the sale, the General Partner intends to distribute the net
proceeds therefrom, together with the Partnership's remaining cash reserves
(after payment of, or provision for, the Partnership's liabilities and expenses,
and establishment of a reserve for contingencies, if any) and dissolve the
Partnership in accordance with the Partnership Agreement.
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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.
AMERICAN ENTERTAINMENT PARTNERS II L.P.
By: AEP PREMIERE CORPORATION II
General Partner
Date: December 15, 1998 By: /s/Michael T. Marron
Michael T. Marron
President and Chief Financial Officer
