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) September 20, 1996
SHOPCO LAUREL CENTRE, L.P.
(Exact name of registrant as specified in its charter)
Delaware 1-9419 13-3392074
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) 526-3237
Item 5. Other Events.
On September 20, 1996, the Registrant announced that it declared a cash
distribution of $1.35 per Unit. The Registrant also announced that State
Street Bank and Trust Company ("State Street"), one of the lenders to
Laurel Owner Partners LP (the "Owner Partnership") of which Shopco
Laurel Centre, L.P. ("Shopco") is the sole general partner, has obtained
an order (the "Court Order") in the Circuit Court for Prince George's
County, Maryland enjoining the payment of the distribution. The order also
enjoins the Owner Partnership, Shopco and its general partner from taking any
act to disseminate, distribute or convey cash and cash equivalents, except,
subject to State Street's approval, to pay normal operating expenses
incurred in the operation of the mall. As a result of the Court Order and
the upcoming maturity of the Owner Partnership's two mortgage loans on
October 15, 1996, any future distributions will need to be carefully
evaluated. A press release announcing the filing is attached hereto as
Exhibit A and is incorporated by reference herein.
Refer to Exhibit A - September 20, 1996 Press Release.
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.
SHOPCO LAUREL CENTRE, L.P.
Registrant
By: LAUREL CENTRE INC.
General Partner
Date: September 27, 1996 By: /s/ Paul L. Abbott
Director, President
and Chief Executive
Officer
Date: September 27, 1996 By: /s/ Robert J. Hellman
Director, Vice President and
Chief Financial Officer
EXHIBIT A
SHOPCO LAUREL CENTRE, L.P.
c/o Laurel Centre Inc.
3 World Financial Center, 29th Floor
New York, NY 10285
Attention: Joan Berkowitz.....................................(212) 526-3162
Robert Sternlieb...................................(212) 526-3118
PRESS RELEASE DATED: SEPTEMBER 20, 1996
FOR IMMEDIATE RELEASE
Shopco Laurel Centre, L.P. ("Shopco") announced that it declared, effective at
4:01 p.m. on September 20, 1996, a cash distribution of $1.35 per Unit, which
includes a regular $.125 per Unit distribution with respect to the third fiscal
quarter of 1996, which declaration would become effective in the event no order
restraining such declaration was then in effect.
The distribution is to be paid to Unit holders of record on September 30, 1996.
Payment is scheduled to be made on or about October 10, 1996.
Shopco also announced that State Street Bank and Trust Company, one of the
lenders to the limited partnership (the "Owner Partnership") of which Shopco is
the sole general partner, has obtained an order in the Circuit Court for Prince
George's County, Maryland enjoining the payment of the distribution.
Accordingly, there can be no assurance as to the amount or timing of the
distribution or whether payment of the distribution will be permitted. The
order also enjoins the Owner Partnership, Shopco and its general partner from
taking any act to disseminate, distribute or convey cash and cash equivalents
except, subject to State Street's approval, to pay normal operating expenses
incurred in the operation of the mall. Shopco believes that the order is
without merit and will contest it vigorously.
Shopco also announced that in view of the court order and the upcoming maturity
of the Owner Partnership's two mortgage loans on October 15, 1996, any future
distributions (including regular quarterly distributions) will need to be
carefully evaluated.
Shopco Laurel Centre, L.P. is a limited partnership and the sole general
partner of the Owner Partnership, which owns an enclosed regional mall in
Laurel, Maryland. Units in Shopco are traded on the American Stock Exchange
under the symbol "LSC".
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