<PAGE> 1
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON NOVEMBER 17, 1997
UNITED STATES
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: NOVEMBER 13, 1997
(DATE OF EARLIEST EVENT REPORTED)
LEGEND PROPERTIES, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 1-9885 36-3465359
(STATE OR OTHER JURISDICTION (COMMISSION FILE NO.) (IRS EMPLOYER
OF INCORPORATION) IDENTIFICATION NO.)
13662 OFFICE PLACE, SUITE 201, WOODBRIDGE, VA 22192
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
(703) 680-2226
(REGISTRANT'S TELEPHONE NUMBER INCLUDING AREA CODE)
<PAGE> 2
ITEM 5. OTHER EVENTS
On November 17, 1997, Legend Properties, Inc. ("Legend") announced that the
Chancery Court in Delaware approved the settlement of the litigation arising out
of the merger between RGI U.S. Holdings Inc. and Banyan Mortgage Investment Fund
(now known as Legend Properties, Inc.). A copy of the press release issued by
Legend on November 17, 1997 is included as Exhibit 99.1 hereto and incorporated
by reference herein.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Exhibits
99.1 Press Release of the Registrant dated November 17, 1997.
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 thereunto duly authorized.
Date: November 17, 1997
LEGEND PROPERTIES, INC.
(Registrant)
By: /s/ EDWARD F. PODBOY
-----------------------------------
Edward F. Podboy
President, Chief Executive Officer
<PAGE> 1
FROM: The Rockey Company
2121 Fifth Avenue
Seattle, WA 98121
Contact: Bob Sundmacher
(206)728-1100
FOR: Legend Properties, Inc.
Contact: Edward F. Podboy
Chief Executive Officer
(703)680-2226
FOR IMMEDIEATE RELEASE
----------------------
SETTLEMENT OF BANYAN MORTGAGE INVESTMENT FUNDS
SHAREHOLDER LITIGATION
WASHINGTON, (DC) - Nove. 17, 1997 - The Chancery Court in Delaware has approved
the settlement of the litigation arising out of the merger between RGI/US and
Banyan Mortgage Investment Fund (now known as Legend Properties, Inc., formerly
Nasdaq: LPROE). The Court entered an order approving the settlement previously
described by the Company on November 12, 1997. The order provides for a full
and complete release of any and all claims against the companies arising out of
the merger and any challenge to or question of the validity of the vote on the
merger. The settlement will become effective upon the expiration of the appeal
period in 30 days. For additional information regarding the details of the
settlement, please contact Edward F. Podboy.
###
