UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
PURSUANT TO SECTION 13 OR 15(D) OR THE
SECURITIES EXCHANGE ACT OF 1934
April 10, 1998
ML-LEE ACQUISITION FUND, L.P.
(Exact name of registrant ass specified in its governing instruments)
Delaware 13-3426817
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
World Financial Center
South Tower - 23rd Floor
New York, New York 10080-6123
(Address of principal executive office and zip code)
Registrant's telephone number,, including area code: (212) 236-7339
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ITEM 5. OTHER EVENTS
On April 10, 1998, the parties to Seidel v. Thomas H. Lee, et al, No.
93-494 (JJF), a putative class action brought on behalf of limited partners of
the ML-Lee Acquisition Fund, L.P. (the "Fund"), filed with United States
District Court for the District of Delaware a Stipulation of Settlement,
preliminarily settling that action.
The proposed settlement, which is subject to Court approval, provides for
dismissal with prejudice of all claims against the Fund, the Funds' investment
advisor and certain of its affiliates, the Funds' Managing General Partner and
certain of its affiliates, and the Funds' Independent General Partners. Although
defendants continue to deny all liability in this action, defendants other than
the Fund, have agreed to provide $2.5 million in cash and certain other
onsiderations to settle the claims asserted in this action. The Court has not
yet set a date for a hearing to consider settlement.
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Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant in the capacities indicated on the 10th day of April, 1998.
Signature Title
ML Mezzanine Inc.
______________________ Vice President and Treasurer
Audrey Bommer (Principal Financial Officer of Registrant)
ML Mezzanine Inc.
______________________ Vice President and Assistant Treasurer
Roger F. Castoral, Jr. (Principal Accounting Officer of Registrant)
