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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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) January 22, 1997
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LEGEND PROPERTIES, INC.
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(Exact name of registrant as specified in charter)
Delaware 1-9885 36-3465359
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1420 5th Avenue, 42nd Floor, Seattle, Washington 98101-2333
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(Address of principal executive offices) (Zip Code)
Company's telephone number, including area code (206) 464-0200
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(Former name or former address, if changed since last report.)
Exhibit Index on Page 3
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ITEM 5. OTHER EVENTS
On January 22, 1997, two lawsuits previously filed against the Registrant
in Illinois and California were dismissed. The lawsuits were the 1995 action
filed in the Circuit Court of Cook County, Illinois entitled "Monterey County
Partners, et al. v. BMIF Monterey County Limited Partnership et al., case number
95 CH 8456" and the 1995 action filed in the Superior Court of Monterey County,
California entitled "Monterey County Partners, et al. v. BMIF Monterey County
Limited Partnership, et al., case number 10528." The lawsuits were dismissed as
part of an omnibus settlement agreement and mutual release of claims among
all of the parties, including the Registrant, its lenders, and certain limited
partners who held a subordinated interest in the Registrant's real estate
development projects in California, Maryland and Virginia. In addition, a "Lis
Pendens" which had been filed to block the sale of the Laguna Seca Ranch
property in Monterey, California was removed. As part of the omnibus settlement
agreement, the plaintiffs transferred to the Registrant their limited
partnership interests in the Registrant's California, Virginia and Maryland
properties and the Registrant made a $200,000 one time payment to the
plaintiffs.
The dismissals and settlement agreement will allow the Registrant to
finalize its plans to sell the Laguna Seca property and removes potential claims
relating to the properties being developed by the Registrant in Virginia and
Maryland.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(C) EXHIBITS
99.1 Press Release of the Registrant dated January 27, 1997.
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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.
LEGEND PROPERTIES, INC.
Date: January 30, 1997.
By: /S/ Kenneth L. Uptain
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Kenneth L. Uptain
President and Chief Executive Officer
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EXHIBIT INDEX
DESCRIPTION OF DOCUMENT
Exhibit
Number Page
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99.1 Press Release of the Registrant dated January 27, 1997 . . . . . . . . 4
4
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[LOGO] PRESS RELEASE
FOR IMMEDIATE RELEASE
Legend Properties, Inc.
U.S. Bank Centre
1420 Fifth Avenue, 42nd Floor
Seattle, WA 98101-2333
206 / 464-0123
Fax 206 / 464-0800
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LEGEND PROPERTIES: LAWSUIT SETTLEMENT CLEARS PATH FOR CALIFORNIA LAND PARCEL
SALE
(Seattle, Washington, January 27, 1997) -- Legend Properties, Inc. ("Legend")
announced this week that two lawsuits previously filed in Illinois and
California have been dismissed. "This clears the path to sell Legend's Laguna
Seca Ranch property" stated company president Ken Uptain. "It also removes
potential claims relating to our Virginia and Maryland properties." Mr. Uptain
explained that the lawsuits were settled and dismissed as part of an omnibus
settlement agreement in which Legend will make a $200,000 one time payment.
Legend is a new company formed out of the merger of Banyan Mortgage Investment
Funds and RGI U.S. Holdings. The company owns and develops parcels in Maryland
(approximately 2200 acres) and Virginia (approximately 2500 acres) in addition
to the Laguna Seca Ranch located in Monterey, California. The company also owns
a 888 acre residential golf and boating community named Grand Harbor in Vero
Beach, Florida.
Legend, with its new management team headed up by Mr. Ken Uptain, is hopeful
that the dismissal of these lawsuits taken together with the active development
of its east coast projects marks a new chapter in the company's history.
Legend Properties, Inc. is traded on the Nasdaq SmallCap market under the
trading symbol "LPROV" during its "when issued" status. This status is expected
to be cleared shortly at which time it will assume the trading symbol "LPRO."
For Additional Information Contact: Ken Uptain at 206 / 464-0123
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